HomeMy WebLinkAbout5.1090 Original ContractADVERTISING AGREEMENT FOR TOURISM PROMOTION
BETWEEN
CITY OF PORT ANGELES
AND
BLACKBALL TRANSPORT, INC.
THIS AGREEMENT is entered into this day of December, 2010, by and between the
City of Port Angeles, Washington, herein referred to as "City," and Blackball Transport, Inc., herein
referred to as "Blackball."
In consideration of the payments, covenants and agreements hereinafter mentioned, to be
made and performed by the parties hereto, the parties covenant and agree as follows:
1. The Agreement is made pursuant to RCW 35.21.700 for the purpose of attracting
visitors and encouraging tourism to the City of Port Angeles.
2. Services. The City desires to contract with Blackball for tourism promotion services.
For the benefit of the City, Blackball will provide to the City as follows:
For a period of three years, provide televised screens placed inside and
outside the ferry terminal in Victoria, B.C. displaying and publicizing
information about travel to Port Angeles as a great place to visit and to do
business.
Blackball agrees to provide four (4) minutes of Port Angeles promotion
during each eight (8) minutes of programing displayed. Programing shall be
displayed 24 hours each day of the year.
the content will be changed periodically.
the content, location and quality of material displayed will be approved by the
Port Angeles City Manager.
Blackball will work with the City and the Port Angeles Regional Chamber of
Commerce to promote travel to the City of Port Angeles.
3. Duration of Agreement. The performance of Blackball shall commence December
8, 2010 and continue for a period of three (3) years, terminating December 8, 2013.
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4. Compensation and Method of Payment. Total compensation to Blackball under this
Agreement shall not exceed $10,000. Blackball shall not be entitled to any reimbursement under
this Agreement after the date it terminates service to the City.
5. Independent Contractor Status. The relation created by this Agreement is that of
independent contracting entities. Blackball is not an employee of the City and is not entitled to the
benefits provided by the City to its employees. Blackball, as an independent contractor, has the
authority to control and direct the performance of the details of the services to be provided.
Blackball shall assume full responsibility for payment of all Federal, State, and local taxes or
contributions imposed or required, including, but not limited to, unemployment insurance, Social
Security, and income tax.
6. Hold Harmless and Insurance. Blackball shall protect, defend, save harmless, and
indemnify the City, its officers, agents, and employees from and against any and all claims, damages,
losses, and expenses, including reasonable attorney's fees, occurring, arising, or resulting from
supplying work, services, materials, or supplies in connection with the performance of this
Agreement. Blackball shall provide a Certificate of Insurance evidencing occurrence -based
Commercial General Liability insurance with limits of no less than $1,000,000 combined single limit
per occurrence, with the City shown as a named additional insured.
7. Breach.
In the event of either party's material breach of the terms or conditions of this
Agreement, the non breaching party reserves the right to withhold payments
or services until corrective action has been taken or completed. However, the
party shall not exercise this right until they have given written notice of such
material breach to the breaching party and ten days have passed since the
receipt of such notice. This option is in addition to and not in lieu of the
parties' right to terminate this Agreement or any other right which State law
offers for breach of agreement.
Mayor
ATTEST:
If either party shall materially breach any of the covenants undertaken herein
or any of the duties imposed upon it by this Agreement, such material breach
shall entitle the other party to terminate this Agreement, provided that the
party desiring to terminate for such cause shall give the offending party at
least twenty days written notice, specifying the particulars wherein it is
claimed that there has been a violation hereof, and if at the end of such time,
the party notified has not removed the cause of complaint, or remedied the
purported violation, then the termination of this Agreement shall be deemed
complete.
8. Non Discrimination. Blackball shall conduct its business in a manner which assures
fair, equal and non discriminatory treatment of all persons, without respect to race, creed or national
origin, and, in particular:
OF PORT ANGLES
Blackball shall maintain open hiring and employment practices and will
welcome applications for employment in all positions, from qualified
individuals who are members of minorities protected by federal equal
opportunity /affirmative action requirements; and,
Blackball shall comply with all requirements of applicable federal, state or
local laws or regulations issued pursuant thereto, relating to the establishment
of non discriminatory requirements in hiring and employment practices and
assuring the service of all persons without discrimination as to any person's
race, color, religion, sex, Vietnam era veteran's status, disabled veteran
condition, physical or mental handicap, or national origin.
9. Entire Agreement. The parties agree that this Agreement is the complete expression
of the terms hereto and any oral representation or understanding not incorporated herein is excluded.
Further, any modification of this Agreement shall be in writing and signed by both parties.
IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed the day
and year first hereinabove written.
-3-
BLACKBALL TRANSPORT, INC.
r� r
By:
Gfieral Manager
ATTEST:
14W/ I r� By:
ssa Hurd, City Clerk
APPROVED AS TO FORM:
William E. Bloor, City Attorney
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