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HomeMy WebLinkAbout1985-04-23; City Council; Resolution 7992I 2 .; 4 C e r E 5 1C 11 12 12 14 15 1E 17 1e 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 7992 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING AN AGREEMENT WITH THE CARLSBAD CHAMBER OF COMMERCE FOR THE CARLSBAD CONVENTION AND VISITORS BUREAU WHEREAS, the City Council desires to promote tourism and commerce within the city and, WHEREAS, the Carlsbad Chamber of Commerce has special knowledge, experience, skill and facilities for promotional and advertising work and, WHEREAS, the City Council desires to utilize the services of the Chamber of Commerce to establish a convention and visitors bureau program; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad as follows: 1. That the above recitations are true and correct. 2. That the Agreement between the City of Carlsbad and the Carlsbad Chamber of Commerce, attached hereto as Exhibit A, is hereby approved. 3. That the Mayor is hereby authorized and directed to sign the Agreement on behalf of the city. PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Carlsbad held the 23rd day of April , 1985, by the following vote, to wit: AYES: NOES: Council Merrkr Pettine Council Merrkrs Casler, LRwis, and Chick ABSENT: Council mr Kulchin I/ 1 2 I? 4 F; u 6 7 e 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 L J. L. MARY H. &ASLER, Mayor ATTEST: (SEAL) e AGREEMENT BETWEEN THE .EXHIBIT A to Resolution No. 7'192, CITY OF CARLSBAD AND THE CARLSBAD CHAMBER OF COMMERCE FOR THE ESTABLISHMENT OF THE CARLSBAD CONVENTION AND VISITORS BUREAU THIS AGREEMENT is made between the CITY OF CARLSBAD, California, hereinafter called the "Ci ty, 'I and the CARLSBAD CHAMBER OF COMMERCE, hereinafter called the "Chamber" as follows: WHEREAS! the Chamber has special knowledge, experience, skill and facilities for promotional and advertising work and for doing the things hereinafter agreed to be done by it; and WHEREAS, the City desires to secure the services of the Chamber to establish a comprehensive and integrated tourism, informational and marketing program for the City of Carlsbad as set forth below NOW THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 1. Governins Structure The Chamber shall create the Carlsbad Convention and Visitors Bureau (hereafter "Bureau") to implement the goals and objectives set forth below. The Bureau shall be a division of the CARLSBAD CHAMBER OF COMMERCE but with its own independent Advisory Panel, Manager and staff. The Advisory Panel is charged with the responsibility of developing, implementing and supervising this Agreement and program of work, and shall report to and be accountable to the Chamber of Commerce Board of Directors. The Bureau, through the Chamber of Commerce, shall submit a yearly report of its activities to the City Council on or before June 30 of each year. The Advisory Panel shall consist of 11 members from the following catagories: 3 representatives selected by the Chamber of Commerce: 3 representative selected by the City Council : 5 representatives selected from the tourism industry, of whom at least 3 are from the hotel / motel / restaurant industry, as more specifically set forth in the Bureau's Standard Operating Procedures. In addition, the Advisory Panel shall select and hire a Manager and such staff, including an advertising and public relation firm(s), as may be needed in order to accomplish its goals and objectives. 2. Goals of the Carlsbad Convention and Visitors Bureau The purpose of the Bureau is to create, maintain and supervise a coordinated marketing program to advertise, promote and make known the resources of the City for the purposes of increasing the trade and commerce of the City, and to advertise and/or exhibit the agricultural, horticultural , viticultural mineral , industrial , commercial, climatic, educational I recreational, artistic, musical t cultural and other resources / -1- 5 and advantages of the City, and to provide informational services to both visitors and residents of the City of Carlsbad. 3. Objectives of the Carlsbad Convention and Visitors Bureau The immediate objectives between January 9 through June 30, 1985 is to create and establish the Bureau which will then begin to develop a Master Marketing Plan and media campaign to implement the following objectives: (a) To establish, identifyr research and develop a strong Identification Program for the City of Carlsbad and the Carlsbad Convention and Visitors Bureau : (b) To position Carlsbad' as a prime destination in Southern California through an integrated media and promotional campaign ; (c) To generate awareness of Carlsbad in those geographic regions of the United States which provide the largest number of visitors to Southern California each year: (d) To increase the awareness of Carlsbad among the members of the travel industry including travel agentsr corporate travel agents and tour planners; (e) To increase the awareness and interest in Carlsbad among visitors to the San Diego and Los Angeles areas; and (f) To establish a strong public relations campaign designed to provide heightened visibility by providing information on Carlsbad in local, regional and national publications and media. The Master Marketing Plan will be divided into two phases as set forth in Exhibit 1. 4. Accounting and Audit Controls In order for the City and the Chamber to monitor and audit the funds provided to the Bureaur the following procedures shall occur: (a) The Bureau shall adopt the City's chart of accounts for the coding of revenues and expenditures: (b) Where possible, all expenditures shall be made by check (i.e. no cash expenditures) and full support for each expenditure shall be maintained. (Howeverr petty cash funds may be allowed to facilitate small transactions of an exceptional nature of $25 or less.) .. -2- All checks shall require the signature of at least two members of the Advisory Panel, one of whom shall be the Bureau Manager. Revenues shall be recorded so as to show from whom and the date received, the amount received and the purpose of the receipt . The Bureau shall retain an accounting firm to review their accounts on a quarterly basis and prepare an annual financial statement. The results of the quarterly budget reviews, along with a report as to the status of the program of work during that quarter shall be submitted to the City quarterly. Additionally, the Bureau shall have an audit of its financial statements conducted by an independent CPA firm each year. The City's internal auditor shall have the right to perform at least one on-site visit each year to verify the figures reported in the Quarterly / Monthly reports. The Bureau shall be on a July 1 to June 30 fiscal year so as to coincide with the City's fiscal year. The records of the Bureau shall be available to the City for inspection at any time during normal business hours and shall be maintained in Carlsbad at the Bureau's principal office. 5. Scope of Services The program of work of the Bureau will include the development of a coordinated, integrated and comprehensive Master Marketing Plan for the City of Carlsbad. (See Exhibit 1 and the explanations within the budget items within Exhibit 2). The Bureau shall have the responsibility for the following activities: Primary and secondary advertising in magazines, newspapers, direct mailr confidential inquiries and brochures: Establishing, marketing and promoting tourist visitation packages : Providing informational services to local residents: Establishing and carrying out special familiarization tours for the tourist and hospitality industry: and The creation, promotion and marketing of special community events which promote Carlsbad as a location for small business conferences and as a travel destination. -3- 7 6. Budaet The initial budget for the period between April 1 through June 301 198. the Bureau to implement the above goals and objectives is as followsr alth the Advisory Panel may1 from time to time make adjustments in these categori: as to produce the maximum return for the sums expended. INCOME: City of Carlsbad $1001000 TOTAL INCOME EXPENSES: $1001000 * Fixed Costs: Accounting-Legal Auto Travel Employee Benefits Equipment Insurance Legal and Accounting Off ice Supplies Payroll Taxes Postage Rent Salaries (1 Manager & 1 Secretary) Telephone Utilities $ 21000 825 750 2,400 500 I/ 200 It 250 250 - 0- 101 500 -0- 800 TOTAL FIXED COSTS ($6,825 per month) $ 201475 Variable Costs: Ad ve r t is ing/Pr omo t ion ( Media pur chases ) Business Mee ti ngs/Conferences Convent ions/Trade Shows Dues/Subscriptions Printing (including brochures) Professional Services Special Projects $ 401725 11 000 4,000 800 15 1 000 31000 15 000 TOTAL VARIABLE COSTS $ 791525 TOTAL EXPENSES $1001 000 * Additional matching funds or in-kind services from the "tourism industry not included in this figure but will be actively sought by the Burea? de tailed explanation of each expense account is attached as Exhibi; -4- The initial term covered by this budget shall be from the 1st day of April 1985 to and including the 30th day of June 1985. The parties further recognize, however, that the full and professional development and implementation of the programs covered by this Agreement will not be completed within the time period set forth above; rather) these programs will be an ongoing, long-term effort on behalf of the Bureau, the City and the local tourism industry. Before June 1 1985, the Chamber of Commerce shall prepare and present to the City Council for approval an annual work program for the 1985-86 fiscal year (July 1, 1985 to June 30, 1986. Except for funds allocated to fixed cost tasks to be accomplished during the initial term of this Agreement, no funds will be released or payments made until the annual work program and budget has been approved by the City Council. For fiscal year 1986-87 and all subsequent fiscal years, the Chamber of Commerce shall prepare and submit an annual work program and budget prior to April 1 of the preceding fiscal year. Allocations to the Bureau, if any, shall be made as part of the annual City budget. Nothing in this Agreement shall obligate the City to make any annual budget appropriation to the Bureau. Failure by the City to make an annual budget appropriation to the Bureau shall constitute automatic termination of this Agreement. This Agreement shall be automatically renewed from year to year upon approval of the annual work program and budget by the City Council and an appropriation of funds therefore in the annual City budge t . 7. Method of Payment After ratification of this Agreement by the City, the Bureau shall be paid the sum of $6,825 for its fixed expenses commencing April 1, 1985. Thereafter, the Bureau shall be paid a like sum on or before the first day of each month during the balance of the time of this Agreement for its fixed expenses. From the initial sum that is received from the City, the Bureau shall reimburse the Chamber for its direct costs that it has expended in forming the Bureau, advertising for a Manager, and otherwise carrying out the Bureau's functions prior to the ratification of this Agreement by the City which is anticipated not to exceed $lr700. The variable costs as set forth in the of the submittal of an invoice covering the encompassed within such billing . 8. Additional Services budget shall be paid within ten days specific project(s) or service(s) In the event the City Council desires promotional or other services from either any other or additional marketing or the Bureau or the Chamber, it may request that proposals and cost estimates be prepared and presented to the Council. Upon the approval of any additional work by the City Council, the Chamber or the Bureau shall then proceed with its execution and shall be entitled to such additional compensation as authorized by the Council. Upon the funding of the Bureau by the City Council for the July 1, 1985 fiscal year, that Agreement will then replace the existing Ci ty-Chamber of Commerce Agreement of August 17, 1976, which expires on June 30, 1985. Thereafter, the City and Chamber may enter into one or more project specific contracts (i.e. economic development and marketing, etc.) if so requested, and these services would be as set forth in a separate agreement. -5- 1 , 9. Termination In addition to the extension and termination provisions contained in Paragraph 6, this Agreement may be terminated by either party upon giving 90 days written notice thereof to the other. In the event of a termination at any time other than the end of the fiscal year, an accounting of all expenses and costs incurred to the date of termination shall be made by the Bureau and approved by the City, and upon approval of the accounting by the Cityr the Bureau shall forthwith return to the City any and all funds advanced for services not yet fully performed. 10. Assignment of Agreement: The Chamber or Bureau shall not assign this Agreement or any part of it or any money due under it without the prior written consent of the City. 11. Prohibited Interest: No official of the City who is authorized in such capacity on behalf of the City to negotiater maker accept or approve or take part in negotiating, making, accepting or approving of any contract or subcontract in connection with the execution of this Agreement shall become directly or indirectly interested personally in this Agreement or any part thereof. No officer or employee of the City who is authorized in such a capacity on behalf of the City to exercise any executive, supervisory or other similar functions in connection with the performance of this Agreement shall become directly or . indirectly interested personally in this Agreement or any part thereof. 12. Entire Agreement: This Agreement is the entire Agreement between the parties and supersedes all prior oral or written memoranda, understandings or agreements pertaining to the subject matter of this Agreement. No verbal agreement or conversation with any officerr agent or employee of the City either before, during or after the execution of this Agreement shall affect or modify any of the terms or obligations contained in this Agreement, nor shall such verbal agreement or conversation entitle the Chamber or the Bureau to any additional payment whatsoever under the terms of this Agreement. No amendments or alterations to this Agreement shall be effective unless evidenced by writing and executed by all parties to this Agreement. 13. Bureau not Agent of City: Nothing in this Agreement shall be construed to make the Chamber of Commerce, the Bureau, or the advisory panel created by this Agreement an agency, committee or body or an advisory commission, advisory committee or advisory body of the City of Carlsbad or the City Council. CARLSBAD CHAMBER OF COMMERCE CITY OF CARLSBAD By : By : ROBERT WATSON, President MARY CASLERr Mayor -6-