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CITYOF..*
AUBURN
` WASHINGTON
CITY OF AUBURN and AUBURN SYMPHONY ORCHESTRA
CONTRACT FOR TOURISM PROMOTION SERVICES
THIS CONTRACT is made and entered into on the. - day of
20 by and between the CITY OF AUBURN, a municipal corporation of the State of
Washington, hereinafter referred to as the "City," and .the AUBURN SYMPHONY ORCHESTRA,
a not-for-profit corporation organized pursuant to 26 U.S.C. 501(C)(3), hereinafter referred to as
the "Service Provider," on the following terms and conditions.
WHEREAS, the City is interested in promoting and marketing Auburn as a tourist
Destination; and
WHEREAS, there are activities located and occurring within the corporate boundaries of
the City the promotion of which would be beneficial to the City and to the residents and
businesses of the City; and
WHEREAS one source of such activities is the Auburn Symphony Orchestra, the Service
Provider, herein; and
WHEREAS, a program of advertising for such events would help to insure the success of
such activities by informing people about them encouraging people to attend and attracting
tourists to the City; and
WHEREAS, in order to advertise the City, attract visitors, and encourage tourism it would
be advantageous for the City to contract with the Service Provider for promotional services in
connection therewith.
NOW THEREFORE THE PARTIES HERETO AGREE AS FOLLOWS:
2011 Auburn Symphony Orchestra Contract
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1. SCOPE OF SERVICES BY SERVICE PROVIDER The Service Provider shall provide
tourism expansion services to the City through general support and through special
marketing programs as follows:
a. Listing the City of Auburn as the concert sponsor and including the City of
Auburn in advertisements for such events.
b. Develop brochures and pamphlets advertising the events including the City of
Auburn as the home venue of the orchestra.
c. The Service Provider shall provide the City with their invoice a report with
audience statistics, including zip code demographics of ticket buyers, and copies
of all print/media and any KING FM schedules.
d. The Service Provider shall perform a Spring Chamber Concert performance in
March 2011.
2. TERM OF CONTRACT: The Term of this Contract shall be from date of signing through
June 30, 2011.
3. COMPENSATION TO SERVICE PROVIDER: Upon receipt of a billing statement from the
service Provider detailing the performance tasks completed in advance of the payment
dates specified herein the City pay to the Service Provider as compensation for the 2011
services described above the total amount of Eighteen Thousand Seven Hundred and
Fifty Dollars ($18,750.00).
4. RECORDS INSPECTION AND AUDIT: All compensation payments shall be subject to
the adjustments for any amounts found upon audit or otherwise to have been improperly
invoiced and all records and books of accounts pertaining to any work performed under
this Contract shall be subject to inspection and audit by the City for a period of up to three
3 years from the final payment for work performed under this Contract.
5. CONTRACT ADMINISTRATION: This Contract shall be administered by Auburn Symphony
Orchestra Manager Lee Valenta on behalf of the Service Provider and by Mayor or
designee on behalf of the City. Any written notices required by terms of this Contract shall
be served or mailed to the following addressees unless changed by written notice to the
other party:
If to the City: City of Auburn, 25 West Main Street, Auburn WA 98001
If to the Service Provider: Auburn Symphony Orchestra, PO Box 2186, Auburn WA 98071
6. NOTICES: All notices or communications permitted or required to be given under this
Contract shall be in writing and shall be deemed to have been duly given if delivered in
person or deposited in the United States mail postage prepaid for mailing by certified mail
return receipt requested and addressed if to a party of this Contract to the address set forth
next to such party s signature at the end of this Contract or if to a person not a party to this
Contract to the address designated by a party to this Contract in the foregoing manner Any
party may change his or its address by giving notice in writing stating his or its new address
to any other party all pursuant to the procedure set forth in this section of the Contract.
7. INSURANCE: The Service Provider shall be responsible for maintaining during the term of
this Contract and at its sole cost and expense insurance coverages in amounts not less
than the amounts set forth herein below. The Service Provider shall furnish evidence
satisfactory to the City of all such policies During the term hereof the Service Provider shall
take out and maintain in full force and effect the following insurance policies:
a. Comprehensive general liability insurance including automobile and property
damage insuring, the City and the Service Provider against loss or liability for
damages for personal injury death or property damage arising out of or in
2011 Auburn Symphony Orchestra Contract
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paragraph or sections to which they apply As used herein where appropriate the singular
shall include the plural and vice versa and masculine feminine and neuter expressions shall
be interchangeable Interpretation or construction of this Contract shall not be affected by
any determination as to who is the drafter of this Contract this Contract having been drafted
by mutual agreement of the parties.
16. SEVERABLE PROVISIONS: Each provision of this Contract is intended to be severable If
any provision hereof is found by a court of competent jurisdiction to be illegal or invalid or
not applicable to any person or circumstance for any reason whatsoever such illegality
invalidity or non applicability shall not affect the legality or validity of the remainder of this
Contract or its applicability to other persons or circumstances.
17. ENTIRE AGREEMENT: This Contract contains the entire understanding of the parties
hereto in respect to the transactions contemplated hereby and supersedes all prior
agreements contracts and understandings between the parties with respect to such subject
matter.
18. COUNTERPARTS: This Contract may be executed in multiple counterparts each of which
shall be one and the same Contract and shall become effective when one or more
counterparts have been signed by each of the parties and delivered to the other party.
IN WITNESS WHEREOF the parties hereto have caused this Contract to be executed
effective the day and year first set forth above:
AUBURN SYMPHONY ORCHESTRA C Y OF AU
b 'akp' Jam,
1vI Peter B. Lewis, Mayor
Title:
MAR 11 2011
Date: 3 / L f ~ 1 ! Date:
ATTEST:
Danielle Daskam, City Clerk
APP=STO Dan
iel B. id, City Attorney
2011 Auburn Symphony Orchestra Contract
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connection with the performance by the Service Provider of its obligations
hereunder with minimum liability limits of $1,000,000.00 combined single limit for
personal injury death or property damage in anyone occurrence.
b. Such workmen s compensation and other similar insurance as may be required by
law.
8. INDEMNIFICATION: The Service Provider shall indemnify and hold harmless the City and
its officers agents and employees or any of them from any and all claims actions suits
liability loss costs expenses and damages of any nature whatsoever by any reason of or
arising out of the negligent act or omission of the Service Provider its officers agents
employees or any of them relating to or arising out of the performance of this Contract. If a
final judgment is rendered against the City its officers agents employees and or any of them
or jointly against the City and the Service Provider and their respective officers agents and
employees or any of them the Service Provider shall satisfy the same to the extent that
such judgment was due to the Service Provider s negligent acts or omissions.
9. RESTRICTION AGAINST ASSIGNMENT: Service Provider shall not assign this Contract or
any interest herein nor any money due or to become due hereunder without first obtaining
the written consent of the City nor shall the Service Provider subcontract any part of the
services to be performed hereunder without first obtaining the written consent of the City.
10. AMENDMENT MODIFICATION OR WAIVER: No amendment modification or waiver of any
condition provision or term of this Contract shall be valid or of any effect unless made in
writing signed by the party or parties to be bound or such party s or parties duly authorized
representative s and specifying with particularity the nature and extent of such amendment
modification or waiver Any waiver by any party of any default of the other party shall not
effect or impair any right arising from any subsequent default Nothing herein shall limit the
remedies or rights of the parties hereto . under and pursuant to this Contract.
11. TERMINATION AND SUSPENSION: Either party may terminate this Contract upon Ninety
90 days written notice to the other party It is provided however that if the Service Provider
has performed services pursuant to the Contract the Service Provider shall be
compensated for such services in accordance with the rate of compensation provided
herein.
12. PARTIES IN INTEREST: This Contract shall be binding upon and the benefits and
obligations provided for herein shall inure to and bind the parties hereto and their
respective successors and assigns provided that this section shall not be deemed to permit
any transfer or assignment otherwise prohibited by this Contract This Contract is for the
exclusive benefit of the parties hereto and it does not create a contractual relationship with
or exist for the benefit of any third party including contractors sub contractors and their
sureties.
13. COSTS TO PREVAILING PARTY: In the event of litigation or other legal action to enforce
any rights responsibilities or obligations under this Contract the prevailing parties shall be
entitled to receive its reasonable costs and attorney's fees.
14. APPLICABLE LAW: This Contract and the rights of the parties hereunder shall be governed
by the interpreted in accordance with the laws of the State of Washington and venue for
any action hereunder shall be King County State of Washington provided however that it is
agreed and understood that any applicable statute of limitation shall commence no later
than the substantial completion by the Service Provider of the services.
15. CAPTIONS HEADINGS AND TITLES: All captions headings or titles in the paragraphs or
sections of this Contract are inserted for convenience of reference only and shall not
constitute a part of this Contract or act as a limitation of the scope of the particular
2011 Auburn Symphony Orchestra Contract
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