HomeMy WebLinkAbout2001-01-09 - AGENDA REPORTS - SCV CHAMBER COMMERCE CONTR (2)CITY OF SANTA CLARITA
AGENDA REPORT
CONSENT CALENDAR
DATE: January 9, 2001
City Manager Approi
Item to be presented
SUBJECT: SERVICE CONTRACT WITH THE SANTA CLARITA
VALLEY CHAMBER OF COMMERCE
DEPARTMENT: City Manager
RECOMMENDED ACTION
The City Council approve a four-year service contract, not to exceed $67,500
annually, with the Santa Clarita Valley Chamber of Commerce.
In 1996 the City Council approved a four-year service contract ($64,000 annually)
between the City's Economic Development Division and the Santa Clarita Valley
Chamber of Commerce. This is a renewal of that service contract for an additional
four years. The key points of the contract are:
• The contract will be renewable annually for a period . of time beginning
June 30, 2000 through June 30, 2004.
• The contract continuation is subject to an annual evaluation and the
achievement of mutually agreed upon performance measures.
• City funds will be drawn down quarterly from the City Economic Development
Budget.
• The City will contract for services in the following amounts in two areas:
Film promotion/marketing $47,500.00
Business Assistance $20,000.00
Total $67,500.00
• The Chamber of Commerce will provide private matching funds up to $20,000 for
the Business Assistance Program.
Item 6'
APPROVED
SERVICE CONTRACT WITH THE SANTA CLARITA VALLEY CHAMBER OF
COMMERCE
January 9, 2001
Page 2 of 2
FISCAL IMPACT
Funds, not to exceed $67,600 annually, are available in Economic Development
Budget Account 1811-8110.
ALTERNATIVE ACTIONS
1. Modify the scope of services identified in the proposed contract.
2. Reduce the length of the contract from four years to one year.
ATTACHMENT
Service Contract
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AGREEMENT
FOR APPROPRIATION OF FUNDS
THROUGH DIRECTION OF THE CITY COUNCIL
TO PRIVATE OR PUBLIC AGENCY
This Agreement, dated for purposes of identification only this day of
is made and entered into by and between the CITY OF SANTA CLARTTA, a municipal
corporation, hereinafter referred to as "SANTA CLARTTA", and the SANTA CLARrTA VALLEY
CHAMBER OF COMMERCE, hereinafter referred to as "CONTRACTOR".
WHEREAS, SANTA CLARITA has appropriated certain funds to provide business promotion
and marketing services to specific agencies; and
WHEREAS, CONTRACTOR represents that it is capable of providing such services.
NOW, THEREFORE, for and in consideration of the mutual promises, covenants and conditions
herein contained, the parties hereto agree as follows:
1. Notwithstanding the "effective date" of this agreement (as defined in Section 28, below),
the services to be rendered by CONTRACTOR under this agreement shall be rendered for
a term of four (4) years, commencing on June 30, 2000 and ending on June 30, 2004. As
used herein, the term "contract year" means a fiscal year during the years 2000 through
2004, inclusive. During each contract year, SANTA CLARITA agrees to pay, as an
agreed fee and not as matching funds, the sum of Forty -Seven Thousand Five Hundred
Dollars ($47,500) to CONTRACTOR as funding for the operations of the Santa Clarita
Valley Film and Entertainment Bureau. In addition to the said funding for the Santa
Clarity Valley Film and Entertainment Bureau, and subject to the limitations set forth in
Paragraph 1.b., below, SANTA CLARITA agrees to pay to CONTRACTOR the
following:
a. Matching funds on a dollar -for -dollar basis for the services to be rendered by
CONTRACTOR under this agreement in the operation and activities of the Santa
Clarita Valley Business Assistance Program; provided, however, that said
matching funds shall not exceed Twenty Thousand Dollars ($20,000) for such
services rendered in any contract year;
b. SANTA CLARTTA shall not be inquired to pay, nor shall the total of all payments
prescribed in Paragraphs 1 through Lb., above, exceed the aggregate sum of
Sixty -Seven Thousand Five Hundred Dollars ($67,500) for CONTRACTOR'S
services rendered in any contract year.
2• CONTRACTOR agrees to expend FUNDS solely and exclusively to provide he following
services for SANTA CLARITA:
a. Implementation of a Santa Clarita Film and Entertainment Bureau work program
to promote the film and entertainment industry within the Santa Clarita Valley
(See Exhibit A), to serve as a film liaison to the City of Santa Clarita Economic
Development Division.
b. Implement a Business Assistance program (See Exhibit B) for businesses
establishing and/or existing in the Santa Clarita Valley.
3. CONTRACTOR shall submit a year-end evaluation report to the City of Santa Clarita, due
no later than April 30, of each year. The report shall be submitted in a narrative format no
less than one page nor more than four pages in length for each of the two service contract
areas: Film and Business Assistance Programs. Each report shall describe the progress
toward implementing the respective, mutually agreed upon work programs.
4. Funds will be disbursed to the CONTRACTOR upon request through a quarterly invoice
directed to the City of Santa Clarita Economic Development Division.
5. CONTRACTOR shall maintain any and all documents and records demonstrating or
relating to CONTRACTOR'S performance of services pursuant to this Agreement.
CONTRACTOR shall maintain any and all ledgers, books of account, invoices, vouchers,
canceled checks, or other documents or records evidencing or relating to work, services,
expenditures and disbursements charged to SANTA CLARITA pursuant to this
Agreement. Any and all such documents or records shall be maintained in accordance
with generally accepted accounting principles and shall be sufficiently complete and
detailed so as to permit an accurate evaluation of the services provided by
CONTRACTOR pursuant to this Agreement. Any and all such documents or records
shall be maintained for three years from the date of execution of this Agreement and to the
extent required by laws relating to audits of public agencies and their expenditures. Any
an all records or documents required to be maintained pursuant to this section shall be
made available for inspection, audit and copying, with 48 hours advance notice during
regular business hours, upon written request by SANTA CLARITA or its designated
representative. Copies of such documents or records shall be provided directly to the
requesting party for inspection, audit and copying when it is practical to do so; otherwise,
unless an alternative is mutually agreed upon, such documents and records shall be made
available at CONTRACTOR'S address indicated for receipt of notices in this Agreement
6. CONTRACTOR agrees to indemnify, defend with Counsel of SANTA CLARITA'S
choice, and hold harmless SANTA CLARITA, its officers, agents, employees,
representatives, and volunteers from and against any and all claims, demands, defense
costs, actions, liability, or consequential damages of any kind or nature arising out of or in
connection with CONTRACTOR'S (or CONTRACTOR'S subcontractors, if any)
performance or failure to perform, under the terms of the Agreement Without limiting
SANTA CLARTTA'S right to indemnification, it is agreed that CONTRACTOR shall
secure prior to commencing any activities under this Agreement, and maintain during the
term of this Agreement, insurance coverage (if applicable), and consistent with standards
in such agencies as follows:
a. Workers' Compensation Insurance as required by California statutes.
b. Comprehensive General Liability Insurance, or Commercial General Liability
Insurance, including coverage for Premises and Operations, Contractual Liability,
Personal Injury Liability, Products/Completed Operations Liability, Broad -Form
Property Damage (if applicable) and Independent Contractors' Liability (if
applicable), in an amount of not less than Five Hundred Thousand Dollars
($500,000.00) per occurrence, combined single limit, written on an occurrence
form.
C. Comprehensive Automobile Liability coverage, (if applicable), including owned,
non -owned and hired autos, in an amount of not less than One Million Dollars
($1,000,000.00) per each occurrence, combined single limit, written on an
occurrence form.
d. SANTA CLARTTA'S Risk Manager is hereby authorized to reduce the
requirements set forth above in the event he or she determines that such reduction
is in SANTA CLARTTA'S best interest.
Each insurance policy required by this Agreement shall contain the following
clauses:
"Ibis insurance shall not be canceled, limited in scope or coverage, or non-
renewed.until after thirty (30) days prior written notice has been given to the City
Clerk, City of Santa Clarita, 23920 Valencia Blvd., Suite 300, Santa Clarita,
California 91355."
"It is agreed that any insurance maintained by the City of Santa Clarita shall apply
in excess of and not contribute with insurance provided by this policy."
Each insurance. policy required by this Agreement, excepting policies for workers'
compensation and professional liability, shall contain the following clause:
"The City of Santa Clarita, its officers, agents, employees, representatives and
volunteers are added as additional insured as respects operations and activities of,
or on behalf of the named insured, performed under contract with the city of Santa
Clarita."
7. Prior to commencing any work under this Agreement, CONTRACTOR shall deliver to
SANTA CLARTTA insurance certificates confirming the existence of the insurance
required by this Agreement, and including the applicable clauses referenced above. Also,
within thirty (30) days of the execution date of this Agreement, CONTRACTOR shall
provide to SANTA CLARITA endorsements to the above -required policies, which add to
these policies the applicable clauses referenced above. Said endorsements shall be signed
by an authorized representative of the insurance company and shall include the signatory's
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company affiliation and title. Should it be deemed necessary by SANTA CLARrTA, it
shall be CONTRACTOR'S responsibility to see that SANTA CLARITA receives
documentation acceptable to SANTA CLARITA which sustains that the individual
signing said endorsements is indeed authorized to do so by the insurance company. Also,
SANTA CLARITA has the right to demand, and receive within a reasonable time period,
copies of any insurance policies required under this Agreement.
8. In addition to any other remedies SANTA CLARITA may have is CONTRACTOR fails
to provide or maintain any issuance policies or policy endorsements to the extent and
within the time herein required, SANTA CLARITA may, at its sole option:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement.
b. Order CONTRACTOR to stop work under this Agreement and/or withhold any
payment(s) which become due to CONTRACTOR hereunder until
CONTRACTOR demonstrates compliance with the requirements hereof.
C. Terminate this Agreement.
9. Exercise of any of the above remedies, however, is an alternative to other remedies
SANTA CLARITA may have and is not the exclusive remedy for CONTRACTOR'S
failure to maintain insurance or secure appropriate endorsements.
10. Nothing herein contained shall be construed as limiting in any way the extent to which
CONTRACTOR may be held responsible for payments of damages to persons or property
resulting from CONTRACTOR'S or its subcontractor's performance of the work covered
under this Agreement.
11. Either SANTA CLARITA or CONTRACTOR may terminate this Agreement, with or
without cause, at any time by giving sixty (60) days written notice of termination. In the
event such notice is given, CONTRACTOR shall cease immediately all work in progress.
If either CONTRACTOR or SANTA CLARITA fail to perform any material obligation
under this AGREEMENT, then, in addition to any other remedies, either CONTRACTOR
or SANTA CLARITA may terminate this Agreement immediately upon written notice.
Upon termination of this Agreement by either CONTRACTOR or SANTA CLARITA, all
property belonging exclusively to SANTA CLARITA which is in CONTRACTOR'S
possession shall be returned to SANTA CLARITA.
12. In the event that CONTRACTOR is in default for cause under the terms of this
AGREEMENT, SANTA CLARITA shall not have any obligation or duty to continue
compensating CONTRACTOR for any work performed after the date of default.
13. CONTRACTOR is and shall at all times remain a wholly independent contractor and not
an officer, employee or agent of SANTA CLARrfA. CONTRACTOR shall have no
authority to bind SANTA CLARITA in any manner, nor to incur any obligation, debt or
liability of any kind on behalf of or against SANTA CLARITA, whether by contract or
otherwise, unless such authority is expressly conferred under this Agreement or is
otherwise expressly conferred in writing by SANTA CLARITA. The personnel
performing the services under this Agreement on behalf of CONTRACTOR shall at all
times be under CONTRACTOR'S exclusive direction and control. Neither SANTA
CLARITA, nor any elected or appointed boards, officers, officials, employees or agents of
SANTA CLARITA, shall have control over the conduct of CONTRACTOR or any of
CONTRACTOR'S officers, employees or agents, except as set forth in this Agreement.
CONTRACTOR shall not at any time or in any manner represent that CONTRACTOR or
any of CONTRACTOR'S officers, employees or agents of SANTA CLARrrA.
14. CONTRACTOR represents and warrants that it has the qualifications, experience and
facilities necessary to properly perform the services required under this Agreement in a
thorough, competent and professional manner. CONTRACTOR shall at all times
faithfully, competently and to the best of its ability, experience and talent, perform all
services described herein. In meeting its obligations under this Agreement,
CONTRACTOR shall employ, at a minimum, generally accepted standards and practices
utilized by persons engaged in providing services similar to those required of
CONTRACTOR under this Agreement.
15. CONTRACTOR shall keep itself informed of and comply with all applicable federal, state
and local laws, statutes, codes, ordinances, regulations and rules in effect during the term
of this Agreement. CONTRACTOR shall obtain any and all licenses, permits and
authorizations necessary to perform the services set forth in this Agreement. Neither
SANTA CLARITA, nor any elected or appointed boards, officers, officials, employees or
agents of SANTA CLARITA, shall be liable, at law or in equity, as a result of any failure
of CONTRACTOR to comply with this section.
16. CONTRACTOR shall not discriminate, in any way, against any person on the basis of
race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical
condition or material status in connection with or related to the performance of this
Agreement.
IT The expertise and experience of CONTRACTOR are material considerations for this
Agreement. SANTA CLARITA has an interest in the qualifications of and capability of
the persons and entities that will fulfill the duties and obligations imposed upon
CONTRACTOR under this Agreement. In recognition of that interest, CONTRACTOR
shall not assign or transfer any portion of this Agreement or the performance of any of
CONTRACTOR'S duties or obligations under this Agreement without the prior written
consent of the City Council of SANTA CLARITA. Any attempted assignment shall be
ineffective, null and void, and shall constitute a material breach of this Agreement
entitling SANTA CLARITA to any and all remedies at law or in equity, including
summary termination of this Agreement.
18. The person or persons executing this Agreement on behalf of CONTRACTOR represents
and warrants that he/she/they has/have the authority to so execute this Agreement and to
bind CONTRACTOR to the performance of its obligations hereunder.
19. This Agreement shall be binding upon the heirs, executors, administrators, successors and
assigns of the parties.
20. No amendment to or modification of this Agreement shall be valid unless made in writing
and approved by the CONTRACTOR and by the City Council or City Manager of
SANTA CLARITA. The parties agree that this requirement for written modifications
cannot be waived and that any attempted waiver shall be void.
21. Waiver by any party to this Agreement of any term, condition, or covenant of this
Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver
by any party of any breach of the provisions of this Agreement shall not constitute a
waiver of any other provision, nor a waiver of any subsequent breach or violation of any
provision of this Agreement. Acceptance by SANTA CLARITA of any work or services
by CONTRACTOR shall not constitute a waiver of any of the provisions of this
Agreement.
22. This Agreement shall be interpreted, constructed and governed according to the laws of
the State of California. In the event of litigation between the parties, venue in state trial
courts shall lie exclusively in the County of Los Angeles. In the event of litigation in a
U.S. District Court, venue shall lie exclusively in the Central District of California, in Los
Angeles.
23. In the event litigation or other proceeding is required to enforce or interpret any provision
of this Agreement, the prevailing party in such litigation or other proceeding shall be
entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any
other relief to which it may be entitled.
24. This Agreement, including the attached EXH[BrTS "A" through "B", is the entire,
complete, final and exclusive expression of the parties with respect to the matters
addressed therein and supersedes all other agreements or understandings, whether oral or
written, or entered into between CONTRACTOR and SANTA CLARITA prior to the
execution of this Agreement. No statements, representations or other agreements, whether
oral or written, made by any party which are not embodied herein shall be valid and
binding. No amendment to this Agreement shall be valid and binding unless in writing
duly executed by the parties or their authorized representatives.
25. If a term, condition or covenant of this Agreement is declared or determined by any court
of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of
this Agreement shall not be affected thereby and the Agreement shall be read and
construed without the invalid, void or unenforceable provision(s).
26. CONTRACTOR agrees to indemnify and hold SANTA CLARITA harmless, including its
officers, agents and employees, from any and all claims of the United States of America
for reimbursement of FUNDS or any portion of
thereof due to the improper use of funds.
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27. Notices and communication concerning this Agreement shall be sent to the following
addresses:
SANTA CLARTTA CONTRACTOR
City of Santa Clarita Santa Clarita Valley Chamber of Commerce
Atm: City Clerk Attn: Kimberly Kurowski, Executive Vice President
23920 Valencia Blvd., Suite 300 23920 Valencia Blvd., Suite 125
Santa Clarita, CA 91355 Santa Clarita, CA 91355
28. The effective date of this Agreement shall be the latest date of execution hereinafter set
forth opposite the names of the signatories hereto. In the event CONTRACTOR fails to
set forth a date of execution opposite the name(s) of CONTRACTOR'S signatory to
CONTRACTOR hereby authorizes SANTA CLARITA, by and through its representative,
to insert the date of execution by CONTRACTOR'S signatory(s) as the date said
Agreement, as executed by CONTRACTOR, is received by SANTA CLARITA.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the
dates hereinafter respectively set forth.
CITY OF SANTA CLARTTA
a municipal corporation
By
"SANTA CLARITA" City Manager
ATTEST:
By
"SANTA CLARTTA" City Clerk
DATE OF EXECUTION:
APPROVED AS TO FORM:
SANTA CLARITA VALLEY
CHAMBER OF COMMERCE
By
"CONTRACTOR" Designee
Printed Name
Title
DATE OF EXECUTION:
Exhibit A
July 1, 2000 — June 30, 2001
Film & Entertainment Bureau
Marketing/Advertising
Purpose: To establish and maintain name brand recognition for the Santa Clarita Valley to the film and
entertainment industry
Action:
• Produce annually 3 issues of `The Big Picture" newsletter with a total distribution over 5,000,
Increase Ad Rates
• Produce and distribute 6,000 copies of the Bureau's annual Film Guide
• Develop a comprehensive, professional, SCV film marketing/mformation/resource package (Media
Kit)
Responsibility. Film & Entertainment Bureau
Cost: $11,750
Sponsorship
• Sponsorship California Film Commissions "On Location" Awards
• Sponsor Santa Clarita International Film Festival (February 2001)
• Sponsor Clarita Awards (May 2001)
• Sponsor Canyon Theatre Guild
• Sponsor Rep Theatre
Responsibility: Film & Entertainment Bureau
Cost: $3, 750
Industry Participation
(Trade Shows/Conferences/Leadership Meetings)
• Attend SCV Chamber of Commerce Home & Business Expo (October 2000)
• Locations Expo (February 2001)
• Produce Fam Tour
• Exhibit at Showbiz Expo West in Los Angeles (June 2001)
• Attend Cineposium California Film Commission (October 2001)
Responsibility: Film & Entertainment Bureau
Cost $14,450
Community Outreach (Special Events/Projects/Seminars)
• Produce Vendor Opportunities Seminar (November 2001)
• Produce Annual Appreciation Luncheon for the Film Bureau's Volunteers and Contributors
(November 2000)
• Sponsor an annual "Film Friendly" workshop for City and County film personnel and Location
Managers
Responsibility: Film a& Entertainment Bureau
Cost. $1000
Electronic Infrastructure
Purpose: To electronically communicate with the fibra, television, and entertainment industry
• Utilize Nextel equipment & service to enhance communication with industry professionals
• Purchase and install new fax machine
• Maintain equipment and internet service
Responsibility: Film &-Entertainment Bureau
Cost. $1150
Create and Maintain Web Presence
Purpose: To increase communication between the industry and the SCV Film & Entertainment Bureau
• Update Website
• Maintain Website
• Provide correspondence effective, timely information to the industry through posted information
and E -Mail
• Utilize site as additional press, Bureau -controlled media
Responsibility: Film & Entertainment Bureau
Cost: $2,400
Create and Maintain On -Line Location Library
Purpose: To place Santa Clarita Valley locations on-line. Will establish on-line communications with
Entertainment Industry Development Corporation (EIDC) and the California Film Commission (CFC)
location libraries.
Action:
Utilize outside service to photograph SCV locations, develop film, create location files, scan
photos, and input property attributes into Cinema Scout Software (purchase digital camera -
Amber will provide this service)
Submit digital location files to California Film Commission's statewide digital database (training
scheduled w/ CFC - Amber will act as on-site editor)
Purchase Photoshop
Responsibility: Film & Entertainment Bureau
Cost. $1000
Administration
Purpose: To cover daily operational costs of Film & Entertainment Bureau
Action:
• Assist over 1200 film -related inquiries each year
• Cover #800 telephone expenses (equipment and monthly charges)
• Purchase materials needed for "Your Property In A Starring Role" (folders, copies, envelopes,
postage)
• Send SCV Film Guides and other related materials to companies requesting SCV location and
product/service information (copies, materials, postage)
• Maintain General Liability Insurance coverage of events (seminars, quarterly meetings/mixers,
trade shows)
• Purchase general office supplies (folders, computer disks, fax paper, binders)
• Produce copies (agendas, minutes, press clippings, reports, lead packets created after trade shows)
Responsibility: Film & Entertainment Bureau
Cost. $12,000
GRAND TOTAL: $47,500
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Evaluation
Chamber of Commerce will provide written evaluation of each item with expenditure report to City by
May 31, 2001. Projects will be critiqued on an annual basis by the City of Santa Clarita Economic
Development Division Performance measure will be mutually agreed upon by the City and the Film &
Entertainment Bureau. 7jpical performance measures may include.
• Fiscal impact based on statistics gathered from Motion Picture Association of America, EIDC
(L.A. Film Permit Office)
• Number of responses to the Film Bureau staff in industry inquirer
• Number of leads and inquiries developed as a result of the Bureau's marketing efforts, i.e., trade
show attendance
• Production and distribution of three issues annually of the "Big Picture" newsletter
• Produce and distribute the annual Film Guide Directory product and maintain a current film web
site
• Number of exposures of the Santa Clarita Film and Entertainment Industry in local, state-wide,
and other media
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Exhibit B
Action Pian
2000/2001
Santa Clarita Valley Chamber of Commerce
Business Assistance Program
(A PublidPrivate Partnership)
L Program
Purpose: To develop supportive programs that respond to the needs of the business community in the
Santa Clarita Valley.
Action: The Santa Clarita Chamber of Commerce in conjunction with the City of Santa Clarita will define
a specific work program of activities, which may include the following:
• Contract with North Los Angeles County Small Business Development Center for one-on-one
professional consulting, and business-related training/workshops, which may include such topics as
marketing, customer service, and access to capital and e-commerce.
• Partnership with the College of the Canyons as a co-sponsor of an Aerospace Outlook Conference. A
specific component of this conference may be devoted to the topics of improving supplieriprime
productivity and competitiveness.
• Other programs will be considered that can provide matching funds and provide support to the Santa
Clarita Valley business community, as business assistance funds are available. Tentative projects
being considered include a "Chief Executive Office (CEO) Forum"and an annual economic forecast
for the Santa Clarita Valley.
H. Evaluation
The results of the Business Assistance Program will be evaluated through written year-end reports, which will
include itemized expenditures. This report will be presented to the City of Santa Clarita's Economic
Development Division for review no later than May 31, 2001. Performance measures will be mutually agreed
upon by both the City and the Chamber of Commerce. Typical performance measures may include: number
of clients served or counseled; number of persons attending conferences or forums; post conference valuation
survey results; number of training/workshop attendees.
III. Totat City Investment: $20,000
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