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HomeMy WebLinkAbout2009-05-19; Carlsbad Tourism Business Improvement District; 05-09-44; Approve Agreement Between CTBID and CCVBCARLSBAD TOURISM BUSINESS IMPROVEMENT DISTRICT AGENDA BILL AB# MTG. 05-09-44 DEPT. 5-19-09 Admin Services Approve Agreement between CTBiD and the Carlsbad Convention and Visitors Bureau CTBID STAFF GENERAL COUNSEL RECOMMENDED ACTION: 1 Receive report from Reint Reinders and Associates t,„,„,„„„ 9 AdoDt Resolution No 2009-4 authorizing the Chairperson to enter into agreement between fhSsb^tSur' m Business Improvement District (CTBID) and ^aHsbf^^^^^^^^^^ and Visitors Bureau (CCVB) for tourism promotion services for the period July 1, ^0U9 through June 30, 2010. ITFM EXPLANATION: The CTBID Board has contracted w/ith Reint Reinders & Associates (RR&A) since April 2008 to develop marketing strategies and programs that will strengthen f iLmn tlndslorm^ketina Carlsbad and to recommend the best strategy for deploying available CTBID for m^^^^^^^^ the destination of Carlsbad. RR&A presented an oveiview of their recommended plan for the remainder of the 2008-2009 fiscal year at the October 14th Board meeting and he Board Thorized S to procure the assistance of Mindgruve advertising agency in >rnplement,ng a IpHng Marketing initiative. The goal of the plan was to have in place by July 1, 2009 a newly formed Destinatfon Marketing Organization ("DMO") with a new executive as ^ader and a new 2009-2010 Business Plan and Budget. The new DMO will be the existing Carlsbad Convention and Visitors Bureau 501 C-6 corporation with a new look and feel together with new visuals an enhancedTntemet strategy, and many other components of the plan. It will function under the new name VisitCarisbad. To qet to this final structure. RR&A formed a "transition team" to have the support of a working group to achieve the goals of the CCVB. the CTBID and the Carisbad touristri community at larqe RR&A worked with the transition team to write new Bi-Laws appropriate for the new DMO structure and operation. They also conducted a search for the executive director to head up the new DMO. This candidate has been identified and will be hired by the new DMO Board at their next meeting. RR&A and the transition team have developed the 2009-10 budget presented a* Exhibit 1 along with a 2009-10 contract for services. The CTBID Board should receive the report from RR&A and discuss the proposal. Following the discussion, if the Board would like contract with the new DMO to provide services for 2009-10 as listed in the contract, the CTBID Board should adopt the attached resolution authorizing the Chairperson to enter into the agreement. FISCAL IMPACT: For the fiscal year 2009-10, projected revenues for the CTBID are estimated at $785,000. The total payment for this contract is for this twelve-month period is $722,895. E^jVIROhiMFNTAI. IMPAQI: v„, adverse affect on the Regulation 153789(b)). mSSSS.' i agreement between the June 30, 2010. -i. 7«n Rn9 2409 (rirrhp^ri fprK.had.ca.us DEPARTMENT CONTACT: Cheryl Gerhardt, 760-602-2409. ca^ BOARDACTION: CONTINUED WITHDRAWN AMENDED O D • Q CONTINUED TO DATE SP^^ CONTINUED TO DATE UNKNOWN u RETURNED TO STAFF OTHER -SEE MINUTES ° EXHIBIT 1 1 RESOLUTION NO. 2009-4 2 RESOLUTION OF THE BOARD OF DIRECTORS OF THE CARLSBAD TOURISM BUSINESS IMPROVEMENT ^ DISTRICT, AUTHORIZING THE CHAIRPERSON TO EXECUTE AGREEMENT WITH THE CARLSBAD CONVENTION AND VISITORS BUREAU (CCVB) 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 WHEREAS, The City Council ofthe City of Carlsbad adopted Ordinance No. NS-778 enacting Chapter 3.37 of the Carlsbad Municipal Code on November 15,2005 thereby creating the Carlsbad Tourism Business Improvement District (CTBID); and WHEREAS, the primary purpose ofthe 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 of the 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 Board of Directors ofthe CTBID has determined that it is in the best interest ofthe District to promote tourism and provide services lo visitors to the City of Carisbad through the use of agencies that currently exist in the community to provide these ser\'ices; and WHEREAS, the Board of Directors has determined that the Carisbad Convention and Visitors Bureau (CCVB) possesses the necessary skills to provide services related to the promotion of tourism; and WHEREAS, the CCVB intends to obtain all necessary documents to do business as VisitCarlsbad; and WHEREAS, the CCVB has revised ils Bylaws to reduce the number of directors on its Board to Seven; and WHEREAS, the CCVB has agreed that the initial Board of Directors will nol be changed without approval ofthe CTBID Board during the term of the contract; and 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 WHEREAS, the CCVB has agreed to provide tourism services under the terms and conditions of the agreement attached hereto for the term July 1,2009 through June 30,2010, NOW, THEREFORE, BE IT RESOLVED by the Board of Directors ofthe Carisbad Tourism Business Improvement District, as follows: 1. That the above recitations are true and correct. 2. That subject to review and approval of the CTBID General Counsel, the Chairperson is hereby authorized to execute the attached agreement. Exhibit 1, between the CTBID and the CCVB lo provide professional services related to tourism promotion. 3. That the CTBID Board understands that the initial seven directors of the CCVB Board are: Randy Nakagawa, Director of Marketing Grand Pacific resorts Rob Sapp, Regional Director of Hotel Marketing, Four Seasons Resort Robert Moore, General Manager, Hilton Garden Inn, Carlsbad Beach Kim Akers, General Manager, West Inn & Suites Peter Kock, Director Marketing & Sales, LEGOLAND Califomia George Allen, Director of Sales, La Costa Resort & Spa Saeed Hosseni, General Manager, Hilton Homewood Suites /// /// /// /// /// /// /// /// /// -2- a/. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a Special Meeting of the Carlsbad Tourism Business Improvement District Board of Directors on the 19* day of May 2001, by the following vote, to wit: AYES: Board Members Stripe, Becerra, Canepa. NOES: None. ABSENT: Board Members Shute, Cima, Howard-Jones. ABSTAIN: Board Member Nayudu. April Shute,Chairpens(in ATTEST: EXHIBIT 1 AGREEMENT FOR PROMOTION OF TOURISM AND VISITOR SERVICES CARLSBAD CONVENTION AND VISITORS BUREAU THIS AGREEMENT is made and entered into as of the day of 20 , by and between the Carisbad Tourism Business Improvement District (CTBID), and the Carlsbad Convention and Visitors Bureau, ("Contractor"). RECITALS A. CTBID requires the professional services of a contractor that is experienced In tourism and visitor promotion programs and services. B. Contractor has the necessary experience in providing professional services 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 perfonn such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, CTBID and Contractor agree as follows: 1. SCOPE OF WORK CTBID retains Contractor to perfonn, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's tenns and conditions. 2. STANDARD OF PERFORMANCE While perfonning the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date July 1, 2009 through June 30, 2010. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. CTBID Attomey Approved Version #05.06.08 5. COMPENSATION . . . ^ The total fee payable for the Services to be performed during the initial Agreement temi will be Seven Hundred Twenty Two Thousand Eight Hundred Ninety Five dollars ($722 895). 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 withhold a ten percent (10%) retention until CTBID has accepted the wori< and/or Services specified in Exhibit "A". Compensation will be made in twelve (12) monthly installments of Sixty Thousand Tvvo Hundred Fourty One dollars ($60,241) each month for a total of $722,895 as detailed in the attached Exhibit A to this Agreement. The first installment shall be payable in the first full week of July 2009. Subsequent installments shall be paid in the first full week of each month, through the term of this Agreement. The CTBID reserves the right to terminate or reduce funding levels outlined In the Agreement in the event of CTBID revenue reductions. Recommended deductions will be reported t to the CTBID Board who shall determine the modified funding level. 6. STATUS OF CONTRACTOR Contractor will perfonn the Services 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 CTBID only as to the result to be accomplished, but will consult with CTBID as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of CTBID for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. CTBID will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. CTBID will not be required to pay any wori<ers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify CTBID within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment 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 work done under this Agreement. At the CTBID's election, CTBID may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion ofthe Services without prior written approval of CTBID. If Contractor subcontracts any of the Services. Contractor will be fully responsible to CTBID for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor, Nothing contained in this Agreement will create any contractual relationship between any CTBID Attorney Approved Version #05.06.08 subcontractor of Contractor and CTBID. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the tenns of this Agreement applicable to Contractor's woric unless specifically noted to the contrary in the subcontract and approved in writing by CTBID. 8. OTHER CONTRACTORS The CTBID reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION ^ . , Contractor agrees to indemnify and hold hannless the CTBID and Its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the perfomiance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or Indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense CTBID incurs or makes to or on behalf of an injured employee under the CTBID's self- administered workers' compensation is Included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early tennination 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 with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an Insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII". OR with a surplus line insurer on the State of California's List of Eligible Surplus Line Insurers (LESLI) with a rating In the latest Best's 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 Attorney 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 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 Contractor deems adequate, at Contractor's sole expense. CTBID Attorney Approved Verston #05.06.08 10.1.1 Commercial General Liabilitv Insurance. $1.000.000 combined single-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 the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liabilitv (If the use of an automobile is involved for Contractor's work for CTBID). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Woricers' Compensation and Emolover's Liabilitv. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to CTBID's satisfacfion, a declaration stating this. 10.1.4 Professional Liabilitv. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion ofthe work. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The CTBID will be named as an additional Insured on General Liability. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to CTBID sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to CTBID's execution of this Agreement, Contractor will furnish certificates of Insurance and endorsements to CTBID. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then CTBID will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by CTBID to obtain or maintain insurance and CTBID may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. CTBID Attorney Approved Version #05.06.08 10.6 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 LICENSE Contractor will obtain and maintain a City of Carisbad Business License for the tenn of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement All records will be cleariy Identifiable. Contractor will allow a representative of CTBID during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP 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 terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to CTBID. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the 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 authorized to give written notices or to receive written notice on behalf of CTBID and on behalf of Contractor under this Agreement. For CTBID: Phone No. 760-62-2409 Chervl Gerhardt CTBID Staff Administrative Services Citv of Carisbad 1635 Faradav Ave. Carisbad. CA 92008 CTBIO Attorney Approved Version #05.06.08 lily For Contractor: Address Name Phone No. Title Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST CTBID will evaluate Contractor's duties pursuant to this Agreement to detennine whether disclosure under the Political Refonn Act and CTBID's Conflict of Interest Code is required of Contractor or any of Contractor's employees, agents, or subcontractors. Should It be determined that disclosure is required. Contractor or Contractor's affected employees, agents, or subcontractors will complete and file with the CTBID Clerk those schedules specified by CTBID and contained in the Statement of Economic Interests Fonn 700. Contractor, for Contractor and on behalf of Contractor's agents, employees, subcontractors and consultants warrants that by execution of this Agreement, that they have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor's agents, employees, subcontractors and consultants have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the CTBID an affidavit disclosing this interest. 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully infonned of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the perfonnance of the Services by Contractor. Contractor will at ali times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Refonn and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the perfonnance of the Services the following procedure will be used to resolve any questions of fact or interpretation not othenA/ise settled by agreement between the parties. Representatives of Contractor or CTBID will CTBID Attomey Approved Version #05.06.08 reduce such questions, and their respective views, to writing. A copy of such documented dispute will be fonwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be fonwarded to the CTBID Manager. The CTBID Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the CTBID Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perfonn the Services, CTBID may terminate this Agreement for nonperfonnance by notifying Contractor by certified mail of the tennination. If CTBID decides to abandon or indefinitely postpone the woric or services contemplated by this Agreement. CTBID may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by CTBID and all woric in progress to CTBID address contained in this Agreement. CTBID will make a detemiination of fact based upon the work product delivered to CTBID and of the percentage of work that Contractor has performed which is usable and of worth to CTBID in having the Agreement completed. Based upon that finding CTBID will detennine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of CTBID, Contractc)r will assemble the work product and put it in order for proper filing and closing and deliver it to CTBID. Contractor will be paid for work perfonned to the tennination date; however, the total will not exceed the lump sum fee payable under this Agreement CTBID will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor 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. CTBID will 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 the fee. commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to CTBID Attorney Approved Version #05.06.08 i,i CTBID must be asserted as part of the 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 considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that Califomia Government Code sections 12650 et seo.. 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 infonnation or in reckless disregard of the truth or falsity of infonnation. If CTBID seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debannent 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 debamient by another jurisdiction is grounds for CTBID to terminate this Agreement. 23. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of Califomia. and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon CTBID and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it 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. along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the tenns of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. /// /// CTBID Attorney Approved Version #05.06.08 8 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and wan-ant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR CTBID OF CARLSBAD, a municipal corporation ofthe State of California *By: By: (sign here) April Shute CTBID Board Chair (print name/title) ATTEST* (e-mail address) ^By: (sign here) LORRAINE M. WOOD CTBID Cleric (print name/title) (e-mail address) If required by CTBID, proper notarial acknowledgment of execution by contractor must be attached. If a Corooration. Agreement must be signed by one corporate officer from each of the following two groups. *Group A, **Group B. Chainnan. Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, CTBID Attorney By: Deputy CTBID Attomey CTBID Attomey Approved Version #05.06.08 EXHIBIT A Scope of Services 1. VisitCarlsbad ^ Board will be appointed by the CTBID Board and provide a quarterly and 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. 2. 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. 3. 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. 4. Primarily focus on visitcarlsbad .com as the primary distribution channel for new business opportunities for CTBID properties and Carlsbad community suppliers. a. Design and launch a new website consistent with Carlsbad new brand elements. b. Partner with local tourism suppliers to develop new products or packages consistent with the current market demand for special offers. c. Develop visitor-relevant content. 1 VisitCarlsbad Is the dba to be used by the Carlsbad Convention and Visitors Bureau effective June 2009. CTBID Attomey Approved Version #05.06.08 10 .1^ EXHIBIT A d. Launch the Carlsbad Tourism Community (CTC-net), a secured back-end that enables local tourism suppliers to upload information on their respective businesses for free. 5. 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, microsite campaigns, and email marketing. 6. Contract for meetings market hotel leads and bookings with San Diego North Convention and Visitors Bureau (SDNCVB). 7. Promote Carlsbad hotels in a nationwide, online DMO network with access to solicit non-commisslonable leads to over 20,000 meeting professionals with quarterly email marketing campaigns. Each email campaign will focus on specific need periods of Carlsbad hotels. 8. Pitch editorial to travel writers and write relevant content for the website, including: a. Manage and distribute "What's New" to key travel publications b. Pitch Carlsbad's unique experiences to travel writers c. Work collaboratively with San Diego Convention and Visitors Bureau (ConVis) and SDNCVB in hosting travel writers to the destination, 9. 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 CTBID Attomey Approved Version #05.06.08 11 EXHIBIT A d. Managing visitor publications distribution and other collateral. 10. Develop partnerships and coop opportunities with Carlsbad TBID hotels, local tourism suppliers, and regional DMOs, such as ConVIs and San Diego North. a. Align public relationship efforts with ConVis and SDNCVB. b. Develop coop advertising with Carlsbad hotels and local suppliers In advertizing coops (i.e., California Travel and Tourism Commission, ConVIs and SDNCVB publications). CTBID Attomey Approved Version #05.06.08 12 visit Carlsbad DMO Preliminary FYIO Budget FYIO Budget INCOME Public Sources aeiD Revenues 722.895 City of Carlsbad Total Public Sources 722,895 TOTAL INCOME 722,895 EXPENSE labor Salaries 185,000 Payroll Taxes 14,900 Benefits 18,400 Total Labor 218,300 Promotional Programs Advertising & Production 60,000 Research 5,000 Outside Services-Interactive Marketing 300,000 Outside Services-Group Direct Sales 60,000 Travel & Entertainment 14,700 Dues 8i Subscription 7,500 Collateral Production & Fulfillment 32,000 Events Total Promotional Programs 479,200 General Administration Bank Charges Equipment Rental &. Maintenance 7,000 Facility Repair 8t Maintenance Insurance 2,395 Office Supplies 700 Postage 700 Taxes Telephone 3,150 Utilities 3,750 Professional Services (legal, audit) 5,700 Miscellaneous 2,000 Total G&A 25,395 TOTAL EXPENSE 722,895 OVER/(UNDER) 0 /I