HomeMy WebLinkAbout1992-12-01; City Council; Resolution 92-349II W w
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RESOLUTION NO. 92-349
A RESOLUTION OF THE CITY OF CARLSBAD, CA
APPROVING AN AGREEMENT WITH IN MOTION AND
AUTHORIZING THE CITY MANAGER TO EXECUTE
THE AGREEMENT
WHEREAS, the City of Carlsbad encourages activities that promote tourism anc
increase visibility of the community nationally; and
WHEREAS, the City of Carlsbad encourages activities that enhance the economic
health and increase revenues to local businesses and thereby increasing municipai
revenues via sales and transient occupancy taxes; and
WHEREAS, the San Diego Marathon will be conducted in the City of Carlsbad on
January 24, 1993; and
WHEREAS, the San Diego Marathon is highly regarded within the athletic community
and now garners National Media Coverage; and
WHEREAS, the 1993 San Diego Marathon is expected to draw 7,000 participants from
around the world.
NOW, THEREFORE, BE IT HEREBY RESOLVED, by the City Council of the City of
Carlsbad, California, as follows:
1. That the above recitations are true and correct.
2. That the agreement between the City of Carlsbad and In Motion to
manage and direct the San Diego Marathon in a manner that will
promote a positive image of Carlsbad to a nationwide audience is
attached as EXHIBIT "2 and incorporated herein by reference, is
hereby approved.
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3. That the City Manager of the City of Carlsbad is authorized to
execute the agreement.
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PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council
of the City of Carlsbad on the 1st day of DECEMBER , 1992, by the following
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AYES: Council Members Lewis, Kulchin, Larson, Stanton
1 I NoES: None ABSENT: Council Member Nygaard 7
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ALETHA L. RAUTENKRANZ, City Clerk 12
KIT ST: && de”
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(seal)
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CITY OF CARLSBAD AND
IN MOTION, INC. AGREEMENT
The parties to this agreement are the City of Carlsbad, a municipal corporation, hereinafter
referred to as "City" and In Motion, lnc., a California corporation hereinafter referred to as "Consultant:
RECITALS
Purpose and Intent: City and Consultant wish to conduct a special event hereafter known as the San
Diego Marathon (SDM) which will require the use of public right of way, City services and personnel. In
order to properly conduct such an event, City and Consultant wish to enter into an agreement for the
operation, administration and permitting for the event. Consultant will conduct the San Diego Marathon
to be held within the City of Carlsbad. The event will be held on January 24, 1993. The parties therefore
agree as follows:
A. CONSULTANT OBLIGATIONS:
1. Conduct the race in a manner that promotes and maintains a positive image of the City
of Carlsbad.
2. Promote the race in such a manner as to increase the number of participants and
spectators visiting the Village Redevelopment Area.
3. Obtain and comply with all conditions of the City of Carlsbad Special Event Permit.
4. Alterations to the event routes or dates will be by mutual agreement.
5. Provide the City of Carlsbad with statistical data from information obtained from race entry
forms of all race participants including demographics and occupation. This information
shall be available within 30 days following the event.
6. Pay for applicable City services within 90 days of the event.
- - 7. Meet with the City Manager and other City representatives on a regular, mutually agreed
upon schedule to report on progress of the event.
8. Include official City of Carlsbad logo in all appropriate promotional pieces and print
advertising.
B. CITY OBLIGATIONS:
1. ' Coordinate with Mayor, City Council, City Manager and City staff for press conferences,
interviews, sponsors receptions, VIP Brunch and any other activities requiring city
representation.
2. Coordinate with applicable City departments to create and maintain the highest standards
possible for the event.
C. CHANGES OF WORK
If, in the course of the contract, changes are requested by Consultant or the City, or the
City Manager and informal consultations with the other patty indicate that a change in the
conditions of the contract is warranted, the Consultant or the City may request a change
in the contract. Such changes shall be processed by the City in ihe following manner:
a letter outlining the required changes shall be forwarded to the City by Consultant to
inform them of the proposed changes along with a statement of estimated changes in
charges or time schedule. A supplemental agreement shall be prepared by the City and
may be approved by the City Council, or the City Manager at its discretion, according to
the procedures described in Carlsbad Municipal Code Section 3.28.172.
D. PROGRESS AND COMPLETION
All race events including clean-up must be completed by 6:OO p.m. January 24, 1993.
All streets shall cleared by 1 :00 p.m.
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W - E. FINAL SUBMISSION
Within thirty (30) days of completion of the race, the Consultant shall deliver to the City
proof of compliance with current terms and assurance of compliance with terms listed in
Section A Contractor Obligations.
F. COVENANTS AGAINST CONTINGENT FEES
The Consultant warrants that their firm has not employed or retained any company or
person, other than a bona fide employee working for the Consultant, to solicit or secure
this agreement, and that Consultant has not paid or agreed to pay any company or
person, other than a bona fide employee, any fee, commission, percentage, brokerage
fee, gift, or any other consideration contingent upon, or resulting from, the award or
making of this agreement. For breach or violation of this warranty, the City shall have the
right to annul this agreement without liability, or, in its discretion, to deduct from the
agreement price or consideration, or otherwise recover, the full amount of such fee,
commission percentage, brokerage fees, gift, or contingent fee.
G. NONDISCRIMINATION CLAUSE
The Consultant shall comply with all State and Federal Laws regarding nondiscrimination.
H. 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 part of a dispute among persons operating under the provisions of this
contract, shall be reduced to writing 'by the principal of the Consultant or the City
Manager. 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 Manager or principal receiving the letter shall reply to the letter
along with recommended method of resolution within ten (3 0) days. If the resolution thus
obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute shall be
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W - forwarded to the City for their resolution through the Office of the City Manager. The
Commission may then opt to consider the directed solution to the problem. In such
cases, the action off the City shall be binding upon the parties involved, although nothing
in this procedure shall prohibit the parties seeking remedies available to them at law.
1. STATUS OF THE CONSULTANT
The Consultant shall perform the services provided for herein in consultant’s own way as
an independent Consultant and in pursuit of Consultant’s independent calling, and not
as an employee of the City. Consultant shall be under control of the City only as to the
result to be accomplished, but shall consult with the City as provided for in this
agreement. The City shall not make any federal or state withholdings on behalf of the
consultant. The City shall not be required to pay any workers compensation insurance
on behalf of the Consultant. The consultant agrees to indemnify the City for any tax
retirement, contribution, social security, overtime payment, or workers’ compensation
payment which the City may be required to make on behalf of the Consultant or any
employee of the Consultant for work done under this agreement. The Consultant shall
be aware of the requirements of the Immigration Reform and Control Act of 1986 and
shall comply with those requirements, including, but not limited to, verifying the eligibility
for employment of all agents, employees, subcontractors and consultants that are
included in the agreement.
J. CONFORMITY TO LEGAL REQUIREMENTS
The Consultant shall cause all drawings and specifications to conform to all applicable
requirements of law; federal, state and local. Consultant shall provide all necessary
supporting documents, to be filed with any agencies whose approval is necessary. The
City will provide copies of the approved plans to any other agencies.
K. OWNERSHIP OF DOCUMENTS
The Consultant shall make copies of any documents relating to the conduct of the race
available to the City. These documents and plans are the property of the Consultant.
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e - . L. HOLD HARMLESS AGREEMENT
The City, its officers and employees shall not be liable for any claims, liabilities, penalties,
fines, or any damage to goods, properties, or effects of any person whatever, not for
personal injuries or (death caused by, or claimed to have been caused by, or resulting
from, any intentional or negligent acts, errors or omission of Consultant or Consultant’s
agents, employees, or representatives. Consultant agrees to defend, indemnify, and save
free and harmless the City and its officers and employees against any of the foregoing
liabilities or claims of any kind and any cost and expenses that is incurred by the City on
account of any of the foregoing liabilities, including liabilities or claims by reason of
alleged defects.
M. ASSIGNMENT OF CONTRACT
The Consultant shall not assign this contract or any part thereof or any monies due
thereunder without the prior written consent of the City.
N. SUBCONTRACTING
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If the Consultant shall subcontract any of the work to be performed under this contract
by the Consultant, Consultant shall be fully responsible to the City for the acts and
omissions of Consultant’s subcontractor and of the persons either directly or indirectly
employed by consultant. Nothing contained in this contract shall create any contractual
relationship between any subcontractor of Consultant and the City. The Consultant shall
bind every subcontractor and every subcontractor of a subcontractor by the terms of this
contract applicable to Consultant’s work unless specifically noted to the contrary in the
subcontract in question approved in writing by the Commission.
0. PROHIBITED INTEREST
No official of the City who is authorized in such capac’hy on behalf of the City of Carlsbad
to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or
approving of this agreement, shall become directly or indirectly interested personally in
this contract or in any part thereof. No officer or employee of the City of Carlsbad whc
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0 - is authorized in such capacity and on behalf of the City to exercise any executive,
supervisory, or similar functions in cunnection with the performance of this contract shall
become directly or indirectly interested personally in this contract or any part thereof.
P. VERBAL AGREEMENT OR CONVERSATION
No verbal agreement or conversation with any officer, agent, or employee of the City,
either before, during or after the execution of this contract, shall affect or modify any of
the terms or obligations herein contained nor entitle the Consultant to any additional
payment whatsoever under the terms of this contract.
Q. SUCCESSORS OR ASSIGNS
Subject to the provisions, 'Hold Harmless Agreement,' all terms, conditions, and
provisions hereof shall insure to and shall bind each of the parties hereto, and each of
their respective heirs, executors, administrators, successors, and assigns.
R. TERM OF AGREEMENT
This agreement shall be for a term of one year and may be extended, upon satisfactory
performance for four additional one year periods for a total of five years. Such extension
shall be by written instrument signed by the Consultant and the City.
S. CONFLICT OF INTEREST
The Consultant shall file a Conflict of Interest statement with the City Clerk in accordance
with the requirements of the City of Carlsbad Conflict of Interest Code. The Consultant
shall report investments or interest in real property.
T. INSURANCE
The Consultant shall obtain and maintain policies of general liability insurance, automobile
liability insurance, and a combined policy of worker's compensation and employers
liability insurance from an insurance company authorized to do business in the State of
California which meets the requirements of City Council resolution No. 90-96 in an
insurable amount of not less than one million dollars ($1,000,000) each, unless a lowel
amount is approved by the City Attorney or the City Manager. The Certificate 01
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Insurance should indicate coverage for the charity sponsorship activities as well as events
directly associated with the San Diego Marathon or other insurance for those activities
shall be required. This insurance shall be in force during the life of this agreement and
shall not be canceled without thirty (30) days prior written notice to the City sent by
certified mail. The City shall be named as an additional insured on these policies. The
Consultant shall furnish certificates of insurance to the City before commencement of
work.
Executed by Consultant this day of I 19-
CONSULTANT: CITY OF CARLSBAD, a municipal corporation
of the State of California
(Name of Company)
(Address)
By:
(Sign Here) City Manager
Attest:
(Print Name Here)
City Clerk
(Title)
APPROVED AS TO FORM:
City Attorney
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