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Home My WebLink AboutBench Craft Company OR I " .~ r.' ..~ J JuJ/~'~ÎQ AGREEMENT THIS AGREEMENT made and entered into this l day of April, 2004, by and between the CITY OF AUBURN, a municipal corporation of the State of Washington, hereinafter referred to as "CITY," and BENCH CRAFT COMPANY, with its principal place of business at 1543 SW Alder, Portland, Oregon, hereinafter referred to as 'CONTRACTOR,' regarding the Auburn Golf Course, located at 29630 SE Green River Road, Auburn, Washington, hereinafter referred to as "GOLF COURSE." This agreement is made with reference to the following recitals: A. CITY is the owner and operator of the GOLF COURSE, which is situated in the City of Auburn, Washington, on land owned by the CITY. B. CONTRACTOR is engaged in the business of selling advertising to be placed on custom-designed tee markers upon said golf course. C. CITY is willing, on the terms and conditions which follow, to permit the placement of CONTRACTOR'S tee markers at the GOLF COURSE. NOW, THEREFORE, the parties hereto agree as follows: Section 1. CONTRACTOR shall place eighteen (18) new custom designed tee markers, per style TMGN Cape Cod Gray, at tees and other locations on the GOLF COURSE as directed by the CITY. Said tee markers shall contain the hole number, par, yardage, handicap, and overhead view of the hole whether the tee marker is to be placed. New tee markers will be in place by June 1, 2004. AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 1 of8 Section 2. CONTRACTOR agrees to pay the CITY a one time signing bonus of Three Thousand Dollars and No Cents ($3,000.00) upon signature. Section 3. CONTRACTOR shall have the exclusive right to obtain sponsors or advertisers for each tee marker and to receive all proceeds from sponsors or advertisers CONTRACTOR secures. The Sponsor's advertisement on tee marker shall not exceed the size of 1.5 square feet. Section 4. CONTRACTOR shall be solely responsible for all costs of shipment of the tee markers to CITY. Section 5. CONTRACTOR, at its sole cost and expense, shall promptly repair and/or replace any tee markers which become defaced or damaged during the term of this Agreement; provided that such repair or replacement will be completed approximately thirty (30) working days from notice. Section 6. CITY acknowledges that tee markers shall be provided on the basis that advertising is commercially available. Section 7. CONTRACTOR may replace the design or style of the tee markers upon receipt of prior written consent from CITY. Section 8. CITY shall have the final right of approval of any or all sponsors and/or advertisers. The CITY will not approve tobacco or alcohol related businesses or products. AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 2 of8 Section 9. CITY agrees to complete golf course layout forms provided by CONTRACTOR, providing hole layout, par, yardage, and handicap information, within 20 days of receipt of request. Section 10. Since other advertising being sold in conjunction with the golf course affects CONTRACTOR'S decision to enter into this Agreement and the CONTRACTOR'S ability to perform same, CITY agrees that, unless already existing, no other forms of advertising will appear outside the clubhouse at the golf course other than temporary tournament sponsor signs. Section 11. CITY shall not place any additional signs, posters, or hardware on the tee markers that could interfere with the function of the tee markers. In the event any tee marker is defaced or damaged as a result of unauthorized placement of any additional objects or writing upon any tee marker, CITY shall notify CONTRACTOR, in writing, of such defacement or damage and the need for maintenance or replacement. If such damage is caused by unauthorized placement of additional objects by GOLF COURSE, CITY will be responsible for costs of necessary repairs or replacement and will reimburse CONTRACTOR within thirty (30) days of request. Section 12. CITY may use said tee markers for the term of this Agreement at no cost to CITY; but, CITY shall not be responsible nor bear any obligation for art design, production material, advertising content, AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 3 of8 landscape photography, marketing production, defacement or damage, or cost associated thereto. Section 13. This Agreement shall commence on May 1,2004, and continue thereafter for five (5) years, and may be renewed for an additional five (5) year period upon mutual agreement by the CITY and CONTRACTOR six (6) months prior to the expiration of this contract. Any notices required or permitted under this Agreement may be personally served on the other party by the party giving notice or may be served by certified mail, return receipt requested, to the following addresses: CITY: Parks and Recreation Department Attn: Daryl Faber, Director 910 Ninth Street Southeast Auburn, WA 98002 Telephone: 253-931-3043 CONTRACTOR: Transportation Media, Inc. d.b.a. Bench Craft Company P. O. Box 6343 Portland, OR 97228 Section 14. CITY shall not reproduce and/or simulate any of CONTRACTOR'S tee markers, course information, or advertising signs. Section 15. In consideration for the use by CITY of CONTRACTOR'S tee markers, CITY hereby permits CONTRACTOR, for the term of this agreement, to place appropriate tee markers at locations upon the Auburn AGREEMENT - BENCH CRAFT COMPANY April 7, 2004 Page 4 of8 Municipal Golf Course as determined by CITY'S Director of Parks and Recreation. Section 16. CONTRACTOR shall indemnify and hold harmless CITY, its officers, agents, and employees from and against any and all liabilities, losses, claims, demands, actions, or costs; including all costs of defense thereof, arising from, or in any manner connected directly with the design, advertising content, marketing, or placement (if determined by CONTRACTOR) of said tee markers. Section 17. CONTRACTOR, in the performance of the services to be provided herein, shall comply with all statutes, State or Federal, and all ordinances, rules, and regulations of the City of Auburn whether now in force or subsequently enacted, other than those that would nullify this Agreement. Section 18. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners or joint-ventures with one another. CONTRACTOR is not an employee of CITY and is not entitled to any of the rights, benefits or privileges of CITY employees, including but not limited to medical, unemployment, or Workers' Compensation Insurance. Section 19. Neither CITY nor its officers, agents, or employees shall have any control over the conduct of CONTRACTOR, except as herein set forth and CONTRACTOR expressly agrees not to represent that CONTRACTOR is in any manner an agent, servant, or employee of CITY, AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 5 of8 and that CONTRACTOR'S obligations to CITY are solely such as are prescribed by this Agreement. Section 20. CITY agrees to provide CONTRACTOR and/or its agents access for CONTRACTOR'S vehicle (or use of an appropriate vehicle) for posting of signs and/or maintenance of tee markers. Section 21. In the event suit or action instituted to enforce this contract or any of its provisions, prevailing party shall be entitled to recover reasonable attorney fees and costs in all courts at trial and appeal. Section 22. This Agreement is complete in itself. It contains all of the terms of the Agreement and neither party will rely on any verbal representations, either expressly or implied, not contained or specifically stated herein. This Agreement shall not be modified except by written agreement signed by Bench Craft Company and the undersigned CITY. Section 23. This agreement shall be binding upon the heirs, successors, and assigns of both parties. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed on the day and year first written above. DATED this l day of April, 2004. ---- L => PETER B. LEWIS MAYOR AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 6 of8 BENCH CRAFT COMPANY BY: L-- r~f/'d~ TITLE: ATTEST: ~~J DahfeHe Daskam. City Clerk for the City of Auburn APPROVED AS TO FORM: AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 7 of8 STATE OF [({'1''v'-. ~ ss COUNTY OF l{{<~))~)1~~'{\ ) On this n t: day ofQ;~f.111 ~y{/ , 2004, before me, the undersigned, a (\('¿t~~:\ and for the State of \^..fashiffgton, personally appeared , to me known to be the P1.{)i rf î-vr of Notary Public in 1JY~LtCì Cub b BENCH CRAFT COMPANY, the corporation who executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she is authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the date hereinabove set forth. CIA1. _ IELLY GRDVEI NOTARY PUBUC..()REGON CQMt4SSION NO. 358954 tMCØJMSS~ EXPIRES JJNE 24, 2006 ' J/21 --- '~~Q ! / NOTARY1'UBLlC in and for the State of Oró,. rV\ , residing at J3»)S S¡,J Ft~v~ '~~¡~.'VY fJ ~"'v'GVhY\. DI'-- 17æ--;) My commission expires t,¿,.¿ L'f-{JI¿? AGREEMENT-BENCH CRAFT COMPANY April 7, 2004 Page 8 of8