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HomeMy WebLinkAbout2000-12-11 01-55 ORDERCOUNCIL ACTION Item No. nr_.i Date: December 11, 2000 Item/Subject: ORDER, Authorizing Execution of Agreement for Services between the City of Bangor and Bangor Convention and Visitors Bureau (Bangor International Airport) Responsible Department: Legal Commentary: The contract hebveen the Ory and convention and Visitors Bureau Is for services from the Comention and Visitors Bureau to promote the City with an emphasis in benefiting BIA. Funds for payment will be from the BIA Enterprise Fund. The Finance Committee recommended approval its December 4, 2000 meetirg. parbneM X Manager's Comments: City Manager Information: Agreement Budget Approval: Finance Director N'1 Legal Approval: RY Soli rto Introduced for GvA,,,'- )(Passage _First Reading Page —of Referral to Finance 01-55 Assigned to Councilor Tremble December 11, 2000 c.' CITY OF BANGOR (TITLE.) Order, Authorizing Execution of Agreement for Services between the City of Bangor and Bangor Convention and Visitors Bureau - Bangor International Airport Bya a Oly CWW1 of Me 6lyofBangor. ORDERED, THAT Edward A. BmrM City Manager, is hereby authorized and directed, on behalf of the City of Bangor, to execute an agreement with the Bangor Convention and Visitors Bureau for a variety of services for Bangor International Airport to promote the City as a travel destination, said services to be completed by June 30, 2001. The agreement shall be in a form substantially as attached hereto and approved by the office of the dry Solicitor. IP CITY COMCIL December 11, 2000 segs—\�d� CLffi (rFLE,) Authorizing Bzecu[iov of Aereemeut for Services between the City of Bangor and Bangor Convention and Visitors Bureau - Basgo" IntermHonal Airport I i% Y �,I/ 6°F ovl CONTRACT FOR SERVICES BETWEEN THE CITY OF BANGOR AND BANGOR CONVENTION AND VISITORS BUREAU AGREEMENT made and entered into the Z� day of 2000, at Bangor, Maine, by and between the CITY OF BANGOR a Mane municipality located in Penobscot County, State of Mane (herein termed the "CITY'), and BANGOR CONVENTION AND VISITORS BUREAU, a Mane Corporation having a place of business it Bangor, Penobscot County, State of Mane, (herein termed the "CVB"). WHEREAS, the purpose of the CVB is foster economic impact in commerce and industry by promoting marina and tourism initiatives for and within the City of Bangor, Maine; and WHEREAS, the CITY wishes to secure the services of the CVB in connection with the CITYS effoes to promote development of the City of Bangor as an active, vital multi -functional community; and WHEREAS, the CITY cod the CVB have agreed upon the tents, conditions and compensation under and pursuant to which the CVB will provide such services as an independent contractor with the CITY, and do now desire and intend to set forth herein the fall, sole and exclusive terms of their AGREEMENT, NOW, THEREFORE, in consideration of the foregoing recitals, and of the payments to be made hereuader by the CITY to the CVB, and of the undertakings and performances to be made and performed hereunder by the CVB, and for other valuable considerations, the CITY and the CVB do hereby covenant and agree as follows: 1. SERVICES. The CVB shall perform and render services to promote business, commerce, industry and tourism for and within the City of Bangor for the benefit of the CITY during the period of this AGREEMENT, as an independent connector with the CITY, and for the use and benefit of the CITY. In the performance of such services, the CVB shal perform the following: (a) Video Production: The CVB will produce, or cause to be produced, a video program promotingthe City of Bangor as a navel destination. The video program shall contain a streaming feature that will allow it to be linked to an online survey instrument of the Bangor International Airport. The video program will be suitable for use a trade shows and during trade mission and we be so need by CVB and the City. The video program shall be completed and delivered to the City on or before June 30, 2001. The City will pay the CVB a total sum of $10,000 for said video program. The City will make periodic payments, within the discretion of the City, depending upon the progress of the completion of the video program end any balance of said payment to be made upon the completion of the video program. (b) Tour Material Production: The CVB will produce, or cause to be produced, materials suitable for use by travel and vacation writers visiting and touring the City of Bangor. Said materials shall include, but not be limited W, use maps, identifying badges and general information materials regarding the City of Bangor and its situations. The War production material shall be completed and delivered W the City on or before June 30, 2001. The City will pay the CVB a WW1 star of $2,500 for said tom material production. The City will make periodic payments, within the discretion of the City, depending upon the progress of the completion of the video program and any balance of said payment W be made upon the completion of the video program. (c) Tourism Packaging: The CVB will produce, or cause to be produced, an inbound monism package designed m promoting the City of Bangor as a travel destination, specifically with regard to regional anmctions, including spurn, leisure and other such activities. The tourism packaging material shall be completed and delivered W the City on or before June 30, 2001. The City will pay the CVB atotal sum of $5,000 for said tourism packaging. The City will make periodic payments, widen the discretion of the City, depending upon tbe progress of the completion of the video program and any balance of said payment W be made upon the completion of the video program. (d) Welcome Center Staffing: The CVB will provide staffing, equipment, materials and other good and services as might be required for the proper lambasting of the Bangor Intmmtional Airport's Welcome Center. The City will pay the CVB up to $5,000 fm cams of operation of said Airport Welcome Center on a monthly payment schedule. (e) Trade missions: CVB representatives will vndermke and attend no fewer than trade mission on other cities for the purpose of promoting the City of Burger as atravel destination from those cities. CVB will obtain consent from the City of Bangor prior to attending any trade missions. Such trade missions will be attended in conjunction with, or in Ren of, representatives of Bangor International Airport. The City will pay the CVB up to $8,000 for We CVB costs of attending trade missions. The City my, within is discretion, provide the CVB with an advance payment to cover the costs of mid trade missions. (f) Co-Op/Generai Advertising: The CVB will identify and use opportunities m promote Bangor International Airport as they arise, participating when appropriate with local merchants for the purpose of achieving cost efficiencies. The City willpay the CVB upto$10,000 for the expenses incurred by the CVB in its advertising and promoting of the City of Bangor under the terms of this paragraph. 2. INDEPENDENT CONTRACTOR. In the rendering of the services provided for above, the CVB shall at all times act within the Enormous of this AGREEMENT. It shell not hold itself out to be an agency or office of the CITY, and shall he at all times an independent contractor with the CITY. It is understood and agreed that the CVB shall, during the term of this AGREEMENT, and any extension thereof, devote a majority of its time un providing such services as provided for in this Agreement. Further, it is understood that the CVB shall not undertake my additional consulting or advisory services for any other client in any mmmer in conflict with the purposes and objectives of this AGREEMENT, or with the interests of the CITY, except with the express priorwrmen consent of the CITY. In the event the CVB pursues other activides or enterprises rot contemplated hereunder within the City of Bangor, such activities or enterprises shall be authorised only if the CVB fust makes suitable arrangements with the CITY by separate AGREEMENT or by amendment to this AGREEMENT. 3. FEES. The CVB shall be compensated and reimbursed for expenses as provided above. 4. TERM. The term ofthis AGREEMENT shall commence on 2000 and shall expire on 2001. 5.Pte. The execution of this Agreement shelf not be deemed m constitute an option m continue this AGREEMENT beyond its expiration date. Any extension or combustion of this Agreement will be subject to negotiation by either party. Any renewal of this Agreement by the CITY shall depend on the CITY OF BANGOR'S approval of the performance of the CVB'S work, and the City Council's prior approval of an additional appropriation for such renewal. 6. TERMINATION BY CITY. This AGREEMENT may be reanimated by the CITY, upon thirty (30) days advance written notice to the CVB, in the event that: (a) The CVB shall fail or refuse to perform the services provided for hereunder; provided, however, that na such failure shall be declared by the CITY hereunder withand first giving the CVB written notice of the specific details and grounds of any such alleged failure, and a reasonable opportunity to cure mine; or (b) In the event the CVB shall engage in any activities or business in conflict with the interests of the CITY arising out of the CWS obligations and undertakings hereunder; or (c) In the event that the CVB shall willfully disregard any express written instruction, authorization or prohibition given to it by the CITY, or shall be convicted of any crime. Notwithstanding the above, the CVB shall not be relieved of liability to the CITY for damages sustained by the CITY by virtue of my breach of the AGREEMENT by the CVB, and the CITY may withhold any payment to the CVB for the purpose of set off until such time as the exact amount ofdamages due the CITY from the CVB is dimerdved. '/. TERMINATION BY CVB. This AGREEMENT may be ternunated by the CVB, upon the giving of thirty (30) days written notice, in the event that the CITY, for any reason, shall fail to promptly meet any of its financial obligations to the CVB hereunder. 8. DELIVERY OE RECORDS. Upon the expiration of the term or any extension thereof, or upon the termination of this AGREEMENT pmsuavt to either Paragraph 6 or ] above, the CVB shall deliver to the CITY all of its files and other data, excepting only personal correspondence files, relating to any projects with respect to which it shall have been involved hereunder, and shall not thereafter knowingly utilize my of such indentation or data in arty manner contrary to the interests of the CITY. 9. ASSIGNMENT. This AGREEMENT has been made and entered into by and between Ne CITY and CVB. It is agreed that this AGREEMENT may not he assigned to any third party without Ne prior expressed written consent of the CITY. 10. APPLICABLE LAW: CONTROL. This AGREEMENT has been made and entered into and shall be construed under the Laws of the State of Maine. The CVB may at all times conclusively rely upon the authority of the person from time to time designated as the City Manager with respect to all matters, instructions and authorizations required hereunder. 11. NOTICES. Notices to the CITY provided for in this AGREEMENT shall be sufficient if seat by registered or certified mail, return receipt requested, postage prepaid, to City Manager, City of Bangor, City Hall, 73 Harlow Street, Burger, Maine 04401; and notices to the CVB to he sent by registered or certified mail, return receipt requested, postage prepaid, to BANGOR CONVENTION AND VISITORS BUBEAU, 519 Main Street, Bangor, Maine 04401; or to such other respective addresses as the parties may designate to each other in writing from time to time. 12. CHANGES. The CITY may, from lime to time, request changes in me scope of their services of the CVB to be performed hereunder. Such changes, including any increase or decrease in the antotun of the CVB'S compensation, which are mutually agreed upon by and between the CITY and the CVB, shall be incorporated in written amendments to this AGREEMENT. 13. ANTLKICKBACK RULES. Salaries ofpersons performing work under this AGREEMENT shall he paid unconditionally and not less oftem than once a month without deduction or rebate on any account except only such payroll deductions as are permitted by law. The CVB shall comply with all applicable "Anti -Kickback" laws and shall insert appropriate provisions in ail subcommcts covering work under Us AGREEMENT to ensure compliance by subcontractors with such laws. 14. EQUAL EMPLOYMENT OPPORTUNITY. During the performance of this AGREEMENT, the CVB will not discriminate against any employee or applicant for employment because of race, color, religion, sex, age, handicap, or national origin. The CVB will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, age, handicap or national origin. The CVB will, in all solicitations or advertisements for employees state that all qualified applicants will receive consideration for employrnent without regard to me, color, religion, sex, age, handicap or national origin. 15. COMPLIANCE WITH LOCAL LAWS. The CVB shall comply with all applicable laws, ordinances, and codes of the State and local goveroments, and shall commit no trespass on any public or private property in performing any of the work embraced by this AGREEMENT. 16. SUBCONTRACTING. The CVB shall be fully responsible to the CITY for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by the CVB. 17. INTEREST OF MEMBER OF THE CITY. No member of the goverNag body of the CITY, and no other public official, officer, employee, or agent of the CITY shall have any personal interest, direct or indirect, in this AGREEAG:N'f. 18. INTEREST OF CVB. The CVB cavernous that it presently has no interest and shall not acquire any interest direct or indirect, which would conflict is any manner or degree with the performance of its services hereunder. The CVB fuller covenants that in the performance of this AGREEMENT no person having any such interest shall be employed. 19. ACCESS TO RECORDS. The CITY, or any of its duly authorized representatives shall have access to any books, documents, papers, and records of the CVB which are directly pertinent to this AGREEMENT for the purpose of malting audit examination, excerpts, and transcriptions. The CVB shall preserve all such records for a period of seven years. The CVB shall maintain full and coma books and records showing in detail its income and expenses; will permit the CITY and its representatives to examine said books and records and all supporting vouchers and data any time, and from time to time upon request by the CITY at the place in which such books and records are customarily kept. 20. REPORTS. The CVB shall prepare and deliver to the City Manager of the City of Bangor for distribution to the City Council of the City of Bangor, periodic reports describing the CVB activities and progress in performing the services described herein. IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT at Bangor, Maine, on the day ami year that above stated. CITY OF BANGOR BANGOR CONVENTION AND VISITORS BUREAU By: ltt Its President