2018-19 Greater Coachella Valley Chamber of Commerce - Professional Promotional Servicesta Qwkra
— l;E\I „Jrbr DESERT —
MEMORANDUM
TO: Frank J. Spevacek, City Manager
FROM: Marcie Graham, Marketing & Communications
DATE: July 17, 2018
RE: Greater Coachella Valley Chamber of Commerce - Memorandum
of Understanding for FY 18/19
Attached for your signature.
Please sign the attached agreement(s) and return to the City Clerk for processing and
distribution.
Reauestina department shall check and attach the items below as aunranrlate:
X Contract payments will be charged to account number: 101-3007-60461
N/A Amount of Agreement, Amendment, Change Order, etc.:
N/A A Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) is attached with
no reportable interests in LQ or _ reportable interests
N/A A Conflict of Interest Form 700 Statement of Economic Interests is not required because this Consultant
does not meet the definition in FPPC regulation 18701(2).
Authority to execute this eareernent is based upon:
X Approved by the City Council on 6/19/18
N/A City Manager's signature authority provided under Resolution No. 2015-045 for budgeted expenditures
of $50,000 or less. This expenditure is $40,000 and authorized by City Manager [Council, Director, etc]
N/A Initial to certify that 3 written informal bids or proposals were received and considered in selection
The followina reauired documents are attached to the aareement:
X Insurance certificates as required by the agreement (approved by Risk Manager o do
N/A Performance bonds as required by the agreement (originals)
N/A City of La Quinta Business License number
X A requisition for a Purchase Order has been prepared (amounts over $5,000)
X A copy of this Cover Memo has been emailed to Finance (Sandra)
Revised May 2017
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE CITY OF LA QUINTA
AND
GREATER COACHELLA VALLEY CHAMBER OF COMMERCE
This Memorandum of Understanding ("MOU") is made by and between the CITY OF LA QUINTA,
a California municipal corporation ("CITY"), and GREATER COACHELLA VALLEY CHAMBER OF COMMERCE
("CHAMBER" and, along with CITY, sometimes referred to as the "parties"), with respect to the
following:
RECITALS
WHEREAS, the CITY, in strategically advancing its interests, requires certain professional
promotional services rendered in coordination with the local business community;and
WHEREAS, the CHAMBER is qualified by virtue of experience, training, education, product
offering, and expertise to provide these services, and has agreed to provide same as reflected herein;
NOW, THEREFORE, CITY and CHAMBER agree to the following:
1.0 TERM OF MEMORANDUM.
1.1 All Recitals set out above are true and correct.
1.2 This MOU is to remain in effect for 1 (one) year following its execution by the parties to this
MOU. This MOU may be terminated at any time by any of the parties to the MOU with a 30 (thirty) day
written notice to the remaining party.
2.0 OBLIGATIONS OF THE CHAMBER
2.1 The CHAMBER will provide the services listed on Exhibit A attached and incorporated
("CHAMBER obligations").
2.2. Notwithstanding any other provisions in this MOU, the CHAMBER shall not use, nor may the
CHAMBER authorize the use of, any funds or other subsidy (of whatever kind) provided by the CITY
pursuant to this MOU or any other agreement with the CITY, including but not limited to any funds or
other subsidies provided by the CITY for the "CHAMBER obligations" listed in Exhibits A and "CITY
obligations" listed in Exhibit B, to advocate to any person or entity (of whatever organization
whatsoever, including but not limited to, sole proprietors, unincorporated associations, limited liability
companies, corporations, businesses and public agencies) a position or vote either in favor of or against
any measure placed on the ballot for the November 8, 2016 General Election, including but not limited
to the measure placed on the ballot by the La Quinta City Council asking the City's electorate to vote on
a proposed 1% transactions and use ("sales") tax rate increase. It is expressly understood and agreed by
the CHAMBER that, pursuant to California law, public resources may not be used to advocate or "mount
a campaign" in favor of or against any ballot measure.
2.3 If the CHAMBER uses or is alleged to have used, or authorizes the use of or allegedly authorizes
the use of, any funds or any other subsidy (of whatever kind) provided by the CITY in violation of Section
2.2 above, the CHAMBER shall: (a) Immediately cease and desist from continuing the violation or
alleged violation of Section 2.2 above, (b) Immediately use other funds or subsidies that are not
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provided by the CITY to pay for or otherwise subsidize the services rendered that are, were, or alleged to
have been in violation of Section 2.2 above, (c) Immediately, without reservation or rights or delay,
return to the CITY any and all funds and other subsidies provided by the CITY for the services rendered
that are, were, or alleged to have been in violation of Section 2.2 above, and (d) Refrain from
performing under this MOU, including but not limited to refraining from performing the "CHAMBER
obligations" listed in Exhibits A, unless and until the CHAMBER complies with this Section 2.3 and the
CITY authorizes in writing the continuance of performance under this MOU. The CITY shall have no
obligation to provide any funds or other subsidies (of whatever kind) under this MOU or any other
agreement with the CITY unless and until any violation or alleged violation of Section 2.2 above has been
cured as determined by the CITY in its reasonable discretion. The CITY shall have all rights and remedies
available at law or in equity, including but not limited to declaratory and injunctive relief, as well as the
rights available under this MOU, including but not limited to the indemnity provided in Section 4.0
below, to enforce the provisions herein. In addition to the other provisions in this MOU, this Section
and Section 2.2 shall survive the termination or expiration of this MOU.
3.0 OBLIGATIONS OF CITY. CITY will provide the services listed on Exhibit B attached and
incorporated ("CITY obligations").
4.0 MUTUAL iNDEMNf-rY AND RELEA5E. The CITY and CHAMBER each hereby agree to indemnify,
defend, and hold harmless the other party and its officers, employees, agents, and authorized
volunteers (collectively, "Indemnitees") from and against any and all claims, causes of action,
obligations, losses, liabilities, judgments, or damages, including reasonable attorneys' fees and costs of
litigation (collectively "Claims") arising out of and/or in any way relating to the indemnifying party's
activities in the performance of this MOU, or to the indemnifying party's acts and/or omissions in
providing or administering the same, excepting only those Claims arising out of the sole negligence or
willful misconduct of the Indemnitees. This MOU is not intended to and specifically does not create
joint and several liability.
5.0 INSURANCE. The parties agree to provide insurance in accordance with the provisions of this
Section.
5.1 CITY'S Insurance Obligation. Without limiting the indemnification provisions provided herein,
CITY, at its sole expense, shall obtain and keep in force during the term of this MOU and any extensions
thereof, a policy or policies of general liability insurance, or equivalent thereof, covering all injuries to
persons and damage to property resulting from any actions or omissions of the CITY in accordance with
the terms of this MOU. Such policy or policies shall be issued by an insurance company licensed to do
business in the State of California and be rated A-/Vlll or better by ambest.com. At the CITY's option,
CITY shall be allowed to self -insure the insurance coverage as required above.
5.2 CHAMBER'S Insurance Obligation. Without limiting the indemnification provisions provided
herein, CHAMBER, at its sole expense, shall obtain and keep in force during the term of this MOU and
any extensions thereof, a policy or policies of general liability insurance covering all injuries to persons
and damage to property resulting from any actions or omissions of CHAMBER in accordance with the
terms of this MOU. The policy or policies evidencing such insurance shall be endorsed to name the CITY,
its officials, officers, employees, and agents as additional insured, shall provide that same may not be
cancelled or amended without thirty (30) days prior notice to CITY, and shall provide for a combined
single limit coverage of bodily injury and property damage in the amount of not less than One Million
Dollars ($1,000,000). Such policy or policies shall be issued by an insurance company licensed to do
business in the State of California and be rated A-/VIII or better by ambest.com. Prior to the
Commencement Date of this MOU, and upon renewal of such policies, CHAMBER shall submit to CITY
certificates of insurance and any applicable endorsements evidencing that the foregoing policy or
policies are in effect.
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6.0 ADDITIONAL PROVISIONS.
6.1 In all cases, the language in all parts of this MOU shall be construed according to its fair meaning
and not strictly for or against either party, if being agreed that the parties or their agents have all
participated in the preparation of this MOU.
6.2 This MOU contains the entire agreement of the parties with respect to the subject matters
identified in this MOU and supersedes any prior oral or written statements or agreements between the
parties with respect to the subject matters identified in this MOU.
6.3 No termination or expiration of this MOU shall release either party from any liability or
obligation hereunder resulting from any acts, omissions or events happening prior to the termination or
expiration of this MOU.
6.4 In the event either party brings any suit or other proceeding with respect to the subject matter
or enforcement of this MOU, the prevailing party (as determined by California law) shall, in addition to
such other relief as may be awarded, be entitled to recover reasonable attorneys' fees, expenses and
costs of suit or investigation as actually incurred (including, without limitation, reasonable attorneys'
fees, expenses, and costs incurred in establishing the right to indemnification).
6.5 No waiver of any term or condition of this MOU shall be a continuing waiver thereof.
6.6 This MOU is not intended to and does not create any partnership or joint venture between the
parties, and each party remains an independent contractor as to the other. Each party shall bear its own
liability and there is no joint and several liability as a result of this MOU.
[signature on following page]
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IN WITNESS WHEREOF, CITY and CHAMBER have executed this MOU as evidenced by the
signatures contained below:
CITY OF LA QUINTA:
GREATER COACHELLA VALLEY
Digitally signed by Frank J. Spevacek CHAMBER OF COMMERCE:
'
DN: cn=Frank J. Spevacek, o=City of La
Quintat=, City Manager,
e
email=fspspevacek@la-quinta.org, c=US l
By:
Date: 2018.07.2413:33:56-07'00' By:
Frank J. Spevacek
qua Bonner
City Manager
President
Dated. Dated: � l / 3, Z
ATTEST:
oika Radeva, o=CitY of La
uin Qta,—Nputy City Clerk,
radeva@la-q ui nta.org,
c=US
By; 2111,17.211 IM H -fiTN'
Monika Radeva
Acting City Clerk
APPROVED AS TO FORM:
By:
William H. Ihrke
City Attorney
ATTEST:
By:
Print Name & Title:
APPROVED AS TO FORM AND
CONTENT:
By:
Print Name & Title:
Page 4 of 7
EXHIBIT "A"
Obligations of CHAMBER
1. The Gem Newsletter
a. Community Newsletter with circulation by mail of approximately 23,000 residences and
businesses within La Quinta with a monthly frequency and includes digital format and
distribution (i.e. email blasts, social media)
b. City reserves the option to purchase ad space with exclusive pricing that includes:
i. Six (6) full pages of content, twelve (12) months
ii. Layout and design for all content
a. Total Cost: $84,750
2. CareerBuilder Challenge ("CBC") Kick -Off Gala
a. Community and Tourism Marketing event that will kick off CareerBuilder Challenge with
a community -style event.
i. Projected attendance of 150 — 200 which will be on a charge per person basis.
ii. The City will receive 10 tickets/entries as part of the sponsorship.
b. City Title Sponsorship, which includes: event materials branding; forum to make
presentation at the event as Title Sponsor:
I. Booth space at mixer event and inclusion into press releases, paper and digital
media.
a. Total Cost: $3,000
3. 12th Annual Hot Rod & Custom Car Show Sponsorship
a. Community Event: annual car show (held the day before Super Bowl) at La Quinta
Community Park.
i. Projected event parameters include:
a. 80-150 vehicle entries;
b. 8-25 food/retail vendors and alcohol sales;
c. live entertainment during the event; and
d. La Quinta auto dealership inclusion.
e. Projected attendance: 1,500 - 2,500.
b. City Title Sponsorship, which includes: event materials branding (both print and digital),
press release inclusion, and drive market promotion (in San Diego and Orange Counties).
a. Total Cost: $5,000
4. 10th Annual Taste of La Quinta Wine and Jazz Event Sponsorship
a. Community/Cultural Event in La Quinta with wine vendors and live jazz entertainment.
Projected attendance is 1,000+ and is charged on a per person basis. Sponsorship
includes 10 VIP entries.
b. Title Sponsorship includes:
L Branding/logo exposure in all print and digital media;
ii. Press releases;
ill. Drive area marketing (San Diego & Orange County);
iv. Television and radio interview opportunities for City representatives; and
v. Booth space/s at no additional cost.
a. Total Cost: $7,000
5. State of the City
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a. Presentation by Mayor of city progress and on -going development efforts. Mayor will
also present pre -selected business awards as determined by a process agreed to by both
parties.
a. Total Cost: $8,500
6. City Electronic Newsletter
a. Chamber designed, produced and edited city digital newsletter. Chamber will also
distribute to recipients currently signed up to the Events/Information Newsletter list.
b. City staff will provide content to Chamber.
a. Total Cost: $6,750
Grand Total: $115,000
CHAMBER shall submit monthly invoices to CITY. Such invoices shall be reviewed by a principal member
of CHAMBER specifying that the payment requested is for work performed in accordance with the terms
of this MOU. CITY will pay CHAMBER for all expenses stated thereon which are approved by CITY and in
accordance with this MOU no later than thirty (30) days after invoices are received by the CITY.
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EXHIBIT "B"
Obligations of CITY:
All services listed herein shall be provided in -kind only, and no additional fees or charges have been
agreed upon or associated with these services.
1. The Gem newsletter
a. Select twelve (12) months where CITY information will be featured
b. Provide content and articles for six (6) pages at the sole discretion of the CITY
c. Add monthly Gem newsletter links to municipal website (www.la-quinta.org) and
tourism website (www.playinlaquinta.com)
2. Career Builder Challenge Kick -Off Gala
a. Provide printed marketing collateral
b. Promotion as a calendar item on the municipal website (www.la-quinta.org), and as a
calendar item on the tourism website (www.playinlaquinta.com), and will "share" the
event on Facebook and Twitter
3. 12th Annual Hot Rod & Custom Car Show
a. Provide printed marketing collateral
b. Provide promotion as a calendar item on the municipal website (www.la-quinta.org),
and as a calendar item on the tourism website (www.play! nlaquinta.com), and will
"share" the event on Facebook and Twitter
c. Provide use of the mobile stage (including): delivery within La Quinta city limits, setup,
striking, and removal
4. 10th Annual Taste of La Quinta Wine & Jazz Event
a. Provide printed marketing collateral
b. Provide promotion as a calendar item on the municipal website (www.la-quinta.org),
and as a calendar item on the tourism website (www.playinlaquinta.com), and will
"share" the event on Facebook and Twitter
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