HomeMy WebLinkAboutCentrum, Amendment No. 1 - 120720CONTRACT AMENDMENT #1
on c� ( Cal n I By and Between
JEFFERSON COUNTY
and
CENTRUM
jFor Hotel -Motel Funding 2020
This Amendment #1 is by and between JEFFERSON COUNTY (hereinafter known as
"COUNTY" and CENTRUM (hereinafter known as "CENTRUM").
WHEREAS, the COUNTY and CENTRUM entered into an Agreement on June 15, 2020 for
Hotel -Motel Funding in 2020; and
WHEREAS, the parties desire to amend the terms of that Agreement; and
WHEREAS, in recognition of the unavoidable disruption to tourism activities from the COVID-19
pandemic, CENTRUM has volunteered to reduce the amount of their 2020 grant funding; and
WHEREAS, on October 7, 2020 the Jefferson County Lodging Tax Advisory Committee (LTAC)
reviewed and recommended to the Board of County Commissioners to amend their current funding
agreements to allow grant recipients to invoice up to the amount of their voluntary 2020 funding
reduction, during the 1st quarter of 2021;
NOW, THEREFORE, IT IS AGREED BETWEEN BOTH PARTIES AS NAMED HEREIN that
the Agreement executed on June 15, 2020 is hereby amended as follows:
1. Paragraph 2 of "Section 3: Responsibility of Jefferson County" of the June 15, 2020 agreement is
hereby amended as follows:
2. The County recognizes that an original allocation to CENTRUM of $12,000 in Hotel -Motel
funds to promote Jefferson County has voluntarily been reduced by $2,488 because of the
impacts of the COVID-19 pandemic, resulting in an allocation of $9,512 in 2020. Payment is to
be predicated on submittal of reports defined in Section 2. Payment will be made by the
COUNTY upon receipt of an invoice on the next available billing cycle.
2. Paragraph 3 is added to "Section 3: Responsibility of Jefferson County" of the June 15, 2020
agreement as follows:
3. The $2,488 reduction from 2020 will be made available during the 1" quarter of 2021 for
potential use by CENTRUM to promote events in Jefferson County in 2021.
3. "Section 4: Term" of the June 15, 2020 agreement is hereby amended as follows: This agreement
shall be for a term of fifteen (15) months, commencing on January and ending on March 31,
2021. The reports referenced in Section 2, will be due January 31, 2021 and February 28, 2021.
4. All other terms and conditions of the original Agreement executed on June 15, 2020 will remain the
same.
APPROVED and signed this T- day of December, 2 20.
JEFFERS N COUNTY
Attest: �- B AI COMMISSIONERS
Carolyn 6allaway, CMC hair
Deputy Clerk of the Board
Appro<ksuceer�,'
s to Form- CENTRUM
GJ �
PhilipJ/
� Ro ert Bi an, Executive Director
Chief Civil Deputy Prosecuting Attorney
Consent Agenda
JEFFERSON COUNTY
BOARD OF COUNTY COMMISSIONERS
AGENDA REQUEST
TO: Board of County Commissioners
Philip Morley, County Administrator
FROM: Leslie Locke, Executive Assistant
DATE: Iaoeober `?, 2020
SUBJECT: AGREEMENT, Amendment #1 re: 2020 Lodging Tax Funding; To
Allow Grant Recipients to Invoice up to the Amount of their Voluntary
2020 Funding Reduction during the lst Quarter of 2021; Centrum
STATEMENT OF ISSUE:
2020 Lodging Tax Funding Recommendations from the Lodging Tax Advisory Committee (LTAC) to
extend the invoicing of 2020 funds through the 1st Quarter of 2021.
ANALYSIS:
The Lodging Tax Advisory Committee have submitted a recommendation the County Commissioners to
authorize amendments to the 2020 contracts. The amendments would allow grant recipients to invoice up
to the amount of their voluntary 2020 funding reduction, during the 1st quarter of 2021. All recipients will
be given the opportunity to amend their 2020 funding agreement. On October 26, 2020, the BOCC
approved the LTAC's recommendation.
FISCAL IMPACT:
No impact. The funds have been budgeted in 2020. Due to the COVID 19 pandemic there has been a
decrease in tourism. 2020 grant recipients were asked to make any reductions with the understanding that
any reduction would be earmarked for potential use to promote Jefferson County in 2021, contingent on a
recommendation by the Lodging Tax Advisory Committee to award those funds in 2021 and approval by the
Board of County Commissioners.
RECOMMENDATION:
Approve Amendment No. 1 to the 2020 Lodging Tax Funding Agreement with Centrum.
R77ZBoa,
Phi orley, Co ty dministrator Date
CONTRACT REVIEW FORM
CONTRACT WITH: Centrum
(Contractor/Consultant)
CONTRACT FOR: Amend # 1 for 2020 Lodging Tax Funding
TRACKING NO.: BOCC 2020-26
430iai
TERM:
COUNTY DEPARTMENT: County Administrator
For More Information Contact: Philip Morley
Contact Phone #: Ext. 383
RETURN TO: Leslie Locke RETURN BY: ASA4EFFERSON
(Person in Department) MMIS A 1
AMOUNT: $2,488
Revenue
Expenditure
Matching funds Required
Source(s) of Matching Funds
Step 1:
APPROVED FORM
Comments
REVIEW BY
Review t
Date Review(
PROCESS: ❑
Exempt from Bid Process
❑
Consultant Selection Process
❑
Cooperative Purchase
❑
Competitive Sealed Bid
❑
Small Works Roster
❑ Vendor List Bid
❑ RFP or RFQ
❑ Other
lfl
❑ Returned revision (See Comments)
Step 2: REVIEW BY P, tOS ING ATTORNEY
Review by: �: Philip C. Hunsucker
Date Reviewed: ov Chief Civil Deputy Prosecuting Attorney
APPROVED AS TO FORM etumed for revision (See Comments)
Comments
Step 3: (If required) DEPARTMENT MAKES REVISIONS & RESUBMITS TO RISK
MANAGEMENT AND PROSECUTING ATTORNEY
Step 4: CONTRACTOR/CONSULTANT SIGNS APPROPRIATE NUMBER OF
ORIGINALS
Step 5: SUBMIT TO BOCC FOR APPROVAL
Submit original Contract(s), Agenda Request, and Contract Review form. Also, please send 2 copies of
just the Contract(s) (with the originals) to the BOCC Office. Place "Sign Here" markers on all places the
BOCC needs to sign.
MUST be in BOCC Office by 4:30 p.m. TUESDAY for the following Monday's agenda.
(This form to stay with contract throughout the contract review process.)
1820 Jefferson Street
PO Box 1220
Port Townsend, WA 98368
Kate Dean, District 1 David W. Sullivan, District 2 Greg Brotherton, District 3
December 8, 2020
Centrum
Katya Kirsch
P.O. Box 1158
Port Townsend, WA 98368
Re: Agreement Amendment No. 1 for 2020 LTAC Funding — Centrum
Dear Ms. Kirsch,
Enclosed for signature are two (2) original amendments for 2020 Lodging Tax Funding. Please
sign both originals, keep one original for your records and return the second original to the
address listed above.
The amendment is to allow grant recipients to invoice up to the amount of their voluntary 2020
funding reduction during the 1st quarter of 2021.
Thank you for your assistance.
Sincerely,
4�
4eslie Loc e
Executive Assistant
Enclosure
Phone (360( 385-9100 Fax (360) 385-9382 jeffbocciaco.jefferson.wa.us
CC: IC %/-2j�ZC;
AGREEMENT FOR 2020 HOTEL -MOTEL FUNDING FOR TOURISM SERVICES
CENTRUM
This Agreement is by and between JEFFERSON COUNTY (hereinafter known as
"COUNTY" and the CENTRUM (hereinafter known as "CENTRUM").
WHEREAS, the CENTRUM is a non-profit corporation of the State of Washington; and
WHEREAS, the COUNTY desires to promote tourism in unincorporated Jefferson County,
as authorized by Chapter 67.28 RCW and Jefferson County Code Chapter 3.25; and
WHEREAS, the Jefferson County Lodging Tax Advisory Committee reviewed and
recommended funding the lodging tax proposal by Centrum to implement a strategy for the
unincorporated area of Jefferson County to promote tourism activities;
IN CONSIDERATION of the mutual covenants and agreements herein it is agreed by the
parties as follows:
SECTION 1: SERVICES TO BE PERFORMED
CENTRUM shall use its capabilities and utilize up to $12,000 of funding provided under this
agreement to continue and update the ongoing performance of the tourism promotion services
consistent with the Itemized List of Promotion Services and Lodging Tax Budget, a copy of which
is incorporated herein and attached hereto as Exhibit A. In recognition of the unavoidable
disruption to tourism activities from the COVID-19 pandemic, CENTRUM may substitute other
Promotion Services in 2020 in using the funding provided through this Agreement, upon prior
presentation of an itemized list to the Lodging Tax Advisory Committee (LTAC) and affirmative
vote by the LTAC recommending that CENTRUM proceed with the proposed substitution. In such
case no amendment to this Agreement shall be required and CENTRUM may use the funding to
perform the substitute Promotion Services in 2020.
SECTION 2: RESPONSIBILITIES OF CENTRUM:
1. On or before April 30; July 31; October 31, 2020; and January 31, 2021, provide to the
COUNTY:
• A quarterly report of the use, services, programs and activities of the CENTRUM under
this Agreement for the prior quarter;
• 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 2020.
2. On or before January 31, 2020 OR upon execution of this agreement, whichever is later,
provide to the COUNTY:
• A billing statement requesting payment of Hotel -Motel Funding for the current year.
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3. 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.
4. 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, 2021.
5. By February 28t" of each year provide the following information on Exhibit B, attached
hereto and incorporated by reference for the previous year.
a. Each festival, event, or tourism facility owned and/or operated by CENTRUM.
b. The amount of lodging tax revenue allocated for expenditure (whether actually
expended or not) by the CENTRUM on each festival, event or tourism facility.
c. 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).
d. Estimated lodging stays. ("Lodging" refers to commercial lodging such as hotels,
motels, resorts, bed and breakfasts, or commercial campgrounds).
e. Measurements that demonstrate the impact of increased tourism attributable to the
event, festival or facility.
SECTION 3: RESPONSIBILITY OF JEFFERSON COUNTY
The COUNTY will provide the CENTRUM funding from Hotel -Motel Tax receipts to be
used in support of their responsibilities as defined under this agreement.
2. Said funding is in the sum of $12,000 for 2020. Payment is to be predicated on submittal of
reports defined in Section 2. Payment will be made by the COUNTY upon receipt of an
invoice on the next available billing cycle.
SECTION 4: TERM
This Agreement shall be for a term of one year, commencing on January 1, 2020 and ending on
December 31, 2020, except for the reports referenced in Section 2, due January 31, 2021 and
February 28, 2021.
SECTION 5: ASSIGNMENT
Either party to the agreement shall not assign this Agreement, except by signed amendment.
SECTION 6: MODIFICATION
This Agreement may be modified by mutual written agreement executed by both parties.
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SECTION 7: TERMINATION
The 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. The
CENTRUM 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, CENTRUM 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.
SECTION 8: HOLD HARMLESS
The CENTRUM shall indemnify and hold the COUNTY, and its officers, employees, and agents
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 the CENTRUM's negligence or breach of any of its obligations
under this Agreement; provided that nothing herein shall require the CENTRUM 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 and agents, and; provided
further that if the claims or suits are caused by or result from the concurrent negligence of: (a) the
CENTRUM's agents or employees; and, (b) the COUNTY, its officers, employees and agents,
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 the CENTRUM's negligence, or the negligence of the CENTRUM's agents
or employees.
The CENTRUM specifically assumes potential liability for actions brought against the COUNTY
by the CENTRUM's employees, or any other persons engaged in the performance of any work or
service required of the CENTRUM under this Agreement and, solely for the purpose of this
indemnification and defense, the Contractor specifically waives any immunity under the state
industrial insurance law, Title 51 RCW. The CENTRUM recognizes that this waiver was
specifically entered into pursuant to provisions of RCW 4.24.115 and was subject of mutual
negotiation.
SECTION 9: INSURANCE
CENTRUM shall obtain and keep in force during the term of the Agreement, or as otherwise
required, the following insurance with companies or through sources approved by the State
Insurance Commissioner pursuant to RCW 48.
1. Worker's Compensation and Employer's Liability Insurance as required by the State of
Washington. CENTRUM shall maintain Workers' Compensation coverage as required
under the Washington State Industrial Insurance Act, RCW Title 51, for all CENTRUM
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employees, agents and volunteers eligible for such coverage under the Industrial
Insurance Act.
2. Commercial Automobile Liability Insurance providing bodily injury and property damage
liability coverage for all owned and non -owned vehicles assigned to or used in the
performance of the work for a combined single limit of not less than $1,000,000 per
occurrence in connection with CENTRUM's performance of the contract, including:
a. Owned Automobiles;
b. Hired Automobiles; and
C. Non -owned Automobiles.
3. General Commercial Liability Insurance in an amount not less than a single limit of one
million dollars ($1,000,000.00) per occurrence and an aggregate of not less than two (2)
times the occurrence amount ($1,000,000.00 minimum) for bodily injury, including death
and property damage, unless a greater amount is specified in the contract specifications.
The insurance coverage shall contain no limitations on the scope of the protection
provided and include the following minimum coverage:
a. Broad Form Property Damage, with no employee exclusion;
b. Personal Injury Liability, including extended bodily injury;
C. Broad Form Contractual/Commercial Liability — including: completed operations;
d. Premises — Operations Liability (M&C);
e. Independent Contractors and subcontractors;
f. Blanket Contractual Liability.
Said commercial automobile liability policy and general commercial liability policy shall name
the County as an additional insured and shall include a provision prohibiting cancellation or
reduction of coverage of said policy except upon thirty (30) days prior written notice to the
County. Certificates of coverage as required by this Section shall be delivered to the County
within thirty (30) days of execution of this Agreement.
The County may, upon the Contractor's failure to comply with any or all provisions of this
contract relating to insurance, withhold payment or compensation that would otherwise be due to
the Contractor.
If the proof of insurance or certificate indicating the County is an "additional insured" to a policy
obtained by the Contractor refers to an endorsement (by number or name) but does not provide
the full text of that endorsement, then it shall be the obligation of the Contractor to obtain the full
text of that endorsement and forward that full text to the County.
All insurance policies obtained by CENTRUM in order to comply with this Section shall be
primary and non-contributory as against any coverage provided through any memorandum of
coverage for third party liability claims or actions obtained and retained by the County through a
Ch. 48.62 RCW "Risk Pool."
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It is agreed by the parties that insurers shall have no right of recovery or subrogation against the
County (including its employees and other agents and agencies), it being the intention of the
parties that the insurance policies so affected shall protect both parties and be primary coverage
for any and all losses covered by the above described insurance.
The insurance maintained by CENTRUM under this Agreement shall not in any manner limit or
qualify the liabilities or obligations of CENTRUM under this Agreement.
SECTION 10: INDEPENDENT CONTRACTOR
The CENTRUM and the COUNTY agree that the CENTRUM is an independent contractor with
respect to the services provided pursuant to this agreement. Nothing in this agreement shall be
considered to create the relationship of employer and employee between the parties hereto.
Neither the CENTRUM nor any employee of the CENTRUM shall be entitled to any benefits
accorded County employees by virtue of the services provided under this agreement. 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 the CENTRUM, or any employee, representative, agent
or contractor of the CENTRUM. The CENTRUM shall be responsible for all applicable
withholdings, deductions, state industrial insurance, tax reports, business licenses, registrations,
and all other obligations of an independent organization.
SECTION 11: COMPLIANCE WITH LAWS
The CENTRUM shall comply with all Federal, State, and local laws and ordinances applicable to
the work to be done under this Agreement. This Agreement shall be interpreted and construed in
accord with the laws of the State of Washington and venue shall be in Jefferson County,
Washington.
SECTION 12: DISCRIMINATION PROHIBITED
The CENTRUM with regard to the project to be completed under this agreement, will 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, contractors or subcontractors.
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SECTION 13: INTEGRATED AGREEMENT
This agreement together with attachments or addenda represents the entire and integrated
agreement between the County and the CENTRUM and supersedes all prior negotiations,
representations, or agreements written or oral. This agreement may be amended only by written
instrument signed by both the County and the CENTRUM.
APPROVED and signed this /,l—day of June, 2020.
JEFFERSON COUNTY
Attest: BO F COMMISSIONERS
Carolyn Gallaway, CMC al Pon,hair
Deputy Clerk of the Board
Approved as to orm:
P?- r- /14 1 -
Philip Runsucker, ;//J/IVZV
Chief Civil Deputy Prosecutor
CENTRUM
RobertB Executive Director
Page: 6 of 9 Centrum
EXHIBIT A
Itemized List of Proposed Tourism Promotion Services and
Centrum Lodging Tax Budget
[Note: Centrum shall decrease total lodging tax expenditures to $12,0001
Centrum ftn*ed Ust of Proposed Tourism Promotion Services in 2020
National, International, and Regional Publications and Promotions
Jazz Times Ine, Jan./Feb. and April 2020. Circulation 7f1,000 magazine readers.
$1,950
Olympic Peninsula Getaway Guide, spring display ad edition. Circulation of 200,000
$Soo
indudi Washington State Ferries,
IMW-FM, 36 underwriting announcements, Spring/Summer 2020. 445,200 listeners in
$9,000
Washington each week. 57% of listener household's annual income over $75,000.
KM -FM, 42 underwriting announcements, April /May 2020. 330,000 listeners
$9AW
throughout western Washington each weelL
Poets and Writers Magazine, quarter page display ads, Jan./Feb., March/April, and
$2,SA0
May/June 2020. Circulation 100,000 pnie throtMbout the US.
DownBeat Magazine, display ads March 2020 Jazz Camp Guide and May 2020 Summer
$1,900
Festival Guide, Circulation 69,000 people throughout the US who love jazz.
Writers Chronicle, quarter page display ad, spring 2020. Circulation 35,000 copies with
$700
an estimated readership of 54,000 people throughout the U.S.
Victoria Jazz festival program guide, half page display ad, Audience: 43,000 people.
$1,400
Acoustic Guitar Magazine, two display ads, April 2020, including website. 54,000 readers
$1,700
throughout the US who like blues and other guitars styles.
Living 8iues Magazine, display ad, April 2020. Circulation of 16,000 throughout US_
$1,200
JazzED Magazine, 1/3-page display ad, Mar. 2020. Circulation 13,000 jazz educators_
$000
Printing of 8,000 season brochures promoting all Centrum programs for direct mail
$9,000
throughout Washington and U.S. Distribution starting April 2020 at Jefferson County
Visitor Information Center, Port Townsend Visitor Information Center, B&Bs and hotels
In Jefferson County, and more.
Earshot Jazz Magazine, two 2/3-page display ads June & July 2020. Circulation 6,000 in
$750
Seattle.
KN Conference, (Jazz Education Network),1/3-page ad in program guide, circulation
$500
5,000, conference held January 7-10, 2020 in New Orleans, toulsiana,
Old-time Herald Magazine, full page inside cover color ad Ifiddle tunes) and half page
_
$11300
color ad (Voice Works), May 2020. Readership: 4,000 people throughout the US,
Fiddler Magazine, Full pNe ad, sering 2020. Readership; 3,000 people in the US.
$400
VAntergrass Musk Festival program guide, full page ad, 3,000 people in Bellevue,
$450
Washington in late February 2020.
Total expenses $43,430
ra#al requested from JCITAC $20,000
Total from Individual donors $23A30
Page 7 of 9 Centrum