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HomeMy WebLinkAboutCONSENT LTAC Award Agreement PARKS & REC AGREEMENT FOR 2026 HOTEL-MOTEL FUNDING FOR TOURISM SERVICES FOR JEFFERSON COUNTY PARKS AND RECREATION This Agreement is by and between Jefferson COUNTY, Washington (the COUNTY) and JEFFERSON COUNTY PARKS & RECREATION (“RECIPIENT”). WHEREAS, RECIPIENT is a non-profit corporation registered with the Secretary of State of the State of Washington under UBI number 161-001-169; and WHEREAS, the COUNTY desires to promote tourism in unincorporated Jefferson COUNTY, as authorized by Chapter 67.28 RCW and Chapter 3.25 Jefferson COUNTY Code; and WHEREAS, the COUNTY appointed the Jefferson COUNTY Lodging Tax Advisory Committee (“LTAC”) to review and recommend lodging tax proposals submitted to the COUNTY, as authorized by RCW 67.28.1817 and Chapter 3.25 Jefferson COUNTY Code; and WHEREAS, RECIPIENT submitted a qualified lodging tax proposal to the LTAC; WHEREAS, the LTAC reviewed and recommended funding all or part of RECIPIENT’s qualified lodging tax proposal to the Jefferson County Board of Commissioners; WHEREAS, the Jefferson County Board of Commissioners reviewed the LTAC recommendation for funding all or part of RECIPIENT’s qualified lodging tax proposal and finalized an award of $150,000 for the purposes recommended by the LTAC (“Final LTAC Award”); IN CONSIDERATION of the mutual covenants and agreements herein it is agreed by the parties as follows: 1. SERVICES TO BE PERFORMED USING THE LTAC AWARD a. RECIPIENT shall use its capabilities and utilize up to the total amount of Final LTAC Award for the approved tourism promotion services listed in Exhibit A and for no other purpose during the 2026 fiscal year. b. If the Final LTAC Award does not specify the approved tourism promotion services, then the use of the amounts approved in the Final LTAC Award shall be limited to the proposed tourism promotion services listed in RECIPIENT’s proposal for the 2026 fiscal year, a copy of which is attached as Exhibit B. 2. RESPONSIBILITIES OF RECIPIENT a. On or before January 31, 2026; April 30, 2026; July 31, 2026; October 31, 2026; and January 31, 2027, RECIPIENT shall provide to the COUNTY all of the following, which are more specifically described in Exhibit C: i. A quarterly report of the use, services, programs and activities of RECIPIENT under this Agreement for the prior quarter; ii. A quarterly financial statement detailing revenues, expenses and cash balances for the prior quarter; and for the final quarter report, the financial statement shall also include a detailed financial statement for all 2026. iii. On or before January 31, 2027 or upon execution of this Agreement, whichever is later, provide to the COUNTY: A billing invoice requesting payment of Hotel- Motel Funding for the 2026 fiscal year. b. For a minimum of six (6) years, maintain documented proof of payments made, contracts executed, and other expenditures authorized under this Agreement. Upon reasonable notice, provide access to COUNTY or State representatives to audit those records. c. Funding provided by this Agreement may only be expended on the services described in Section 1 of this Agreement. Any monies used for other services or purposes shall be refunded to Jefferson COUNTY. Any monies under-expended of the total funding allocated under this Agreement shall be refunded to Jefferson COUNTY by January 31, 2027. d. By February 28th of each year provide all of the following information on Exhibit B, attached hereto and incorporated by reference for the previous year. i. Each festival, event, or tourism facility owned and/or operated by RECIPIENT. ii. The amount of lodging tax revenue allocated for expenditure (whether actually expended or not) by RECIPIENT on each festival, event or tourism facility. iii. Estimated number of tourists served at each festival, event or tourism facility. (“Tourist” includes persons traveling more than 50 miles to the location of the event, festival or facility and overnight stays in the area). iv. Estimated lodging stays. (“Lodging” refers to commercial lodging such as hotels, motels, resorts, bed and breakfasts, or commercial campgrounds). v. Measurements that demonstrate the impact of increased tourism attributable to the event, festival or facility. 3. RESPONSIBILITY OF JEFFERSON COUNTY a. The COUNTY shall provide RECIPIENT funding from Hotel-Motel Tax receipts to be used in support of their responsibilities as defined under this Agreement. b. Said funding is in the amount of the Final LTAC Award for the 2026 fiscal year. Payment is conditioned on full compliance with this Agreement, including but not limited to, the submittal of the reports required by Section 2. c. Payment shall be made by the COUNTY upon receipt of an invoice on the next available billing cycle. 4. TERM This Agreement shall be for a term of one year, commencing on January 1, 2026 and ending on December 31, 2026, except for the reports required in Section 2, which are due January 31, 2027 and February 28, 2027. 5. ASSIGNMENT A party’s interests in this in this Agreement may not be assigned to any other person. 6. TERMINATION a. This Agreement may be terminated, in whole or in part, by the COUNTY upon thirty (30) days written notice in the event expected or actual revenue from the Hotel-Motel Tax is reduced or limited in any way, or for non-performance of duties under this Agreement, or for any reason. b. RECIPIENT may terminate this Agreement upon thirty (30) days written notice to the COUNTY. In the event of termination under this clause, the COUNTY shall be liable to pay only for services rendered prior to the effective date of termination. If termination covers a period for which payment has already been made, RECIPIENT shall refund to the COUNTY a pro-rated share of the payment based upon the balance of time remaining in the paid period, unless otherwise negotiated. 7. HOLD HARMLESS a. RECIPIENT shall indemnify and hold the COUNTY, and its officers, employees, agents and volunteers (and their marital communities) harmless from and shall process and defend at its own expense, including all costs, attorney fees and expenses relating thereto, all claims, demands, or suits at law or equity arising in whole or in part, directly or indirectly, from RECIPIENT’s negligence or breach of an of its obligations under this Agreement; provided that nothing herein shall require RECIPIENT to indemnify the COUNTY against and hold harmless the COUNTY from claims, demands or suits based solely upon the conduct of the COUNTY, its officers, employees, agents and volunteers (and their marital communities), and; provided further that if the claims or suits are caused by or result from the concurrent negligence of: (a) RECIPIENT’s agents or employees; and, (b) the COUNTY, its officers, employees agents and volunteers (and their marital communities), this indemnity provision with respect to claims or suits based upon such negligence, and or the costs to the COUNTY of defending such claims and suits, etc., shall be valid and enforceable only to the extent of RECIPIENT’s negligence, or the negligence of RECIPIENT’s agents or employees. b. RECIPIENT specifically assumes potential liability for actions brought against the COUNTY by RECIPIENT’s employees, including all other persons engaged in the performance of any work or service required of RECIPIENT under this Agreement and, solely for the purpose of this indemnification and defense, RECIPIENT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. RECIPIENT recognize that this waiver was specifically entered into pursuant to provisions of RCW 4.24.115 and was subject of mutual negotiation. 8. INSURANCE RECIPIENT shall obtain and keep in force during the term of this Agreement, or as otherwise required, the following insurance: a. Commercial General Liability Insurance. RECIPIENT shall maintain commercial general liability coverage on a form acceptable to Jefferson COUNTY Risk Management for bodily injury, personal injury, and property damage, with a limits of not less than in the amount of at least $1 million per occurrence, for bodily injury, including death, and property damage; and b. Worker’s Compensation (Industrial Insurance). RECIPIENT shall maintain workers’ compensation insurance at its own expense, as required by Title 51 RCW, for the term of this Agreement and shall provide evidence of coverage to Jefferson COUNTY Risk Management, upon request. 9. INDEPENDENT CONTRACTOR a. RECIPIENT and the COUNTY agree that RECIPIENT is an independent contractor with respect to the services provided pursuant to this Agreement. b. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. c. Neither RECIPIENT nor any employee of RECIPIENT shall be entitled to any benefits accorded COUNTY employees by virtue of the services provided under this Agreement. d. The COUNTY shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to RECIPIENT, or any employee, representative, agent or subcontractor of RECIPIENT. e. RECIPIENT shall be responsible for all applicable withholdings, deductions, state industrial insurance, tax reports, business licenses, registrations, and all other obligations of an independent organization. 10. COMPLIANCE WITH LAWS RECIPIENT shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this Agreement. 11. CHOICE OF LAW The parties agree that this Agreement is entered into in the State of Washington. This Agreement shall be governed by and construed under the laws of the United States, the State of Washington and the County of Jefferson, as if applied to transactions entered into and to be performed wholly within Jefferson County, Washington between Jefferson County residents. No party shall argue or assert that any state law other than Washington law applies to the governance or construction of this Agreement. 12. DISPUTES a. The parties agree to use their best efforts to prevent and resolve disputes before they escalate into claims or legal actions. Any disputed issue not resolved under this Agreement shall be submitted in writing within 10 days to the County Risk Manager, whose decision in the matter shall be final, but shall be subject to judicial review. b. If either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this Agreement, each party in such action shall pay for its own attorney’s fees and court costs. c. Any legal action shall be initiated in the Superior Court of the State of Washington for Jefferson County, subject to the venue provisions for actions against counties in RCW 36.01.050. The parties agree that the parties have the right of appeal from such decisions of the Superior Court under the laws of the State of Washington. d. RECIPIENT consents to the personal jurisdiction of the courts of the State of Washington. 13. DISCRIMINATION PROHIBITED RECIPIENT with regard to the project to be completed under this Agreement, shall not discriminate on the grounds of age, sex, marital status, sexual orientation, race, creed, color, national origin, honorably discharged veteran or military status, or the presence of any sensory, mental, or physical disability or the use of a trained dog guide or service animal by a person with a disability, unless based upon a bona fide occupational qualification in the selection and retention of employees, materials, supplies, or subcontractors. 14. INTEGRATED AGREEMENT This agreement together with attachments or addenda represents the entire and integrated agreement between the COUNTY and RECIPIENT and supersedes all prior negotiations, representations, or agreements written or oral. 15. PUBLIC RECORDS ACT This Agreement and any reports submitted by RECIPIENT are subject to disclosure as a public record under the Public Records Act, RCW Chapter 42.56. 16. RECORDS RETENTION AND AUDIT AUTHORIZATION a. A minimum of six years, RECIPIENT shall maintain documented proof of payments made, contracts executed and other expenditures authorized under your Agreement with Jefferson COUNTY. b. Upon reasonable notice, RECIPIENT shall provide access to COUNTY or State representatives to audit records related to the funds provided to RECIPIENT under this Agreement. 17. NO SEVERABILITY The terms of this Agreement are not severable. If any provision of this Agreement or the application of this Agreement to any person or circumstance shall be invalid, illegal, or unenforceable to any extent, the remainder of this Agreement and the application this Agreement shall not be enforceable. 18. SURVIVAL Those provisions of this Agreement that by their sense and purpose should survive the term of this Agreement shall survive the term of this Agreement for a period equal to any and all relevant statutes of limitation, plus the time necessary to fully resolve any claims, matters or actions begun within that period.. Without limiting the generality of the preceding sentence, and for the avoidance of doubt, the provisions that survive the term of this agreement include: (a) controlling law; (b) insurance; and, (c) indemnification. 19. AMENDMENT, MODIFICATION AND WAIVER a. This Agreement may be not be amended or modified to change the approved tourism promotion services in the Final LTAC Award. b. Only the Jefferson County Board of Commissioners or their delegate by writing (delegation to be made prior to action) shall have the expressed, implied, or apparent authority to sign, alter, amend, modify, or waive any clause or condition of this Agreement. c. Any alteration, amendment, modification, or waiver of any clause or condition of this Agreement is not effective or binding unless made in writing and signed by the Jefferson County Board of Commissioners or their delegate. SIGNATURES ARE ON THE FOLLOWING PAGE JEFFERSON COUNTY WASHINGTON Board of COUNTY Commissioners Jefferson COUNTY, Washington By: __________________________________ Heidi Eisenhour, Chair By: __________________________________ Greg Brotherton, Commissioner By: __________________________________ Heather Dudley-Nollette, Commissioner SEAL: ATTEST: Carolyn Galloway, CMC Date Clerk of the Board Approved as to form only: _______________________________________ Philip C. Hunsucker, Date Chief Civil Deputy Prosecuting Attorney PARKS & RECREATION By: ____________________________ Signature Name: _________________________ Title: __________________________ Date: __________________________ EXHIBIT A Itemized List of Tourism Promotion Services Approved in the Final Award EXHIBIT B RECIPIENT’S PROPOSAL ATTACHED Exhibit C Jurisdiction Lodging Tax Reporting Form – To Be Submitted to Jefferson COUNTY Administrator’s Office No Later than February 28th of each Year LTAC Yearly Reporting Definitions/Instructions Activity Type: Event/Festival: Short-term activity occurring between specific dates (e.g., 4th of July celebration, local marathon) Facility: Municipally-owned facility that operates some or all of the year (e.g., county historical museum, convention center) Marketing: Activity that provides information to encourage visitors to an area; is typically a year-round activity but may also operate for less than a full year. Activity Date: Activity beginning and ending dates. Actual: Persons estimated to have actually participated in event/festival or visiting a facility. For marketing activity, enter the number of persons estimated to have actually visited area as result of marketing activity. Projected: Persons expected to participate in event/festival or visiting a facility. For marketing activity, enter the number of persons expected to visit area as result of marketing activity. Methodology: Select the methodology used to estimate the actual number of visitors/participants. Direct Count: Actual count of visitors using methods such as paid admissions or registrations, clicker counts at entry points, vehicle counts or number of chairs filled. A direct count may also include information collected directly from businesses, such as hotels, restaurants or tour guides, likely to be affected by an event. Indirect Count: Estimate based on information related to the number of visitors such as raffle tickets sold, redeemed discount certificates, brochures handed out, police requirements for crowd control or visual estimates. Representative Survey: Information collected directly from individual visitors/ participants. A representative survey is a highly structured data collection tool, based on a defined random sample of participants, and the results can be reliably projected to the entire population attending an event and includes margin of error and confidence level. Informal Survey: Information collected directly from individual visitors or participants in a non-random manner that is not representative of all visitors or participants. Informal survey results cannot be projected to the entire visitor population and provide a limited indicator of attendance because not all participants had an equal chance of being included in the survey. Structured Estimate: Estimate produced by computing known information related to the event or location. For example, one jurisdiction estimated attendance by dividing the square footage of the event area by the international building code allowance for persons (3 square feet). Other: (please describe) Overall Attendance: Total projected and estimated actual attendance recorded for event, facility or resulting from marketing activity. Total Attendees Traveling 50 miles or more: Total: Total projected and estimated actual number of visitors traveling more than 50 miles to attend event or facility. For marketing organizations, report visitors traveling more than 50 miles to visit area. Of total, attendees who traveled from another state or country: Of the total projected and estimated actual number of visitors traveling more than 50 miles to attend event or facility or visit area, report projected and estimated actual number of visitors who traveled from another state or country. Attendees who stayed overnight: Paid Accommodations: Total projected and estimated actual number of visitors staying in paid lodging establishments such as hotels, motels, bed and breakfasts, etc. Unpaid Accommodations: Total projected and estimated actual number of visitors staying in unpaid accommodations such as family and friends. Paid Lodging Nights: Total projected and estimated actual number of paid lodging nights. One Lodging night = one or more persons occupying one room for one night. EXHIBIT C 1st QUARTER Due by April 30th to afmcknight@co.jefferson.wa.us Organization: Contact person: Mailing Address: Phone Number/Email: 1. LTAC Funds received from Jefferson County 1st QTR: 2. LTAC funds spent by your organization 1st QTR (include 200 word limit regarding activities and funds spent with an itemized statement and supporting documentation, i.e. invoices paid, receipts from payment,): 3. LTAC funds balance remaining 1st QTR: 4. Please attach your organization’s report for all revenue, marketing, services, programs and activities of the prior quarter. This report and any attachments may be subject to disclosure as a public record under the Public Records Act, RCW Chapter 42.56. A minimum of six years, RECIPIENT shall maintain documented proof of payments made, contracts executed and other expenditures authorized under your Agreement with Jefferson County. Upon reasonable notice, RECIPIENT shall provide access to Jefferson County or State representatives to audit those records. ORGANIZATION Amount Awarded by Jefferson County Received From Jefferson County Overspent (+) Underspent (-) of LTAC funds Refund Required TOTAL 1st QTR LTAC FUNDS SPENT EXHIBIT C 2nd QUARTER Due by July 31st to afmcknight@co.jefferson.wa.us Organization: Contact person: Mailing Address: Phone Number/Email: 1. LTAC Funds received from Jefferson County 2nd QTR: ORGANIZATION Total Amount Awarded by Jefferson County Total Received From Jefferson County Overspent (+) Underspent (-) of LTAC funds Refund Required TOTAL 1st QTR LTAC FUNDS SPENT TOTAL 2nd QTR LTAC FUNDS SPENT 2. LTAC funds spent by your organization 2nd QTR (include 200 word limit regarding activities and funds spent with an itemized statement and supporting documentation, i.e. invoices paid, receipts from payment,): 1. LTAC funds balance remaining 2nd QTR: 2. Please attach your organization’s report for all revenue, marketing, services, programs and activities of the prior quarter. This report and any attachments may be subject to disclosure as a public record under the Public Records Act, RCW Chapter 42.56. For a minimum of six years, RECIPIENT shall maintain documented proof of payments made, contracts executed and other expenditures authorized under your Agreement with Jefferson County. Upon reasonable notice, RECIPIENT shall be able to provide access to Jefferson County or State representatives to audit those records. EXHIBIT C 3rd QUARTER Due by October 31st to afmcknight@co.jefferson.wa.us Organization: Contact person: Mailing Address: Phone Number/Email: 1. LTAC Funds received from Jefferson County 3rd QTR: ORGANIZATION Total Amount Awarded by Jefferson County Total Received From Jefferson County Overspent (+) Underspent (-) of LTAC funds Refund Required TOTAL 1st QTR LTAC FUNDS SPENT TOTAL 2nd QTR LTAC FUNDS SPENT TOTAL 3rd QTR LTAC FUNDS SPENT 2. LTAC funds spent by your organization 3rd QTR (include 200 word limit regarding activities and funds spent with an itemized statement and supporting documentation, i.e. invoices paid, receipts from payment,): 2. LTAC funds balance remaining 3rd QTR: 3. Please attach your organization’s report for all revenue, marketing, services, programs and activities of the prior quarter. This report and any attachments may be subject to disclosure as a public record under the Public Records Act, RCW Chapter 42.56. For a minimum of six years, RECIPIENT shall maintain documented proof of payments made, contracts executed and other expenditures authorized under the Agreement with Jefferson County. Upon reasonable notice, you shall be able to provide access to Jefferson County or State representatives to audit those records. EXHIBIT C 4th QUARTER Due by January 31st to afmcknight@co.jefferson.wa.us Organization: Contact person: Mailing Address: Phone Number/Email: 1. LTAC Funds received from Jefferson County 4th QTR: ORGANIZATION Total Amount Awarded by Jefferson County Total Received From Jefferson County Overspent (+) Underspent (-) of LTAC funds Refund Required TOTAL 1st QTR LTAC FUNDS SPENT TOTAL 2nd QTR LTAC FUNDS SPENT TOTAL 3rd QTR LTAC FUNDS SPENT TOTAL 4th QTR LTAC FUNDS SPENT 2. LTAC funds spent by your organization 4th QTR (include 200 word limit regarding activities and funds spent with an itemized statement and supporting documentation, i.e. invoices paid, receipts from payment,): 3. LTAC funds balance remaining 4th QTR: 4. Please attach your organization’s report for all revenue, marketing, services, programs and activities of the prior quarter. This report and any attachments may be subject to disclosure as a public record under the Public Records Act, RCW Chapter 42.56. A minimum of six years, RECIPIENT shall maintain documented proof of payments made, contracts executed and other expenditures authorized under your Agreement with Jefferson County. Upon reasonable notice, RECIPIENT shall provide access to Jefferson County or State representatives to audit those records.