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Desert Classic Charities/Use & Marketing- tournament 11Use and Marketing Agreement by and between Desert Classic Charities and the City of La Quinta This Use and Marketing Agreement ("Agreement") is entered into this 1' day of November, 2011 by and between the City of La Quinta, a municipal corporation ("City") and the Desert Classic Charities, a California public benefit corporation ("Classic"). The City and Classic are sometimes hereinafter individually referred to as Party or collectively as Parties. RECITALS: A. The Classic holds a professional golf tournament played each year (usually in January or February) in the Coachella Valley over different golf courses ("The Tournament").. The City owns and maintains property generally located on the western side of Jefferson Street between Avenue 52 and Avenue 54 in the City of La Quinta ("the Property"). On or about June 6, 2007, the City and Classic entered into an Amended Use Agreement providing for various items to.be provided and supplied during the Tournament each year for ten years for the purpose of assisting in the Classic Tournament. B. Four courses which were used in the 2010 and 2011 Classic Tournaments are located in the City of La Quinta at SilverRock Resort, two at the PGA West Golf Club and the La Quinta Country Club. C. Earlier in 2011, Humana ("Sponsor"), the William J. Clinton Foundation ("Clinton") and the PGA TOUR ("PGAT") entered into a partnership for the benefit of The Tournament. Such partnership has an eight -year term, expiring after the 2019 Tournament. As a condition of this partnership, Classic formed a Tournament Committee comprised of representatives of all partners. D. The number and selection of courses to be used each year are subject to the determination by the Tournament Committee and PGA Tour. For 2012, SilverRock Resort was not selected as one of the Tournament courses. E. The parties mutually desire to enter into this Agreement to replace the Amended Use Agreement, to leverage marketing dollars, to enhance promotion of the City and the Classic bringing more visitors to the City and to the Tournament and to expand community participation including utilization of restaurants, hotels, retail stores, and other amenities located within the City of La Quinta. F. The parties mutually desire to enter into this Agreement for the purpose of providing certain base levels of community safety resources, solid waste disposal and recycling services and in -kind services during the Tournament as it is conducted each year at courses that are within the city limits of La Quinta ("La Quinta Courses") at PGA West, the La Quinta County Club or any other course determined by the PGA Tour and Tournament Committee to be utilized in exchange for the additional marketing and advertising that will promote and provide publicity for the City and The Tournament and to provide substantial parking for participants and visitors to The Tournament. NOW, THEREFORE, in consideration of the above recitals and mutual covenants set forth and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: Section 1. Term of Agreement. The Term of this Agreement shall commence on November 1, 2011. Unless terminated earlier pursuant to the terms of this Agreement, this Agreement shall remain in effect after the conclusion of the Tournament of 2019 (the "Term"). The Term may be extended beyond the termination date with the written mutual consent of both Parties for an additional period of years. Notwithstanding any provision herein or in this Agreement to the contrary, the Parties agree that if and when, if at all, the PGAT terminates its affiliation with or sponsorship of the Tournament, then either Party may, but is not obligated to, terminate this Agreement upon submission of written notice to the other Party, without further right or obligation of either Party to the other Party, except for any unfulfilled obligations otherwise existing, at the time of termination of this Agreement. In addition, as specified in Section 7, if the Classic ceases to conduct the Tournament and no replacement tournament meeting the requirements of Section 7 is to be conducted, this Agreement shall terminate. The Classic agrees to provide written notice to the City within 10 (ten) business days of (1) any action by the PGAT indicating it has or may terminate its affiliation with or sponsorship of the Tournament; and (2) any action or decision that may cause the Classic to not conduct the Tournament. Section 2. Early Termination. For the 2013 Tournament and each Tournament thereafter, the City's funding obligation under this Agreement is subject to and contingent upon the City Council's appropriation of the necessary funding during the annual budget preparation and adoption. Should the City Council not appropriate the funding necessary for this Agreement for any year during its Term, the City shall give notice to the Classic on or before July 15' of that year, and the Agreement shall be terminated effective upon such notification. Section 3. Marketing Benefits. In consideration for the public safety services, solid waste services, and parking, the Classic shall provide to the City additional marketing benefits as provided in Exhibit "B" attached hereto and 2 99999.96380\6009551.1 incorporated herein ,by this reference ("Marketing Benefits"). The Parties shall review and approve the Marketing Benefits annually. Section 4. Public Safety Services. Section 4.1 Public Safety Services at the La Quinta Courses. The Parties agree that for the Term of this Agreement, City shall provide a base level of public safety services for that portion of the Tournament held at the La Quinta Courses as specified in Exhibit "A", attached hereto and incorporated herein by this reference ("Public Safety Services"). Any additional public safety services requested by the Classic at the La Quinta Courses during the Term of this Agreement not specified in Exhibit "A" shall be charged to and paid for by the Classic. Section 4.2 Public Safety Services Beyond the La Quinta Courses. This Agreement does not afford public safety services for any and all events held outside City limits, and any and all Tournament events held within City limits beyond the La Quinta Courses. The Classic must contract directly with the Riverside County Sheriff's Department or private security for any and all public safety services not covered by this Agreement. Section 5. Solid Waste Disposal and Recycling Services. The Parties agree that for the Term of this Agreement, City shall provide solid waste disposal and recycling services at the La Quinta Courses as specified in Exhibit "A", attached hereto and incorporated herein by this reference ("Solid Waste Services"), The Classic shall pay for any additional services that are not specified in Exhibit "A". Section 6. In -Kind Services. The City of La Quinta agrees to provide four (4) traffic safety message boards, and the City's Public Works Department shall install street banners in the La Quinta Village, as provided in Exhibit "C". Section 7. Parking Facilities. The City has designated approximately 45 acres of the Property (the "45 Acre Site"), which will be able to accommodate parking during the Tournament. The Classic has previously provided a one-time contribution of Fifty Thousand Dollars ($50,000.00) ("One Time Contribution") to the City for the installation of turf, irrigation, and soil preparation and contouring on the 45 Acre Site. If the City determines to change use of the 45 Acre Site in a manner that will no longer accommodate Tournament parking, the City will designate 45 acres in another location at the Property to be used for Tournament parking (the "Replacement 45 Acre Site") in which case City shall pay for grading, access and other improvements including soil stabilization. If the Classic wishes to use an alternative location at the Property for Tournament parking, it may request the City to designate an alternative location. The City's decision of whether to designate an alternative site is in the City's sole and absolute discretion. If the City does designate an alterative site at the Classic's request, the Classic shall pay for 3 99999.96380\6009551.1 all costs of grading and other improvements including soil stabilization. The City shall not be responsible for any costs associated with the improvement or use of an alternative site requested by the Classic. Each year, the Classic shall notify the City of its parking plans no later than October 1 prior to the Tournament. If the Classic notifies the City after October 1 that it will not be utilizing the 45 Acre Site, the Classic will be responsible for reimbursing the City for any incurred costs associated with preparing the 45 Acre Site. The areas designated by the City for parking shall be referred to hereinafter as the "Parking Facilities." Classic shall be responsible for all measures necessary to prevent dust generation from the Parking Facilities during the week of the Tournament. The Classic shall have exclusive use of and shall be responsible for operating the Parking Facilities during the week of the Tournament in accordance with required standards and regulations that include, but are not limited to the Americans with Disabilities Act (ADA) and the California accessibility regulations. Within seven (7) days after the Tournament, the Classic shall return the Parking Facilities to the condition that the Parking Facilities were in prior to the week of the Tournament. However, as to the Replacement 45 Acre Site, if the surface is not turfed or paved, the City shall be responsible for the installation of soil stabilizer. In addition, the agreements that the Classic enters with any operator or operators of the Parking Facilities must require that the operator(s) provide the same or greater levels of insurance and indemnity favor of the City as are set forth in this Agreement. The Classic agrees that the City shall have no liability for any injuries or losses arising out of the operation of the Parking Facilities, including but not limited to provision and maintenance of the required number of ADA accessible parking spaces. In addition, the Classic shall be responsible for providing handicap accessible restroom facilities adjacent to the handicapped parking area. Section 8. Course Selection. Although the PGAT and Tournament Committee did not select the SilverRock Resort course to be part of the 2012 selection of courses for the playing of the Tournament, SilverRock Resort course may be considered at a future time as one of the courses for the playing of the Tournament if the City and the Classic agree that they wish to have it within the rotation in the Tournament. If at some point in the future the SilverRock Resort course is selected by the PGAT and the Tournament to be in the Tournament rotation, and both the City and the Classic agree to include it in the rotation, the City and the Classic shall enter into a new agreement that contains the requirements for operations, fees, and course conditions that were in the original Amended Use Agreement. Section 9. Replacement Tournament/Sponsor. If the Classic ceases to conduct the Tournament during the Term of this Agreement or if the named sponsor of the Tournament changes, this Agreement will extend to a successor or replacement tournament if following conditions are met: (1) the Tournament is conducted and sponsored by the PGA Tour (2) the Tournament provides equal or 4 99999.96380\6009551.1 greater media exposure and good will for the City (3) the Tournament and/or new sponsor is approved by the Classic (4) the Tournament is approved by the City Council. Condition number (4) will be automatically satisfied if (i) the Tournament is at least four (4) days in length and the (ii) Tournament is conducted and sponsored by the PGA Tour. Section 10. Indemnity. Section 10.1 City to Indemnify. The City hereby agrees to indemnify, defend, and hold the Classic and its officials, officers, employees, volunteers, and agents ("Classic Indemnified Parties") harmless against and from any liability for any claim, action or proceeding against the Classic Indemnified Parties that arises solely out of any negligent acts, omissions, or willful misconduct by the City and its officials, officers, employees, volunteers and agents in the performance of any act related to the subject matter of this Agreement. In their sole discretion and at their own cost and expense, the Classic Indemnified Parties may participate in the defense of any such claim, action or proceeding, utilizing legal counsel of their choice; however, such participation shall not relieve the City of any obligation imposed pursuant to this Agreement. The Classic shall promptly notify the City of any such claim, action or proceeding and shall cooperate fully in the defense of the same. Section 10.2 Classic to Indemnify. The Classic hereby agrees to indemnify, defend, and hold the City, its golf course operator, the La Quinta Redevelopment Agency, and their respective officials, officers, employees, volunteers, and agents ("City Indemnified Parties") harmless against and from any liability for any claim, action or proceeding against the City Indemnified Parties that arises solely out of any negligent acts, omissions, or willful misconduct by the Classic and its officials, officers, employees, volunteers, and agents in the performance of any act related to the subject matter of this Agreement. The Classic further agrees to indemnify, defend, and hold the City Indemnified Parties harmless against and from any liability for any claim, action or proceeding against the City Indemnified Parties that relates to the Tournament. In their sole discretion and at their own cost and expense, the City Indemnified Parties may participate in the defense of any such claim, action or proceeding, utilizing legal counsel of its choice; however, such participation shall not relieve the Classic of any obligation imposed pursuant to this Agreement. The City shall promptly notify the Classic of any such claim, action or proceeding and shall cooperate fully in the defense of the same. Section 10.3. Joint Defense. Notwithstanding the provisions of Section 5.3 above, the City and the Classic may agree in writing to a joint defense of any claim, action or proceeding that arises out of the joint acts or omissions of the Parties. Any such agreement may provide that the Parties appoint mutually 99999.96380\6009551 .1 5 acceptable legal counsel to defend such claim, action or proceedings. In such a case, the Parties shall bear equally the cost of any joint defense and any amount paid by the Parties in settlement of, or as a result of a court judgment, arbitration or mediation award related to the claim, action or proceeding, if any. The Parties shall also share equally in any amount awarded to or received by both Parties in settlement of, or as a result of, a court judgment, arbitration or mediation award of such a claim, action or proceeding. Neither Party may bind the other Party to any settlement of such a claim, action or proceeding, without the express written consent of the other Party. Section 10.4. Comparative Fault. Notwithstanding any provision contained herein to the contrary, in the event of any settlement, court judgment, or arbitration or mediation award that allocates or determines the comparative fault of the Parties, either Party may seek the reimbursement from the other Party, of defense costs, settlement payments, judgments or awards, that are consistent with such comparative fault to the extent that such settlement, judgment, award, payment or cost are not covered by insurance the Parties are required to maintain under this Agreement. Section 11. Insurance. Section 11.1 Minimum Scope of Insurance. The Classic and the City shall each procure and maintain throughout the term of this Agreement, at their respective cost and expense, the following types of insurance to cover their use of the Property and their performanceunder this Agreement: (1) a comprehensive general liability and property damage insurance and (2) worker's compensation insurance (as required by law) and employers' liability insurance ("Insurance Policies"). Such Insurance Policies shall insure against all claims for death and injuries to persons and damages to property which may arise from or in connection with the use of the Property. Section 11.2 Minimum Limits of Insurance. Coverage shall provide limits no less than: (1) General Liability: $10,000,000.00 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Agreement or the general aggregate limit shall be twice the required occurrence limit; and (2) Workers' Compensation and Employers' Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employers' liability limits of $1,000,000.00 per accident for bodily injury or disease. Section 11.3 Insurance Endorsements. The Insurance Policies shall contain the following provisions, or the Classic and the City, respectively, shall 6 99999.96380=09551.1 provide endorsements or additional party certificates to add the following provisions to the Insurance Policies: Section 11.4 General Liability. The general liability policy shall be endorsed to state that: (A) the other Party, its directors, officials, officers, employees and agents shall be covered as additional insureds with respect to the performance of the Agreement by the insuring Party and its officials, officers, directors, administrators, agents, representatives, employees or volunteers, including materials, parts or equipment furnished in connection with such services; and (B) the insurance coverage shall be primary insurance with respect to the other Party and its directors, officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of -coverage excess of the insuring_ Party's scheduled underlying coverage. Any insurance or self-insurance maintained by the other Party or its directors, officials, officers, employees and agents shall be excess of the insuring Party's insurance and shall not be called upon to contribute with it in any way. The Classic shall also list the City's golf course operator as an additional insured. Section 11.5 Workers' Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the other Party and its directors, officials, officers, employees and agents for losses paid under the terms of the insurance policy which arise from work performed by the insuring Party. Section 11.6 Coverages. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, reduced or canceled except after ten (10) days prior written notice by first class mail has been given to the other Party. Section 11.7 Separation of Insureds; No Special Limitations. The Insurance Policies required by this Section shall contain standard separation of insureds provisions. In addition, such Insurance Policies shall not contain any special limitations on the scope of protection afforded to the other Party or its directors, officials, officers, employees and agents. Section 10.8 Acceptability of Insurers. Insurance is to be placed with: (1) insurers with a current A.M. Best's rating no less than A: VIII, licensed to do business in California, and satisfactory to the non -insuring Party; (2) with a joint powers agency acceptable to the non -insuring Party; or (3) under a self insurance program acceptable to the other Party. Any deductible under the Insurance Policies issued shall be the responsibility of, and paid by, the insuring Party. Section 11.9 Verification of Coverage. Each Party shall have the right of reasonable approval over any Insurance Policy obtained by the Other Party. 7 99999.96380\6009551.1 Each Party shall furnish original certificates of insurance and endorsements effecting coverage required by this Agreement with the other Party. The certificates and endorsements for each policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. Each Party reserves the right to require complete, certified copies of the required Insurance Policies at any time. Each Party may at any time review the insurance coverage obtained by the other Party, the coverage limits, the provider, or the form of the policy and may require that alternate or modified coverage be obtained if, in any Party's prudent business judgment, the policy is insufficient to provide adequate protection against the kind and extent of risk that is foreseeable for the use of the Property under this Agreement. Section 12. Compliance with Law. The Classic agrees to abide by all ordinances, resolutions, statutes, rules, regulations and laws of the City of. La Quinta and any Federal, State or local governmental agency of competent jurisdiction. Section 12.1 Covenant Against Discrimination. Classic covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, disability, or ancestry in the performance of this agreement. Classic shall take affirmative action to insure that anyone employed or contracted by the classic during and for the tournament is treated without regard to their race, color, creed, religion, sex, marital status, national origin, disability, or ancestry. Section 13. Additional City Benefits. The Classic shall provide to the City the following additional benefits. Section 13.1 Membership on Committee. The City, at its option, may have a representative on the Fund Distribution Committee ("Committee") during the Term of this Agreement. If the Committee is dissolved, the City will hold a seat on the replacement committee that determines the distribution of the charitable funds generated by the Classic. The representative shall have the same voting rights and other privileges as all other members of the Committee. Section 13.2 Event Related Items. The City annually shall be provided, free of charge, with all of the following: (1) ten (10) seats (a table with preferred seating if such is offered) at the Tournament's Opening Event; (2) ten (10) passes to the Bob Hope Club (or successor entity); (3). ten (10) passes to the Tournament's Closing Evening Event; (4) two thousand (2000) passes to the Tournament; and (5) the City will be recognized as an official sponsor of the Tournament and shall be exclusively designated as Host City. Additional marketing 8 99999.96380\6009 5 51.1 benefits shall accrue for the City as outlined in the Cooperative Marketing Plan outlined in Exhibit "B". Section 14. Entire Agreement; Amendment. Except as provided herein, this Agreement and the terms herein stated shall constitute the entire Agreement between the Classic and the City and supersedes all prior written and verbal agreements, representatives, promises or understandings between the Parties. This Agreement shall supersede the Amended Use Agreement entered into between the City and the Classic on or about June 6, 2007. That Agreement shall have no further force and effect. Any amendment to this Agreement, or its terms, must be made in writing and be executed by both Parties. Section 15. Assignment. This Agreement or any interest of either Party herein shall not at any time after the date hereof, without the prior written consent of the other Party, be assigned or transferred. Section 16. Operational Contacts. The Classic and the City shall provide each other with the names and telephone numbers of personnel that are responsible for the day to day operations of programs and facilities including after- hours contacts in the event of emergency situations. Said list shall be updated as needed based on personnel changes. Section 17. Notices. All notices, statements, demands, requests, consents, approvals, authorizations, appointments or designations hereunder by either Party to the other shall be in writing and shall be sufficiently given and served upon the other Party, if sent by United States registered mail, return receipt requested, postage prepaid and addressed as follows: City: City Manager, City of La Quinta 78-495 Calle Tampico La Quinta, California 92253 Classic: Desert Classic Charities Attn: President P.O. Box 865 Rancho Mirage, CA 92270 Either Party may change its address by giving notice to the other Party in the manner provided for in this Section. Section 18. Waiver. The failure of either Party to insist upon strict performance of any of the terms, conditions or covenants in this Agreement shall not be deemed a waiver of any right or remedy for a subsequent breach or default of the terms, conditions or covenants herein contained. 9 99999.96380\6009551.1 Section 19. Counterparts. This, Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one in the same Agreement. Section 20. Attorneys Fees. If either Party commences an action against the other Party either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney's fees and all other costs of such action. Section 21. Applicable Law and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California. Any legal action or proceeding brought to enforce the terms and provisions of this Agreement shall be brought in the Superior Court of the State of California, Riverside County or in the United States District Court, Central District of California. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement in duplicate originals as of the dates set forth below. 0 Veronica Motecino, City Clerk CITY OF LA QUINTA • BY City Manager, City of La Quinta DESERT CLASSIC CHARITIES M. FOSTER, PRESIDENT 10 99999.96380\6009551 .1 APPROVED AS TO FORM: APPROVED AS TO FORM: David Er in, B t Best & Krieger, Counsel for Desert Classic Charities 11 99999.96380\6009 5 51.1 EXHIBIT "A" PUBLIC SAFETY SERVICES AND SOLID WASTE DISPOSAL AND RECYCLING SERVICES To assist Classic in the Police and Fire Public Safety efforts during the term of this Agreement, the City agrees to pay for Police, Fire and EMT Services. In addition, in an effort to promote the green recycling efforts and maintain solid waste diversion mandates of the City of La Quinta and to supplement funding for the Desert Classic Charities, the City agrees to pay for the waste and recycling fees. The total paid by the City for the services mentioned above shall not exceed $1 10,000. This total may increase in the future based upon costs for such services reflected by increases from Fire, Police, EMT, solid waste disposal, and recycling services. The parties shall periodically meet to determine costs for future year's Classic. 12 99999.96380\6009551.1 W4:11:1YMAW 2012 COOPERATIVE MARKETING AGREEMENT Marketing Programs 1. Classic and City of La Quinta shall cooperatively work to develop a year round marketing program that will market the Tournament and the City as a year round golf resort. Efforts shall include utilization of both the Tournament's website and City's tourism website (www.PlayinLaQuinta.com), and to the extent feasible shall use paid search engines to drive traffic to each. Each website shall have direct links to the other. Both Classic and City shall use its best efforts to increase attendance and expand the reach of Tournament promotion. 2. Classic and City shall use social media such as Facebook and phone applications ("apps"), to extent possible, to promote the Tournament and all of its related activities as well as promote the City as a premier tourist destination. 3. Classic and City will use its best efforts to engage the La Quinta business community in the promotion and marketing of the Tournament. This may include a La Quinta business expo exhibit, which could feature restaurants and retailers. Classic shall offer a prominent location at the Tournament Host Course for La Quinta businesses and shall offer reduced rental rates (reduced rates shall be defined at a later date). The City shall provide a letter signed by the Mayor encouraging participation in support of the Tournament from La Quinta businesses and residents. 4. Classic will assist the City and La Quinta'hotels in developing Classic hotel, tournament, and golfing package promotions by providing up to 150 Clubhouse Badges and up to 500 daily tickets to La Quinta hotels for the sole purpose of joint advertising of hotel, tournament, and golfing packages for Classic, local hotels, and the City. No value may be placed upon the badges and tickets other than their face value. Classic Media & Advertising Plan 1. Classic shall provide to the City a copy of its Media & Advertising Plan by October 15, 2011. 2. The Classic Media & Advertising Plan shall outline, as determined by that date, media purchases, advertising mediums, run dates/frequency, size of advertisements, and length of radio/TV commercials. Plan shall not include rates/costs for media purchases. 13 99999.96380\6009551.1 , 3. Plan shall include enhanced regional marketing in an effort to drive more visitors to La Quinta from throughout Southern California. Classic will work with the City on cooperative regional advertising that may include regional magazines and business journals (i.e., Los Angeles, Orange County, San Diego, and Inland Empire), area newspapers, and digital marketing all intended to yield value added coverage such as editorials and online exposure. 4. The Classic and the Tournament Committee will look into further expanding its marketing coverage in important Regional Drive-in Markets, inclusive of Los Angeles and Orange County. The City and Classic will further discuss working together to form a cooperative effort, to market the City, the Tournament, and the City's lodging to the driving distance market. 5. Tournament graphic design for ads, banners, posters, billboards, etc, which has been designed by Classic, shall be submitted to City for review and comment by October 15, 2011. This requirement for submission does not include generic Host Course, i.e. Palmer Private at PGA West, signs/signage produced for 2011 Tournament that will be used again for 2012 Tournament. 6. All artwork, radio spots, commercials, emails, graphics and other marketing -related tangibles involving City, SilverRock, or La Quinta hotels/businesses designed by Classic shall be submitted to City for review and comment with at least a two -working day turnaround time. This requirement for submission does not include generic Host Course, i.e. Palmer Private at PGA West, signs/signage produced for 2011 Tournament that will be used again for 2012 Tournament. Benefits to City of La Quinta Television 1. The Classic will exercise its best efforts to encourage "The Golf Channel" to include the City of La Quinta in its commercials, promotions, on -air mentions, and advertisements in connection with their broadcast of the Tournament. Should Classic produce commercials, promotions, and advertisements exclusively for The Golf Channel, the City shall have the option to develop a City of La Quinta "tag phrase" that shall be incorporated into promotional material. The City will also provide a set of graphic guidelines for all City advertising/marketing handled by Classic; said guidelines will outline use of City logos, scripts, photography, text, and dimensions of graphic elements. 14 99999.96380\6009551.1 Radio Print 2. City logo or City name will be graphically shown as "Host City" in video commercials on all targeted local and/or regional stations that might be run. 3. City logo or City name will be mentioned as "Host City" on all commercials that are run by the Classic on Time Warner Cable's local channels. City will provide Classic with City 30-second spots for incorporation in Time Warner Cable broadcast. 4. Classic will work to increase/leverage television coverage with other advertisers in an effort to reach a regional market. 1. City name will be mentioned as "Host City" in all local and/or regional radio advertising run by the Classic. For Classic produced radio commercials, promotions, and advertisements, the City shall have the option to develop a City of La Quinta "tag phrase" that shall be incorporated into promotional material. 2. City name will be mentioned as "Host.City" during any live remotes conducted by the Classic. For Classic produced radio commercials, promotions, and advertisements, the City shall have the option to develop a City of La Quinta "tag phrase" that shall be incorporated into promotional material. 3. If a radio live remote is scheduled to be held in the City prior to or during the 2012 Tournament, the City name will be mentioned as "Host City" during that live remote. Promotion will include popular local DJ as the emcee and special guests including, but not limited to, the Classic Girls. Radio promotion shall include interview with the Mayor or a City representative. For Classic produced radio commercials, promotions, and advertisements, the City shall have the option to develop a City of La Quinta "tag phrase" that shall be incorporated into promotional material. 1. City logo or City name will be written as "Host City" in all Classic- . produced Tournament ads to be run in The Desert Sun newspaper. As an alternative to "Host City," the City may use a marketing phrase such as "SHOP, DINE, STAY in La Quinta" to the extent possible. The City will also provide a set of graphic guidelines for all City advertising/marketing handled by Classic; said guidelines will outline use of City logos, scripts, photography, text, and dimensions of graphic elements. 2. City logo or City name will be written as "Host City" in all regional or national publications that the Classic produces and advertises in. As . 15 99999.96380\6009551.1 - Web an alternative to "Host City" the City may use a marketing phrase such as "SHOP, DINE, STAY in La Quinta" to the extent possible. The City will also provide a set of graphic guidelines for all City advertising/marketing handled by Classic; said guidelines will outline use of City logos, scripts, photography, text, and dimensions of graphic elements. 3. City logo or City name will be written as "Host City" on all pairings sheets, one three (3) day and three (3) single day pairing sheets. The City will also provide a set of graphic guidelines for all City advertising/marketing handled by Classic; said guidelines will outline use of City logos, scripts, photography, text, and dimensions of graphic elements. 4. Tournament Commemorative Program: • City entitled to a 4-page editorial about the City of La Quinta in addition to a welcome letter signed by the Mayor to be displayed inside the front section of the program; City to provide camera ready art work. 5. City logo or City name will be written as "Host City" on a variety of signage prepared for the tournament. Details include: "street banners" located in and around Old Town/Village area, and other signs throughout the City of La Quinta. As an alternative to "Host City" the City may use a marketing phrase such as "SHOP, DINE, STAY in La Quinta" to the extent possible, and as mutually agreed upon by Classic and City to promote the City of La Quinta in the best light possible. The City will also provide a set of graphic guidelines for all City advertising/marketing handled by Classic; said guidelines will outline use of City logos, scripts, photography, text, and dimensions of graphic elements. 6. City logo or City name will be written as "Host City" on the official Tournament poster. As an alternative to "Host City" the City may use a marketing phrase such as "SHOP, DINE, STAY in La Quinta" to the extent possible, and as mutually agreed upon by Classic and City to promote the City of La Quinta in the best light possible. The City will also provide a set of graphic guidelines for all City advertising/marketing handled by Classic; said guidelines will outline use of City logos, scripts, photography, text, and dimensions of graphic elements. 1. City and Classic shall work cooperatively to promote "SHOP,,DINE and STAY in La Quinta" in the Classic website. 2. All hotels within the City of La Quinta will be featured in the Lodging section of the Classic website. 16 99999.96380\ 6009 5 51.1 3. There will be an active link to get to the City's tourism website (www.PlayinLaQuinta.com) directly from the Classic website. 4. The City will have a prominent position on the Classic's website, from November 2011 through January 2012, which may include an active banner. The banner will have a direct link to the City's tourism website. 5. Classic/hotel/golf packages will be developed in coordination with Classic, the Arnold Palmer Classic Course at SilverRock, and La Quinta hotels; and posted on respective parties' website to promote stay and play in La Quinta during and/or after the Tournament. Electronic 1. Classic and City will work cooperatively to utilize electronic marketing, including but not limited to email blasts to increase marketing of Tournament and City. 2. Use Classic email blasts to promote hotel packages and other Tournament, City, SilverRock, shop/dine/play/stay La Quinta marketing efforts. 3. Tap into Southern California Golf Association/FORE membership email via Classic connection to promote hotel packages and other Tournament, City, SilverRock, shop/dine/play/stay La Quinta marketing efforts. Events & Other Promos 1 . The Classic will make best efforts to open a retail store and participate in a La Quinta Museum exhibition within the City of La Quinta for the 2012 event. 2. The City business community, including hotels will be given the opportunity to utilize and host a hospitality tent on the 18`h fairway of the Host Course. The participating businesses will be responsible for the hard costs associated with the building and catering of the structure. The Classic will waive any and all sponsorship fees that are typically part of the hospitality structures. 3. The City will be given twelve Bob Hope Club Memberships. 4. The Classic will provide special guests (PGA Tour Players, Celebrity Guest) to attend a Mayor's luncheon or breakfast if the event is planned at a mutually agreeable time during the lead up to the event. Classic will consider providing the venue during a practice round of the 2012 Classic. La Quinta Chamber of Commerce shall sponsor. 5. The Classic will work with the City of La Quinta to expand upon the "City of La Quinta Day" during the Tournament. The number of tickets will be increased and associated with the special day for La 17 99999.96380\6009 5 51.1 Quinta residents. Additional concepts to make the day special to residents of La Quinta shall be pursued by City and Classic. 6. The Classic will host the Charity Check Distribution event within the City of La Quinta again at a mutually agreed upon location. . 7. City, in coordination with Classic and City marketing partners, shall explore the possibility of hosting a small welcome reception for Golf Channel crew members. Benefits to Classic 1. Assist the Classic in Police and Fire Public Safety efforts. The City agrees to pay for all Police Services within La Quinta City Limits that have to do with the Tournament. In addition, the City agrees to pay for all Fire and EMT Services that take place within La Quinta that have to do with the Tournament. In an effort to promote the green recycling efforts and maintain solid waste diversion mandates of the city of La Quinta and to supplement funding for the Tournament the City also agrees to pay for the waste and recycling fees.. The total paid by the City for the services mentioned above shall not exceed $1 10,000. 2. In an effort to promote the City of La Quinta and its association with the Tournament, the City agrees to focus a percentage of its budgeted marketing dollars to be used in joint or co -promotions with Classic, SilverRock Resort and La Quinta businesses. The ads will include at a minimum the Tournament Name, Dates, Website, and Phone number. This will not only help to bring people into the city, but will help solidify and build the reputation of the city as host to one of the longest running PGA Tour events. The City and Classic agree to meet and further develop a joint marketing plan. 3. The Tournament will have a prominent position on the City's "www.PlaylnQuinta.com" website, from November 2011 through January 2012. The Classic will receive an active Banner during this time frame. The banner will have a direct link to the Tournament. Website. 4. In an effort to keep the streets running and moving in the safest and most efficient manner during the Tournament, the City of La Quinta agrees to supply four (4) traffic safety message boards provided the City does not have a traffic safety event elsewhere in the city during the Tournament. 5. The City will use the Public Works Department to install the Street Banners that promote the event and the City of La Quinta's affiliation with the Classic within the La Quinta Village. 18 99999.96380\6009551.1 Collaboration/Cross-Marketing among Classic, City, and Humana 1. In acknowledgement of the strong synergies that exist between Humana's intentions to use the Tournament to promote wellness and healthy living and City's on -going efforts to promote itself as one of the healthiest cities in the nation (e.g. taking the lead on promoting healthy lifestyles via nutrition, recreation, and exercise, as well as working on infrastructure to facilitate healthy activities like walking, running, hiking, biking, and golf), Classic will work to encourage joint marketing initiatives during the month of the Tournament and throughout the year that will further develop Humana's communication objectives while promoting the City of La Quinta as an award -winning Healthy Eating Active Living (H.E.A.L.) City. 2. Classic shall encourage Humana to work with the City of La Quinta, City businesses and key City partners such as the La Quinta Chamber of Commerce and La Quinta Arts Foundation. 19 99999.96380\ 6009 5 51.1 EXHIBIT "C" IN -KIND SERVICES In an effort to move traffic in the safest and most efficient manner possible during the classic, the City of La Quinta agrees to supply four (4) traffic safety message boards provided the City does not have a traffic safety event elsewhere in the City during the Classic. The City's Public Works Department will install the Street Banners that promote the event and the City of La Quinta's affiliation with the Classic within the La Quinta Village. 20 99999.96380\6009 5 51.1