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HomeMy WebLinkAbout5.1112 Original ContractPORT OF PORT ANGELES W A S H I N G T O N October 5, 2010 TRANSMITTAL TO: J Kent Myers, City of Port Angeles Manager Board of Clallam County Commissioners Steven Burkett, City of Sequim Manager Jeff Robb, Executive Director Port of Port Angeles Todd Banks, General Manager and President Kenmore Air CC: Dave Neupert, Port Counsel FROM: Doug Sandau SUBJECT: Small Community Air Service Development Grant Local Share Funding Memorandum of Understanding and Addendum A signed original "Small Community Air Service Development Grant Local Share Funding Memorandum of Understanding" plus an Addendum to same is attached for your files. 338 West First Street P.O Box 1350 Port Angeles, WA 98362 (360) 457 -8527 COMMISSIONERS Fax (360) 452-3959 John M Calhoun info @portofpa com Jim McEntire George H. Schoenfeldt EXECUTIVE DIRECTOR Jeffery K Robb Janessa Hurd W A S H I N G T O N U.S.A. City Clerk's Office August 24, 2010 To: Karen Kuznek- Reese, City Clerk From: Janessa Hurd, City Clerk Re: Small Community Air Service Development Grant Local Share Funding Memorandum of Understanding (MOU) and Addendum. The City of Sequim previously signed the MOU, however, Clallam County added an addendum when they approved and signed the MOU. The MOU and addendum have been signed and approved by the City of Port Angeles. Please approve and sign the addendum, and then forward the MOU and addendum to either the Port of Port Angeles or Kenmore Air for their approval. If you have any questions, call me at 417 -4634. Thank you. MEMORANDUM TRISH HOLDEN, CMC CLERK OF THE BOARD 4 August 2010 TO: Janessa Hurd, City Clerk RE: Small Community Air Service Development Grant Local Share Funding Memorandum of Understanding (MOU) and Addendum FILE: A14.09 Here are the originals we spoke about this afternoon. The signers on the MOU include the Cities of Sequim and Port Angeles, Clallam County, the Port of Port Angeles, and Kenmore Air. The Commissioners approved the MOU and Addendum on August 3. The City of Sequim previously signed the MOU and has not signed the addendum. Following approval by the Council and execution by the City Manager, please forward all of the originals to either the Port of Port Angeles or Kenmore Air for their approval. Call if you have any questions, x2234. sq; wau.ic oe, ASve. J:\public \Correspondence \from clerk of the board \2010 \transmit small community air svc dept grant mou.docx 4 follows: SMALL COMMUNITY AIR SERVICE DEVELOPMENT GRANT LOCAL SHARE FUNDING MEMORANDUM OF UNDERSTANDING THIS MEMORANDUM OF UNDERSTANDING is entered into this day of 2010, by and between the Port of Port Angeles, herein referred to as the "Port," the County of Clallam, herein referred to as the "County," the City of Port Angeles, the City of Sequim, and Kenmore Air Harbor, Inc., a Washington corporation, herein referred to as "Kenmore." Purnose and Scone. The purpose of this Memorandum of Understanding "MOU is to state the responsibilities of each party regarding local share funding required under the "Grant Offer and Agreement Between the U.S Department of Transportation and Port of Port Angeles, Acting for the Community of Port Angeles, Washington, under the Small Community Air Service Development Program" as accepted by the Port on March 9, 2010 (the "Grant The purpose of the Grant is to retain a marketing consultant to formulate and implement a two -year marketing plan to promote tourism and the advantages of the new consumer oriented features of the existing Kenmore Air service to Port Angeles. Unless otherwise agreed to between the Port and the DOT, the Grant will expire December 31, 2012. A copy of the summary information of the Port's Grant proposal is attached to this MOU and incorporated herein by reference. It is in the public interest for hotel /motel tax funds to be expended for tourist promotion. Pursuant to Chapter 67.28 RCW, the City of Port Angeles, the County, and the City of Sequim are authorized to expend special excise tax funds for "paying all or any part of the cost of tourism promotion," and "tourism promotion" includes activities to be performed pursuant to this agreement. Services. The funds made available by this agreement shall be used to promote tourism as Promoting to people outside Clallam County travel via air to Port Angeles. Advertising, publicizing, or otherwise distributing information about airline service for the purpose of attracting and welcoming tourists to Clallam County, Sequim, and the Port Angeles area, Kenmore will provide air service to Port Angeles through December 31, 2012; provided, however, in the event Kenmore is compelled to end service as a result of an action beyond its reasonable control, then Kenmore shall not be liable for breach of this MOU. In such event, Kenmore shall not be entitled to any reimbursement under this MOU after the date it terminates service to Port Angeles. Kenmore will work with the Port Angeles Regional Chamber of Commerce to promote air travel to the City of Port Angeles. MEMORANDUM OF UNDERSTANDING 1 OF 4 Kenmore will market Port Angeles, Sequim and other areas of Clallam County as a tourism destination. Compensation and Method of Payment. The total project cash costs of the Grant equal $400,000, which is comprised of a $360,000 federal share contributed through the U.S. Department of Transportation "DOT and a $40,000 local share allocated between the parties to this MOU as follows: During 2010, the City of Port Angeles shall reimburse amounts up to $10,000 expended to promote tourism pursuant to this MOU. Payment shall be made within 30 days after the Port presents detailed invoices to the City. The Port shall reimburse amounts up to $6,500 expended to promote tourism pursuant to this MOU. Payment shall be made within 30 days after Kenmore presents detailed invoices to the Port. In addition, the Port also agrees to contribute $20,000 of in -kind services, which include but are not limited to administering the Grant. The County shall reimburse amounts up to $10,000 expended to promote tourism pursuant to this MOU. Payment shall be made within 30 days after the Port presents detailed invoices to the County. The City of Sequim shall reimburse amounts up to $7,000 expended to promote tourism pursuant to this MOU. Payment shall be made within 30 days after the Port presents detailed invoices to the City of Sequim. One half of the compensation, up to $3,500, shall be paid during 2010 and one half of the compensation, up to $3,500, shall be paid during 2011. Kenmore shall expend $6,500 to promote tourism pursuant to this MOU. Record Keeping and Renortin2. The Port shall maintain accounts and records which accurately reflect the revenues and costs for the services provided pursuant to this MOU. These financial records and all records relating to the performance of this MOU shall be available for inspection. Each party to this MOU agrees to retain all documents relevant to this MOU and the Grant for a period of six (6) years. Upon reasonable written request, the Port shall provide proof of its compliance with its responsibilities under the Grant to the other parties to this MOU. The Port is required under the Grant to submit quarterly project reports to DOT, which include: status reports on hiring of a consultant; marketing or other promotional activities; and status of progress being made toward the purpose of the Grant. The Port is also required to submit to DOT a detailed marketing plan, including the types of media to be used, projected expenditures for each marketing component, and timeline for release of the marketing/advertising material. MEMORANDUM OF UNDERSTANDING 2 OF 4 The Port shall use its best efforts to economize on overhead expenses to the maximum extent feasible in providing the services to be performed pursuant to this MOU. Responsibilities under this MOU. The Port is responsible for the solicitation and retention of a consultant qualified to fulfill the purpose of the Grant. It is anticipated that the consultant will be paid $60,000 per year for each of the two years of the Grant. It is also anticipated that the remaining Grant funds will be used for marketing and promoting tourism. Each party agrees to designate to the other parties the contact person who is responsible for compliance with this MOU. The Port shall request reimbursement from the other parties to this MOU by a written voucher or invoice which documents the paid services for which reimbursement is requested, including the date, type of service, and provider or vendor. The Port shall be entitled to reimbursement only on invoices presented within the effective dates of this MOU and as noted in paragraphs 1 through 6 of the Compensation and Method of Payment section of this agreement. Payment shall be made to the Port within thirty (30) days of receipt of the request for reimbursement. Duration of MOU. The performance of the parties shall commence immediately and continue through the end of 2012. Breach of MOU. In the event of a party's material breach of the terms or conditions of this MOU, a 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 party's right to terminate this MOU or any other right which State law offers for breach of contract. If any party shall materially breach any of the covenants undertaken herein or any of the duties imposed upon it by this MOU, such material breach shall entitle the other parties to terminate this MOU, 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 MOU shall be deemed complete. Compliance with Laws. In administering this MOU, the Port covenants that it will comply with all applicable federal, state and local laws. Entire MOU. The parties agree that this MOU is the complete expression of the terms hereto and any oral representation or understanding not incorporated herein is excluded. Further, any modification of this MOU shall be in writing and signed by all parties. MEMORANDUM OF UNDERSTANDING 3 OF 4 IN WITNESS WHEREOF, the parties hereto caused this MOU to be executed the day and year first hereinabove written. CITY..OF PORT ANGELES /Kent Myers, Ci Attest: ssa Hurd, City Clerk Approved as to form: William E. Bloor, City A'ftorney BOARD OF 'i ALLAM COUNTY CO t!ISSIONERS Michael C. Chapman, Commissioner Attest: Ifcle/ru Trish Holden, Clerk of Approved as Mark Nich air A4, Tharinger, Comnsioner oard, CMC secuting Attorney MEMORANDUM OF UNDERSTANDING 4 OF 4 KENMORE AIR HARBOR, INC. General Manager Steven C. Burkett, City Manager Attest: l.�yL�c K7dren Kuznek -eee, MMC, ¢ity Clerk Approved as to fo Craig Ritchie, City Attorney PORT OF PORT ANGELES Jeff xecutive Director ADDENDUM TO "SMALL COMMUNITY AIR SERVICE DEVELOPMENT GRANT LOCAL SHARE FUNDING MEMORANDUM OF UNDERSTANDING" The "Small Community Air Service Development Grant Local Share Funding Memorandum of Understanding" (the "MOU is modified as to the Port, the County, the City of Port Angeles, the City of Sequim, and Kenmore in the following particular: Services. Kenmore will work with the Port Angeles Regional Chamber of Commerce and the Olympic Peninsula Visitor Bureau to promote air travel to the City of Port Angeles. All other terms and conditions of the MOU which are not modified by this Addendum shall remain in full force effect. DATED this BOARD OF CLALLAM COUNTY C MM Howard. Doh6rty, Jr., Chair v Ste j teen P. Tharinger, Commissioner Michael C. Chapman, Commissioner Attest: 1 Vka Trish Holden, CMC, Clerk of the Board 2 -7avio Mark Nichols, Deputy Prosecuting Attorney day of 2010 PORT OF PORT ANGELES Jeff R• e utive Director CITY OF PORT ANGELES J lint Myers, City M ages Attest: a Hurd, City Clerk Approved as to form: William E. Bloor, City Attorney KENMORE AIR HARBOR, INC. General Manager CITY SEQUIM Attest: Steven C. Burkett, City Manager K en Kuznek- F/eese, MMQ; City Clerk Approved as t form: Craig Ritchie, City Attorney