HomeMy WebLinkAbout1991-09-10; City Council; 11337; AGREEMENT BETWEEN THE CITY AND THE CARLSBAD CHAMBER OF COMMERCEF GAULSBAU - AUtN
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Adopt Resolution No. '3l-aV authorizing the Mayor to execute and Agreement
between the City and the Carlsbad Chamber of Commerce.
ITEM EXPLANATION:
On July 9, 1991, the City Council approved the method in which 1991-92 City funds would be allocated to the Carlsbad Convention and Visitor's Bureau,
(CCVB). Council approved a total allotment of $225,000, of which $25,000 will
be released as matching funds. Staff indicated that the annual Agreement
between the City and the Carlsbad Chamber of Commerce would be modified
accordingly and returned to the Council for review.
The Agreement is similar to those entered into over the past two years. The
difference occurs within Section 2, Compensation, which outlines the details of
which have occurred during the Agreements of 1989-90 and 1990-91, with the
proposed arrangements for 1991 -92. The portion allotted for Administration/
Operation expenses is $118,000 for 1991-92. This represents an increase of
$23,000 or 24% over the City amount designated for this tinction in the 1990-
91 budget. 'The CCVB's 1990-91 budget for Administration remains at $143,000
into the 1991-92 budget, however, it requires a larger share be borne by the City.
This is due to the requirement that $25,000, rather than $55,000, in matching
funds be collected resulting in a smaller total budget and heavier reliance upon
City funds for administration/operations.
The City will be contributing a total of $107,000 to programs, a decrease of 21%
from 1990-91. The reduction is from within the matching funds portion of the
budget, which at $25,000, is down by $30,000 or 120% from the 1990-91
the City's financial support, The table below compares the financial stipulations
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114,700 lyr. 95,000 lyr. 118,000 lyr. .. z 0 F Unrestricted Program Funds 55,300 0
Matching Program Funds a 5 z 3 0 0 Total City Contribution
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Page Two of Agenda Bill No. 1433 7
The CCVB has executed this agreement. It is recommended that the City Council
review the revised agreement and authorize the Mayor to sign by adopting the
attached resolution.
FISCAL IMPACI'
Funds totalling $225,000 were appropriated at the time the 1991-29 budget was
adopted on June 13,1991. No additional funds are required.
EXHIBITS:
1. Attachment A - Table showing how City of Carlsbad funds will be
allocated within the CCVB budget.
Resolution No. 9/-Aq9 authorizing the Mayor to execute an Agreement
between the City of Carlsbad and the Carlsbad Chamber of Commerce.
Exhibit B - Agreement between the City of Carlsbad and the Carlsbad
Chamber of Commerce to promote tourism and provide services to visitors
to the City of Carlsbad.
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3.
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AlTACXWENT A
1991-92 BUDGET
CARLSBAD CONVENTION AND VISITORS BUREAU
CITY FUNDING
ADMINISTRATIVE EXPENSES:
$ 114,000 Salaries and all expenses to operate the Bureau and
the Visitor Information Center at the Depot
2,000 City Audit
1.000 Depot Property Taxes
$ 117,000 Total
PROGRAMS:
$ 68,000 Multi Media Advertising
11,000 Trade Shows
5,000 Tourism Video
4,000 Familiarization Trips
12,000 Print Brochures
2,000 Advertising Specialty Items
5.000 Promotion for Local Community Events
$ 107,000 Total
$ 225.000 Grand Total
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RESOLUTION NO. 9 1 - 29 9
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, AUTHORIZING THE MAYOR TO
ENZCUTE AN AGREEMENT WITH THE CARLSBAD CHAMBER
OF COMMERCE TO PROVIDE PROFESSIONAL SERVICES RELATED TO THE PROMOTION OF THE CITY OF CARLSBAD
WHEREAS, the City Council of the City of Carlsbad has determined that
it is in the best interest of the City to promote tourism and provide services to
visitors to the City; and
WHEREAS, the City Council has further determined that the Carlsbad
Chamber of Commerce and its subdivision, the Carlsbad Convention and Visitors
Bureau, possess the necessary skills to provide these services to the City of
Carlsbad; and
WHEREAS, the Carlsbad Chamber of Commerce has agreed to provide
these services under the terms and conditions of the agreement attached hereto.
NOW, THEREFORE BE IT RESOLVED by the City Council of the City of
Carlsbad, California as follows:
1. That the above recitations are true and correct.
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2. That the Mayor is hereby authorized to execute the attached
agreement, Exhibit A, between the City of Carlsbad and the Carlsbad Chamber
of Commerce to provide professional services related to the promotion of the City
of Carlsbad.
PASSED, APPROVED AND ADOPTED at a re@= meeting of the City
Council of the City of Carlsbad, California, held on the 10th day of Septembei
, 1991, by the following vote, to wit:
AYES: Council Members Lewis, Kulchin, Larson, Stanton and Nygaa:
NOES: None
ABSENT: None
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ATTEST:
ALETHA L. RAUTENKRANZ, City Cle
(SEAL)
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AGREE 9 ENT BETWEEN THE CITY OF dBFD
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AND THE CARLSBAD CHAMBER OF COMMERCE
TO PROVIDE PROFESSIONAL SERWCES
RELATED TO THE PROMOTION OF THE CJTY OF CARLSBAD
+h THIS AGREEMENT, made and entered into as of the I 7 day of 5 ep-t.. , 1991, and
effective from October 1, 1991 to September 30, 1992, by and between the CITY OF
CARLSBAD, a municipal corporation, hereinafter referred to as "City," and the CARLSBAD
CHAMBER OF COMMERCE, hereinafter referred to as "Chamber".
RECITALS
City requires the services necessary for the promotion of the City of Carlsbad; and
The Chamber possess the necessary skills and qualifications to provide the services
required by the City.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, the City and Chamber agree as follows:
1. EMPLOYMENT OF SERVICES
The City agrees to engage and the Chamber agrees to perform the services described
below:
A. Establish, identify, research and develop a strong Identification Program for
the City of Carlsbad and the Carlsbad Convention and Visitors Bureau;
Position Carlsbad as a prime destination in Southern California through an
integrated media and promotional campaign;
Generate awareness of Carlsbad in those geographic regions of the United
States which provide the largest number of visitors to "Southern California
each year;
Incresse the awareness of Carlsbad among the members of the travel
industry including travel agents, corporate travel agents and tour planners;
B.
C.
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E. Increase the awareness and interest in Carlsbad among visitors to the San
Diego and Los Angeles areas; and
Establish a strong public relations campaign designed to provide heightened
visibility by providing information on Carlsbad in local, regional and
national publications and media.
Operate the Visitor Information Center fn the AT&SF Depot seven days per
week except New Year's Day, Easter, Thanksgiving and Christmas Day to
assist visitors to Carlsbad.
Create a division of the Chamber to perform the above functions to be
known as the Carlsbad Convention and Visitois Bureau (CCVB).
Provide separate accounting for all transactions related to the operation of
the CCVB.
Develop private funding for advertising co-op programs, centrd reservations fees and other participatory fees to support a full-time, aggressive tourism
marketing program.
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2. COMPENSATION
For the services described above the City will compensate the Chamber in an amount
not to exceed $225,000 to be paid as described below:
A. The total budget for the Chamber shall be $260,000 as shown in Exhibit A.
The City will compensate the Chamber up to $225,000 as described below:
Administrative and Operation Costs $1 18,000 Programs 107,000
Total City Contribution $225.000_
Payments for administrative and operation costs shall be made to the
Chamber in equal monthly installments by the 15th of each month for the
12 months beginning October 1991 and ending September 1992. The
monthly payment will be $9,833.33.
Payments for programs will be released to the Chamber up to a maximum
of $107,000. The disbursement of these funds are broken down into two
categories as follows:
Unrestricted program funds $ 82,000
Matching Program funds 25,000
Total Program Funds $107,000
B.
C.
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0 0 Unrestricted program funds will be released to the Chamber as needed to
the maximum of $82,000. Funds will be released following the City's
receipt of a statement designating which programs funds will be applied to.
Witbin the unrestricted category, $5,000 is to be spent by the Chamber for
local Community Promotion. The Chamber will provide the City a list of
community events and activities to which these funds will be applied during
the first quarter of this contract. The remaining $77,000 can be utilized for
programs as selected by the Chamber.
Restricted program funds, not to exceed $25,000, will be released to the
Chamber on a dollar for dollar basis as matching fhds, in the form of cash,
are received by the Chamber. Payment of the program expenses will be
released at any time, upon receipt of a list from the Chamber indicadng where matching funds came from.
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3. INFORMATION AND REPORTS
The Chamber shall provide the City Council with quarterly reports of the activity of the
Chamber and CCVB funded under this Agreement. These reports shall be made
available for the three month periods ended December, March, June and September
each year.
4. BUDGET REOUESTS
The Chamber shall submit a budget request in the form required by the City Financial
Management Director by April 30 each year.
5. BUDGET ADOPTION AND CONTROL
The budget for the Chamber for the year ending 9/30/92 shall be as shown in Exhibit
A attached hereto. The Chamber shall spend funds in accordance with this plan and
shall report as required in Section 4 of this Agreement using the categories of expense
shown in said budget. Transfers may be made from account to account in a cumulative
amount of up to $2,500 without prior approval from the City Council. Transfers in
excess of this mount shall be submitted to the Council for approval,
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,. 6. RECORDS AND INSPECTTON
The Chamber shall maintain full and accurate records with respect to all matters
covered under this Agreement. The City shall have free access at all proper times to
such records, and the right to examine and audit the same and to make transcripts
therefrom, and to inspect all program data, documents, proceedings, and activities.
7. ACCOMPLISHMENT OF PROJECT
The Chamber shall commence, carry on, and complete the project with all practicable
dispatch, in a sound, economical, and efficient manner in accordance with the
provisions thereof and all applicable laws.
8. MATTXRS TO BE DISREGARDED
The titles of the several sections, subsections, and paragraphs set forth in this contract
are inserted for convenience of reference only and shall be disregarded in construing
or interpreting any of the provisions of this contract.
9. COMPLETENESS OF CONTRACT
This Agreement and any additional or supplementary document or documents
incorporated herein by specific reference contain all the terms and conditions agreed
upon by the parties hereto, and no other agreements, oral or otherwise, regarding the
subject matter of this contract or any part thereof shall have any validity or bind any
of the parties hereto.
10. CITY NOT OBLIGATED TO THIRD PARTIES
The City shall not be ,obligated or liable hereunder to any party other than the
Chamber.
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a. 11. WHEN RIGHTS AND REMEDIES NOT WAIVED
In no event shall the making by the City of any payment to the Chamber constitute or
be construed as a waiver by the City of any breach of covenant, or any default which
may then exist, on the part of thel Chamber, and the making of any such payment by
the City while any such breach or default shall exist in no way impair or prejudice any
right or remedy available to the City in respect to such breach or default.
12. PERSONNEL
The Chamber represents that it has, or will secure at its own expense, all personnel
required in performing the services under this Agreement. All of the services required
hereunder will be performed by the Chamber or under its supervision, and all personnel
engaged in the work shall be qualified to perform such services.
13. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be sufficient if
sent by the parties in the United States mail, postage paid, to the address noted below:
City of Carlsbad
Attention: Finance Director Visitors Bureau
1200 Carlsbad Village Drive Attention: Steve Link
Carlsbad, CA 92008
Carlsbad Chamber of Commerce
5411 Avenida Encinas, Suite 100
Carlsbad, CA 92008
14. NONDISCRIMINATION CLAUSE
. The Chamber shall comply with applicable State and Federal laws regarding
nondiscrimination.
15. OWNERSHIP OF DOCUMENTS
All plans, studies, sketches, drawings, reports and other work products as herein
required are the property of the City, whether the work for which they are made be
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J. expected or not. In the event this contract is terminated, all documents, plans,
specifications, drawings, reports and studies shall be delivered forthwith to the City.
Chamber shall have the right to make one copy of the plans for its records.
16. SUSPENSION OR TERMINATION OF CONTRACT
In the event of the Chamber's failure to prosecute, deliver or perform the work as
provided for in this agreement, the City may suspend or terminate this Agreement for
nonperformance by n0-g the Chamber by certified mail of the suspension or
termination of the Agreement. In the event of such suspension or termination, the
Chamber, thereupon, has thirty (30) working days to deliver all documents owned by
the City and all work in progress as described in Section 15 to the City Financial
Management Director. The City Financial Management Director shall make a
determination of fact based upon the documents delivered to City of the work which
the Chamber has performed that is usable and of worth to the City in having the
Agreement completed. Based upon the determination as to the portions of tasks
completed, the appropriate amount of funding shall be reported to the City Council, the
Council shall determine the portion of payment of the final payment of the Agreement.
In no case shall the final payment exceed the guaranteed total maximum.
17. DISPUTES
If a dispute should arise regarding the performance of work under this Agreement, the
following procedure shall be used to resolve any questions of fact or interpretation not
otherwise settled by agreement between parties. Such questions, if they become
identified as a part of a dispute among persons operating under the provisions of this
Agreement, shall be reduced to writing by the principal of the Chamber or the City
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Financial Management Director. A copy of such documented dispute shall be forwarded
to both parties involved along with recommended methods of resolution which would
be of benefit to both parties. The City Financial Management Director or principal
receiving the letter shall reply to the letter along with a recommended method of
resolution within ten (10) calendar days. If the resolution thus obtained is
unsatisfactory to the aggrieved party, a letter outlining the dispute shall be forwarded
to the City Council for their resolution through the office of the City Manager. The City
Council may then opt to consider the directed solution to the problem. In such cases,
the action of the City Council shall be binding upon the parties involved, although
nothing in this procedure shall prohibit the parties seeking remedies available to them
at law.
d.
18. STATUS OF THE CHAMBER
The Chamber shall perform the services provided for herein in Chamber's own way as
an independent contractor and in pursuit of Chambeis independent calling, and not as
an employee of the City. Chamber shall be under control of the City only as to the
result to be accomplished and the personnel assigned to the project, but shall consult
with the City as provided for in the request for proposal.
The Chamber is an independent contractor of the City. The payment made to the
Chamber pursuant to this'Agreement shall be the full and complete compensation to
which the Chamber is entitled pursuant this Agreement. The City shall not make any
federal or state tax withholdings on behalf of the Chamber. The City shall not be
required to pay any workers' compensation insurance on behalf of the Chamber. The
Chamber agrees to indemnify the City for any tax, retirement contribution, social
security, overtime payment, workers' compensation payment which the City may be
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required to make on behalf of Chamber payment which the City may be required to
make on behalf of Chamber or any employee of Chamber for work done under this
Agreement.
The Chamber shall be aware of the requirements of the Immigration Refom and
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Control Act of 1985 (8 USC Sec. 1101 - 1525) and shall comply with those
requirements, including, but not limited to, verifying the eligibility for employment of
all agents, employees, sub-contractors and Chambers that are included in this
Agreement.
19. ASSIGNMENT OF AGREEMENT
The Chamber or CCVB shall not assign this Agreement or any part of it or any money
due under it without the prior written consent of the City.
20. PROHIBITED INTEREST
No official of the City who is authorized in such capacity on behalf of the City to
negotiate, make, 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.
21. ENTIRE AGREEMENT
This Agreement is the entire Agreement between the parties and supersedes all prior
oral or written memoranda, understands or agreement or conversation with any officer,
agent or employee of the City either before, during or after the execution of this
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Agreement shall aL.8 or modify any of the terms or o B igations contained in th
Agreement, nor shall such additional payment whatsoever under the terms of th
Agreement. No amendments or alterations to this Agreement shall be effective unles
evidenced by writing and executed by all parties to this Agreement.
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IN WITNESS WHEREOF, the City and the Chamber have executed this Agreement as of thl
date first written above.
ATTEST:
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- W ARLSBAD EW!QF A
CHAMBER OF COMLJERCE
CARLSBAD CONVENTION AND VISITORS BUREAU BUDGET FOR PERIOD 10/1/91 to 9/30/92
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Total city CCVB Approx. 7
Bud9et' Pavment - of Admi[
Multi Media Advertisha* $69,000 $68,000 $1,000 $57,200 Advertisements will be placed in magazines and newspaoers that reach our target market. These include: Motorland, Westways, Golden State, L.A. Maagazine, California Travel Guide, San Diegan, Sunset, L.A. Times, Phoenix Gazett, Arizona Republic and Orange County Register,
include radio, television, billboards and listings on com- puter networks
Trade Sho ws and Blitzes 12,000 11,000 1,000 21,450
Oct. 30, '91 Travel Marketplace - Phoenix Nov. 18 Travel Marketplace - Sacramento :an. 25-26, '92 Metro Phoenix World Travel Show - Phoenix
Feb. 1-2 Orange County Register Show - Costa Mesa Feb. 1-9 Time of Your Life Expo - Anaheim Feb. 22-23 L.A. Travel Show - Los Angeles
June 6-8 Time of Your Life Expo - Los Angcles
Sept. 10
Additional trade shows and blitzes will be scheduled as a cooperative venture with Oceanside and Escondido.
Tourism Video 6,000 5,000 1,000 7,150
Fam Tzu 5,000 4,000 1,000 14,300
Other multi media opportunities will be evaiuated. These
San Diego Mixer Plus Trade Shov - San Diego
print Brochure3 13,000 12,000 1,000 14,390
Advertisina SDec ialtv Iterg 2,000 2,000 -0- -0-
vents 10.000 5.ooo5.ooo 28,600 .L. Promotion for Communi+v E
Total Programs 117,000 107,000 10,000 Mministzative and Operations Expenses** 143,000 118,000 25,000 - TOTAL 5260,000 $225,000 $35,000 $143,000
*15% Commissions on all paid advertising will be allocated to cwer Administrative Costs. **Administrative and Operations Expenses shall include $3,000 for annual audit expenses and property taxes o Depot property. The Chamaer will promptly pay all invoices related to these expenses when due.
54 11 Avenida Encinas, Suite 100 P.O. Box 1605 Carlsbad, California 92008
(619) 931-8400 Fax (619) 931-9153
c a
Convention and Visitor’s Bureau Funding 8130191
1990-91 and 1991 -92 Contract Years
Percent
Type of Expense 1990-91 1991 -92 Change Inc/Dec
Administrative Expenses 143,000 143,000 0 0.00%
Programs:
Advertising 85,000 69,000 (16,000) -18.82%
Trade Shows ect 12,000 12,000 0 0.00%
Tourism Video 10,000 6,000 (4,000) -40.00%
Fam Trips 5,000 5,000 0 0.00%
Brochures 12,000 13,000 1,000 8.3301,
Advert king Specialty It ems 2,000 2,000 0 0.OOQh
Community Events 10,000 10,000 0 0.00%
Special Projects 1,000 0 (1,000) -100.000!
Total Programs 137,000 117,000 (20,000) -14.60%
Total All Costs 280,000 260,000 (20,000) -7.14%
Source of Funds
City Contributions
Administration 95,000 11 8,000 23,000 24.21%
Unrestricted Program Funds 75,000 82,000 7,000 9.33%
Matching Funds 55,000 25,000 (30,000) -54.55%
Total City Funding 225,000 225,000 0 0.00%
CCVB Funds 55,000 35,000 (20,000) -36.36Qh
Total All Funds 280,000 260,000 (20,000) -7.14%