HomeMy WebLinkAbout2011-03-02; Carlsbad Tourism Business Improvement District; 03-11-61; Consider Amending VisitCarlsbad ContractCARLSBAD TOURISM
BUSINESS IMPROVEMENT DISTRICT
AGENDA BILL
AB# 03-11-61
Consider amending the VisitCarlsbad
contract
CTBID STAFF
MTG. 3-2-11 Consider amending the VisitCarlsbad
contract
GENERAL
COUNSEL
DEPT. Admin
Services
RECOMMENDED ACTION:
If the Board chooses, adopt resolution 2011-1 directing staff to amend the VisitCarlsbad contract
to reallocate amounts originally designated to be paid to San Diego North Convention and
Visitors Bureau (SDNCVB) for group sales.
ITEM EXPLANATION:
On May 18. 2010 the CTBID Board contracted wilh VisitCarlsbad to provided tourism promotion
services for the period of July 1, 2010 through June 30, 2011. Included in the contract was
$60,000 for group sales sen/Ices which includes contracting for meetings maricet leads, group
leads and booking services. As outlined in the contract scope of services. VisitCarisbad was to
contract with SDNCVB to provide these group sales services.
In the fall of 2010, SDNCVB announced that it was going to become part of the San Diego
Convention and Visitors Bureau. As a result of this, SDNCVB would no longer be able to provide
group sales services for VisitCarlsbad. The VisitCarisbad Board met with its stakeholders to
determine how best to utilize the $60,000 for group sales now that SDNCVB could no longer
provide those sen/ices. Based on those meetings, VisitCarisbad will be presenting a plan to the
CTBID Board for approval. Upon approval ofthe plan, the CTBID board will direct staff to amend
the VisitCarisbad contract to include this plan.
FISCAL IMPACT:
The additional money is already budgeted in the CTBID 2010-11 budget.
ENVIRONMENTAL IMPACT:
This action does not approve any projects that will have a physical adverse affect on the
environment so It falls within the general mIe under CEQA that this is not a project (CEQA
Regulation 15738 (b)).
EXHIBITS:
1. Resolution 2011-1 directing staff to amend the VisitCarisbad contract lo reallocate group sales
budget originally to be provided by San Diego North CVB.
2. VisitCarisbad contract dated June 3, 2010.
DEPARTMENT CONTACT: Cheryl Gerhardt 760-277-5203, caerh@ci.carisbad.ca.us
FOR eny CLERKS USE ONLY,
BOARD ACTION: APPROVED X CONTINUED TO DATE SPECIFIC •
DENIED CONTINUED TO DATE UNKNOWN •
CONTINUED • RETURNED TO STAFF •
WITHDRAWN • OTHER-SEE MINUTES •
AMENDED •
EXHisrr I
1 RESOLUTION NO. 201M
2 I RESOLUTION OF THE BOARD OF DIRECTORS OF THE
CARLSBAD TOURISM BUSINESS IMPROVEMENT
^ DISTRICT, AUTHORIZING THE CHAIRPERSON TO AMEND
THE VISITCARLSBAD AGREEMENT 4
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WHEREAS, the City Council ofthe City of Carlsbad adopted Ordinance No. NS-778
enacting Chapter 3.37 ofthe Carlsbad Municipal Code on November 15,2005 thereby creating
the Carlsbad Tourism Business Improvement District (CTBID); and
WHEREAS, the primary purpose of the CTBID is to promote tourism and provide
services to visitors to the City of Carlsbad; and
WHEREAS, the City Council has authorized the Board of Directors of the CTBID to
conduct the business ofthe CTBID in the time, place and manner that best suits the needs ofthe
Board of Directors ofthe CTBID, subject to the control of federal, state and local laws goveming
the activities of a Business Improvement District; and
WHEREAS, the City Council has provided the Board of Directors with the ability to
contract for services necessary to carry out the purpose of the CTBID; and
WHEREAS, the CTBID contracted with VisitCarlsbad to provide tourism promotion
services for fiscal year 2010-11: and
WHEREAS, the contract provided funding for specific categories with not to exceed
amounts; and
WHEREAS, $60,000 was budgeted for San Diego North Convention and Visitors Burea
to provide group sales services to VisitCarlsbad; and
WHEREAS, San Diego North Convention and Visitors Bureau is no longer doing
business independently and has become part of San Diego Convention and Visitors Bureau and
therefore cannot provide those services; and
WHEREAS, the CTBID Board wishes to amend the funding in this category to include
the following reallocation of funds of group sales ; and
NOW, THEREFORE, BE IT RESOLVED by the Board of Directors ofthe Carlsbad
Tourism Business Improvement District, as follows: ^
1. That the above recitations are true and correct.
2. That the CTBID General Counsel is directed lo draft the documents necessary to
amend the VisitCarlsbad contract to include funding lo the items outlined above..
3. That the CTBID Chairperson is hereby authorized to approve the agreement between
the CTBID and VisitCarisbad in a form acceptable lo the CTBID General Counsel
for the procurement of the described services.
PASSED, APPROVED, AND ADOPTED at a regular meeting ofthe Board of
Directors of the Carlsbad Tourism Business Improvement District on theJ^^ dav of
^^dA^ 2011, by the following vote to wit:
AYES: «S jLu-^y (Jc^yxA^P^^j^i^ajL^u^ciuj^^^^^^
NOES: VVl ^ id Ic
ABSENT: /^^W- C^»ULS
ATTEST
TIM STRIPE
Chairperson
Pro Tem Clerk of 1
Carlsbad Tourism Business Improvement District
-2-(9
£XW/S/T £
AGREEMENT FOR PROMOTION OF TOURISM AND VISITOR SERVICES CARLSBAD
CONVENTION AND VISITORS BUREAU
ApREEMENT is made and entered Into as of the ^^3^ day of
yuaJL , 20/u . by and between the Carisbad Tourism Business
Impr^ement District (CTBID). and the Carisbad Convention and Visitors Bureau,
("Contractor").
RECITALS
A. CTBID requires the professional senrices of a contractor that is experienced in
tourism and visrtor promotion programs and services.
B. Contractor has the necessary experience In providing professtonal sen/ices and
advice related to the promotion of tourism in Carisbad.
C. Selection of Contractor Is expected to achieve the desired results in an
expedited fashion.
D. Contractor has submitted a proposal to CTBID and has affirmed its willingness
and ability to perform such woric.
NOW, THEREFORE, in consWeration of these recitals and the mutual covenants
contained herein, CTBID and Contractor agree as follows:
1. SCOPE OF WORK
CTBID retains Contractor to perform, and Contractor agrees to render, those sen/ices (the
"Servrces") that are defined In attached Exhibit "A", which Is Incorporated by this reference
In accordance with this Agreements terms and conditions.
2. STANDARD OF PERFORMANCE
While performing the Sen/Ices, Contractor will exercise the reasonable professional care
and skill customarily exercised by reputable members of Contractor's profession practicing
in the Metropolitan Southem Califomia Area, and will use reasonable dil^ence and best
judgment while exercising its professional skill and expertise.
3. TERM
The term of this Agreement will be effective fbr a period of one (1) year from the date July
1. 2010 through June 30,2011.
4. TIME iS OF THE ESSENCE
Time is ofthe essence for each and every provision of this Agreement
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5. COMPENSATION
The total fee payable fbr the Senrices to be performed during the initial Agreement term
will be Seven Hundred Fifty Six Thousand Five Hundred Eighty Two dollars ($756,582).
No other compensation for the Services will be allowed except for items covered by
subsequent amendments to this Agreement The CTBID reserves the right to withhokl a
ten percent (10%) retention until the CTBID has accepted the woric and/or Services
specified in Exhibits "A" and "B".
Compensation will be made in twelve (12) monthly installments of Sucty Two Thousand
Forty Nine dollars ($62,049) each month fbr a total of $744,582 as detailed in the
attached Exhibit A to this Agreement The first installment shall be payable in Jufy 2010.
Subsequent installments shall be paid monthly, through the temi of this Agreement
In addition, up to $2,000 per month will be paid monthly for the first six months of the
contract term, for a total of $12,000, to reimburse VisitCarisbad for senrices provided by
Christine ShImasakI as outiined in Exhibit B. VisitCarisbad will provide CTBID copies of
invoices in order to receive reimbursement for servtees provided.
The CTBID reserves the right to temiinate or reduce funding levels outlined in the
Agreement In the event of CTBID revenue reductions. Recommended deductions will be
reported t to ttie CTBID Board who shall determine the modified fijndlng level.
6. STATUS OF CONTRACTOR
Contractor will perfonn the Sen/ices in Contractor's own way as an independent contractor
and in pursuit of Contractor's independent calling, and not as an employee of CTBID.
Contractor will be under control of CTBIO only as to the result to be accomplished, but will
consult wltti CTBID as necessary. The persons used by Contractor to provide sen/ices
under ttiis Agreement will not be considered employees of CTBID for any purposes.
The payment made to Contractor pursuant to the Agreement will be the fijll and complete
compensation to which Contractor is entitied. CTBID will not make any federal or state
tax wittihoWings on behalf of Contractor or its agents, employees or subcontoactors.
CTBID will not be required to pay any woricers' compensation Insurance or unemployment
conblbutions on behalf of Contractor or Its emptoyees or subcontractors. Contractor
agrees to indemnify CTBID witfiln thirty (30) days for any tax. retirement contribution,
social security, overtime payment unemptoyment payment or workers' compensation
payment which CTBID may be required to make on behalf of Contractor or any agent,
employee, or subcontractor of Contractor for woric done under this Agreement At the
CTBID's election, CTBID may deduct ttie indemnification amount from any balance owing
to Contractor.
CTBID Attorriey Approved Version #05.06.08
7. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of
CTBID. If Contractor subcontracts any of the Sen/ices, Contractor will be fully responsible
to CTBID for the acts and omissions of Contractor's subconttactor and of the persons
either directty or rndirectty employed by the subcontractor, as Contractor is for ttie acts
and omissions of persons directty employed by Contractor. Nothing contained in ttiis
Agreement will create any contractual relationship between any subcontractor of
Conttactor and CTBID. Contractor will be responsible for payment of subcontractors.
Contractor will bind every subcontractor and every subcontractor of a subcontractor by the
temis of ttiis Agreement applicable to Contractor's woric unless specifically noted to ttie
conttary In ttie subcontract and approved In writing by CTBID.
8. OTHER CONTRACTORS
The CTBID resen/es the right to employ other Contractors in connection with the Sen/ices.
9. INDEMNIFICATION
Contractor agrees to indemnify and hokl hamnless the CTBID and its officers, officials,
employees and volunteers from and against all claims, damages, losses and expenses
including attomeys fees arising out of the perfomiance of ttie woric described herein
caused by any negligence, recklessness, or willful misconduct of ttie Contractor, any
subcontractor, anyone dire(% or indirectiy employed by any of tiiem or anyone for whose
acts any of them may be liable.
The parties expressly agree ttiat any payment, attomey's fee. costs or expense CTBID
incurs or makes to or on behalf of an injured employee under ttie CTBID's self-
administered woricers' compensation is included as a loss, expense or cost for the
purposes of ttiis section, and ttiat ttiis section will survive the expiration or eariy
termination of this Agreement
10.INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all
amendments. Insurance against claims for injuries to persons or damage to property
which may arise out of or in connection witti performance of the senrices by Contractor or
Contractor's agents, representatives, employees or subcontractors. The insuranoe will be
obtained from an insurance carrier admitted and authorized to do business in ttie State of
Califomia. The insurance earner is required to have a current Best's Key Rating of not less
ttian "A-:Vir. OR with a surplus line insurer on ttie State of Califomia's List of Eligible
Surplus Line Insurers (LESLI) witti a rating in ttie latest Besfs Key Rating Guide of at least
"A.X".
10.1 Coverages and Limits.
Contractor will maintain the types of coverages and minimum limits indicated below,
unless CTBID Attomey or CTBID Manager approves a lower amount These minimum
amounts of coverage will not constitute any limitations or cap on Contractor's
indemnification obligations under this Agreement CTBID, its officers, agents and
CTBID Attomey Approved Verskm #05.06.08
employees make no representation that the limits of the insurance specified to be carried
by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor
believes that any required insurance coverage Is inadequate, Contractor will obtain such
additional insurance coverage, as Conttactor deems adequate, at Conbactor's sole
expense.
10.1.1 Commercial General Liabilitv Insurance. $1.000.000 combined sirigle-limit per
occurrence for bodily injury, personal injury and property damage. If the submitted policies
contain aggregate limits, general aggregate limits will apply separately to the woric under
this Agreement or ttie general aggregate will be twice the required per occunence limit.
10.1.2 Automobite Liabiritv (if the use of an automobile is invoK/ed for Contractor's woric
for CTBiD). $1,000,000 combined single-limit per accident for bodily injury and property
damage.
10.1.3 Woricers' Compensation and Emotover's Liabilitv. Woricers' Compensation limits
as required by the Califomia Labor Code. Woricers' Compensation will not be required if
Contractor has no emptoyees and provides, to CTBID's satisfaction, a declaration stating
ttiis.
10.1.4 Professional Liabilitv. Errors and omissions liability appropriate to Conttactor's
profession witti limits of not less ttian $1,000,000 per claim. Coverage must be maintained
for a period of five years following ttie date of completion of the woric.
10.2. Additional Provisions. Contractor will ensure that the policies of insurance
required under this Agreement contain, or are endorsed to contain, ttie following
provisions:
10.2.1 The CTBID will be named as an addKlonal insured on General Liability.
10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability,
which will be written as claimswnade coverage.
10.2.3 This insurance will be in force during ttie life of the Agreement and any
extensions of it and will not be canceled wittiout thirty (30) days prior written notice to
CTBID sent by certified mail pursuant to ttie Notice provisions of this Agreement
10.3 Providing Certificates of Insurance and Endorsements. Prior to CTBID's
execution of this Agreement, Contractor will fumish certificates of insurance and
endorsements to CTBID.
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10.4 Failure to Maintain Coverage. If Conttactor fails to maintain any of ttiese
insurance coverages, then CTBID will have the option to declare Conttactor in breach, or
may purchase replacement insurance or pay the premiums that are due on existing
policies in order to maintain ttie required coverages. Contractor is responsible for any
payments made by CTBID to obtain or maintain insurance and CTBID may collect ttiese
payments from Conttactor or deduct the amount paid from any sums due Contractor
under this Agreement.
10.5 Submission of Insurance Policies. CTBID reserves the right to require, at
anytime, complete and certified copies of any or all required insurance policies and
endorsements.
11. BUSINESS UCENSE
Contiractor will obtain and maintain a City of Carisbad Business License for ttie temi of ttie
Agreement as may be amended from time-to-time.
12. ACCQUNTING RECORDS
Contractor will maintain complete and accurate records witti respect to costs incuned
under ttiis Agreement All records will be cleariy identifiable. Conttactor will allow a
representative of CTBID during nornial business hours to examine, audit, and make
tt-anscripts or copies of records and any other documents created pursuant to ttiis
Agreement. Contractor will allow inspection of all woric. data, documents, proceedings,
and activities related to the Agreement for a period of three (3) years from ttie date of final
payment under ttiis Agreement.
13.0WNERSHIP OF DOCUMENTS
All woric product produced by Contractor or its agents, employees, and subcontractors
pursuant to this Agreement Is the property of CTBID. In the event this Agreement is
temilnated, all woric product produced by Contractor or its agents, employees and
subconttactors pursuant to this Agreement will be delivered at once to CTBID. Conttactor
will have ttie right to make one (1) copy of ttie woric product for Contractor's records.
14. COPYRIGHTS
Conttactor agrees that all copyrights ttiat arise from ttie services will be vested in CTBID
and Contractor relinquishes all claims to the copyrights in favor of CTBID.
15. NOTICES
The name of the persons who are auttiorized to give written notices or to receh/e written
notice on behalf of CTBID and on behalf of Conttactor under ttiis Agreement.
CTBID Attorney Approved Version #05.06.08
For CTBID: For Conttactor.
Chen/I Gertiardt Sam Ross
CTBID Staff Executh/e Director
Citv of Carisbad VisitCarisbad
1635 Faradav Ave. 400 Carisbad Village Drive
Carisbad. CA 92008 Carisbacl. CA 92008
Phone No. 760-602-2417 Phone No. 760434-6093
Each party will notify tiie ottier Immediately of any changes of address ttiat wouW require
any notice or delh/ery to be directed to another address.
16. CONFLICT OF INTEREST
CTBID will evaluate Conttactor's duties pursuant to this Agreement to detemnine vi/hether
disclosure under ttie Political Reform Act and CTBID's Conflict of Interest Code is required
of Conttactor or any of Contractor's emptoyees, agents, or subconttactors. Should it be
determined ttiat disclosure is required, Contractor or Contractor's affected empkiyees,
agents, or subconttactors will complete and file witti the CTBID Cleric ttiose schedules
specified by CTBID and contained in the Statement of Economic Interests Fomi 700.
Contractor, for Conttactor and on behalf of Conttactor's agents, emptoyees,
subcontractors and consultants warrants ttiat by execution of ttiis Agreement, that they
have no interest present or contemplated, in ttie projects affected by ttiis Agreement
Conttactor further warrants ttiat neittier Conttactor, nor Conttactor's agents, employees,
subconttartors and consultants have any ancillary real property, business interests or
income ttiat will be affected by ttiis Agreement or, altematively. ttiat Conttactor will fite witti
the CTBID an affidavit disclosing ttiis interest.
17. GENERAL COMPUANCE WTTH LAWS
Conttactor will keep fiilly infonned of federal, state and local laws and ordinances and
regulations wriiich in any manner affect those emptoyed by Contiractor. or in any way affect
the perfomiance of ttie Services by Contt"actor. Contractor will at all times observe and
comply witti tfiese laws, ordinances, and regulations and will be responsible for ttie
compliance of Contractor's sen/ices witti all applicable laws, ordinances and regulations.
Conttactor will be aware of the requirements of the Immigration Refomi and Control Act of
1986 and will comply witti ttiose requirements, including, but not limited to, verifying ttie
eligibU'ity for employment of all agents, employees, subconttactors and consultants that
the senrices required by this Agreement
ia.DISCmMINATION AND HARASSMENT PROHIBITED
Conttactor will comply witti all applicabte local, state and federal laws and regulations
prohibiting discrimination and harassment
CTBID Attomey Approved Version #05.06.08
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19.DISPUTE RESOLUTION
If a dispute shoukJ arise regarding the performance of the Services ttie foltowing
procedure virill be used to resoh/e any questions of fact or interpretation not otiienvise
settied by agreement between ttie parties. Representattves of Contractor or CTBID will
reduce such questtons. and their respective views, to writing. A copy of such documented
dispute will be forwarded to both parties Involved along with recommended methods of
resolution, which would be of benefit to botti parties. The representative receiving ttie
letter will reply to ttie letter atong witti a recomnnended mettiod of resolution witiiin ten (10)
business days. If ttie resolution ttius obtained is unsatisfactory to the aggrieved party, a
letter outiining ttie disputes will be fonvarded to ttie CTBID Manager. The CTBID Manager
will conskier ttie facts and solutions recommended by each party and may ttien opt to
direct a solution to ttie problem. In such cases, ttie action of tiie CTBID Manager will be
binding upon ttie parties involved, alttiough nottiing in ttiis procedure will prohibit ttie
parties from seeking remedies available to ttiem at law.
20-TERMINATION
In the event of ttie Contracttii's failure to prosecute, deliver, or perform the Sen/ices.
CTBID may tenninate ttiis Agreement for nonperfonnance by notifying Conttactor by
certified mail of ttie tennination. If CTBID deckles to abandon or Indefinitely postpone ttie
woric or servrces contemplated by ttiis Agreement, CTBID may terminate ttiis Agreement
upon written notice to Contractor. Upon notification of tennination, Contiractor has five (5)
business days to deliver any documents owned by CTBID and ali woric in progress to
CTBID address contained In ttiis Agreement CTBID will make a detenmination of fact
based upon ttie woric product delivered to CTBID and of ttie percentage of woric ttiat
Contractor has performed which is usabto and of worth to CTBID in having ttie Agreement
comptoted. Based upon ttiat finding CTBID will detennine ttie final payment of ttie
Agreement
Eittier party upon tendering ttiirty (30) days written notice to ttie ottier party may temiinate
ttiis Agreement In this event and upon request of CTBID. Contractor will assembto ttie
woric product and put it in order fbr proper filing and closing and delh/er it to CTBID.
Contractor will be pato for woric perfonned to ttie termination date; however, ttie total will
not exceed the lump sum fee payabto under ttiis Agreement. CTBID will make ttie final
detemiination as to the portions of tasks completed and the compensation to be made.
21.COVENANTS AGAINST CQNTINGENT FEES
Conttactor warrants that Conttactor has not emptoyed or retained any company or person,
other than a bona fide employee woricing for Contt'actor, to solicit or secure this
Agreement, and ttiat Contractor has not paid or agreed to pay any company or person,
other ttian a bona fide emptoyee. any fee. commission, percentage, brokerage fee, gift, or
any ottier consideration contingent upon, or resulting firom, ttie award or making of this
Agreement For breach or violation of ttiis warranty, CTBID will have ttie right to annul this
Agreement wittiout liability, or, in its discretton, to deduct from the Agreement price or
CTBID Attorney Approved Version #05.06.08
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consideration, or otherwise recover, the full amount of the fee, commission, percentage,
brokerage fees, giff, or contingent fee.
22, CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to
CTBID must be asserted as part of tfie Agreement process as set forth in this Agreement
and not in anticipation of litigation or in conjunction with litigation. Contractor
acknowledges that if a false claim is submitted to CTBID. it may be constoered fraud and
Contractor may be subject to criminal prosecution. Contractor acknowledges that
Califomia Govemment Code sections 12650 etseo.. the False Claims Act applies to this
Agreement and. provides for civil penalties where a person knowingly submits a false
claim to a public entity. These provisions include false claims made with deliberate
ignorance of the false Information or in reckless disregard of the ttuth or falsity of
infomriatton. ff CTBID seeks to recover penalties pursuant to the False Claims Act, it is
entitled to recover its litigation costs, including attomey's fees. Contractor acknowledges
that the filing of a false claim may subject Contractor to an administtative debarment
proceeding as the result of which Contractor may be prevented to act as a Contractor on
any public woric or improvement for a period of up to five (5) years. Contractor
acknowledges debanment by anottier jurisdiction is grounds for CTBID to tenninate tills
Agreement
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by e'lttier of tiie parties for ttie purpose of enforcing a
right or rights provided for by this Agreement will be tried in a court of competent
jurisdiction in ttie County of San Diego, State of Califomia, and the parties wah/e all
provistons of law provtoing for a change of venue in ttiese proceedings to any other
county.
24.SUCCESSQRS AND ASSIGNS
It Is muttially understood and agreed ttiat ttiis Agreement will be binding upon CTBID and
Contractor and tiieir respective successors. Neitiier this Agreement or any part of it nor
any monies due or to become due under H may be assigned by Contractor without the
prior consent of CTBID. which shall not be unreasonably withheld.
25.ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by
It, atong wltti the purchase order for ttiis Agreement and its provisions, embody the entire
Agreement and understanding between the parties relating to tfie subject matter of it. In
case of conflict, the terms of the Agreement supersede the purchase order. Neittier this
Agreement nor any of its provisions may be amended, mcxlified, waived or discharged
except In a writing signed by both parties.
CTBID Attomey Approved Version #05.06.08
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26, AUTHORITY
The Individuals executing this Agreement and the Instmments referenced In It on behalf
of Contractor each represent and warrant that tiiey have the legal power, right and
actual autiiority to bind Contractor to the temis and conditions of this Agreement.
CONTRACTOR CTBID OF CARLSBAD, a municipal
corp^ation of the State of Cafl^ia
(sign here)
(print name/title) ATTEST:
(e-mail address)
*By:
(sign here)
(print name/ttUe) ^
(e-mail address)
If required by CTBID. proper notarial acknowledgment of execution by conttactor
must be attached. If a Corporation. Agreement must be signed by one corporate
officer from each of tfie following two groups.
*Group A.
Chairman,
President, or
Vice-President
**Group B.
Secretary,
Assistant Secretary,
CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by Uie secretary or
assistant secretary under corporate seal empowering the ofTicer(s) signing to Wnd the
corporation.
APPROVED AS TO FORM:
RONAtzBiR. BALL. CTBID Attomey
By:.
Oeput^CTE 'CTBID Attomey
CTBID Attomey Approved Version M5.06.08
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
state of California
County of
OnTHr^^ii?'^^^ before me <r^^^fJJ;i£m^.
personally appeared ^r^tuA^ Ajji.J^^^^
SHERRY A. FREISINGn
CommMlon # 17270M I
Notary Public - Cotltomlo {
Son Diego County '
M^OofwnBqyBSW>2ai2011 I
Pites Notary S«4i Above
who proved to me on the basis of satisfactory evidence to
be the person(s) whose name(s) is/are subscribed to the
within instmment and acknowledged to me that
he/she/they executed the same in his/her/their authorized
capaclty(les). and that by his/her/their sfgnature(s) on the
instrument the perBon(s), or the entity upon behalf of
which the person(s) acted, executed the instmment.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is
toie and correct.
WITNESS my ha
Signature
OPTIONAL
Though the information below Is not required by law. it may prove valuable to persons relying on the documt
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: _
Document Date: . Number of Pages:
Signer(s) Other Than Named Above:
Capacityiies) Claimed by Slgner(s)
Signer's Name:
• Individual
• Corporate Officer--Title(s):
• Partner —• Limiled • General
U Attorney in Fact
• Trustee
• Guardian or Conservator
• other:
Signer Is Representing:
RIGHT THUUiJPnirjT
OF SKifJEJi
Top o< Ihumb HofO
Signer's Name:
• Individual
U Corporate Officer — Title(s):
• Partner— C Limited • General
• Attorney In Fact
• Trustee
• Guardian or Conservator
U other:
fiiGnnHUMSPfiirjr
Top ol thumb horo
Signer Is Representing:.
08007Niilion8lNoCiify/U80cia«ton»WM ItwnWSOT R<K«JorC«DTol-Fr«) 1-«0-87fr6827
EXHIBIT A
Scope of Services
1. VisitCarlsbad ^ Board appointments will be approved by the
CTBID Board.
2. Provide a periodic updates at the CTBID's request and a year-
end report on the program of work deliverables which shall
include an accounting of funds spent by program in a format
approved by the CTBID Board. Allocation of the unspent funds
shall be determined by the CTBID Board.
3. Review CTBID grant applications and make funding
recommendations to the CTTBID Board.
4. Develop a program of work that is primarily focused on driving
demand in the leisure market segment and secondarily, the
meetings market. The VisitCarlsbad Board will approve the
program of work and corresponding budget allocations which
are included at the end of the scope.
5. Update current market intelligence on the Carlsbad visitor
profile. Research findings will be shared and communicated to
the tourism community and Incorporated In the development of
future marketing strategies.
6. Primarily focus on visitcarisbad .com as the primary distribution
channel for new business opportunities for CTBID properties
and Carlsbad community suppliers.
' VisitCarlsbad Is the dba to be used by the Carisbad Convention and
Visitors Bureau.
CTBID Attomey Approved Vereion #05.06.08
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a. Partner with local tourism suppliers to develop new
products or packages consistent with the current market
demand for special offers.
b. Develop visitor-relevant content.
7. Deliver an interactive marketing campaigns focused on driving
traffic to visltcarlsbad.com and hotel reservations. Promotional
campaigns will include but not limited to pay-per-click
advertising, online banner advertising, content development,
social media, promotions and email marketing.
8. Contract for meetings market hotel leads and bookings with San
Diego North Convention and Visitors Bureau (SDNCVB)
9. Pitch editorial to travel writers and write relevant content for the
website, including:
a. Pitch story Ideas, whats new, and host travel writers
b. Coordinate media FAMs In partnership with San Diego
Convention and Visitors Bureau (ConVis) and SDNCVB
10. Manage the visitor center, visitor publications and collateral,
including:
a. Service visitor walk-Ins with visitor Information.
b. Solicit opt-ins for future email marketing communications
c. Refer visitors to local tourism suppliers
d. Managing visitor publications distribution and other
collateral.
11. Develop partnerships and coop opportunities with Carisbad
CTBID hotels, local tourism suppliers, and regional DMOs, such
as ConVis and San Diego North.
CTBID Attomey Approved Verston #05.06.08
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