19-143.00 CSL: Sports Tourism Opportunities Contract No. 19-143
AGREEMENT FOR SERVICES
Conventions Sports& Leisure International,LLC
THIS AGREEMENT is between the City of Spokane Valley, a code City of the State of
Washington, hereinafter ("City") and Conventions Sports & Leisure International, LLC, hereinafter
("Consultant-) individual a"Party"and jointly referred to as"Parties"
IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows:
I Work to Be Performed. Consultant shall provide all labor. services, and material to satisfactorily
complete the Scope of Services, attached as Exhibit A.
A. Administration. The City Manager or designee shall administer and be the primary contact for
Consultant. Prior to commencement of work, Consultant shall contact the City Manager or
designee to review the Scope of Services,schedule,and date of completion. Upon notice from the
City Manager or designee, Consultant shall commence work, perform the requested tasks in the
Scope of Services,stop work,and promptly cure any failure in performance under this Agreement.
B. Representations. City has relied upon the qualifications of Consultant in entering into this
Agreement. By execution of this Agreement, Consultant represents it possesses the ability, skill,
and resources necessary to perform the work and is familiar with all current laws, rules, and
regulations which reasonably relate to the Scope of Services. No substitutions of agreed-upon
personnel shall be made without the prior written consent of City.
Consultant represents that the compensation as stated in paragraph 3 is adequate and sufficient for
the timely provision of all professional services required to complete the Scope of Services under
this Agreement.
Consultant shall be responsible for the technical accuracy of its services and documents resulting
therefrom,and City shall not be responsible for discovering deficiencies therein Consultant shall
correct such deficiencies without additional compensation except to the extent such action is
directly attributable to deficiencies in City-fumished information.
Consultant is entitled to assume,without independent verification,the accuracy of all information
and data that the City provides to Consultant. Consultant will use information and data furnished
by others if Consultant in good faith believes such information and data to be reliable Consultant
shall he providing advice and recommendations to the City; however, all decisions in connection
with the implementation of such advice and recommendations shall be the City's responsibility.
Consultant shall have no responsibility for any assumptions provided by the City, which shall be
the City's responsibility. The reports may include estimates of annual operating results based upon
courses of action that the City expects to take prior to and during the period under analysis The
City is responsible for representations about its plans and expectations, and for the disclosure of
significant information that might affect the estimated results.
Any findings and recommendations presented as a part of this Agreement will reflect the analysis
of primary and secondary information provided by City and other involved parties. As any
projected information provided as a part of this Agreement will he based on various trends and
Agreement for Sen ices(without protessional habdrty emerage) Page 10'11
Contract No. 19-143
assumptions,there will be differences between the information presented and actual results because
events and circumstances frequently do not occur as expected and those differences may be
material.
Due to the inherent uncertainly involved with predicting future events and local/industry
conditions, Consultant makes no representations or warranties as to the findings or
recommendations contained within any of its analysis, including any estimates.
C.Standard of Care. Consultant shall exercise the degree of skill and diligence normally employed
by professional consultants engaged in the same profession, and performing the same or similar
services at the time such services are performed.
D Modifications. City may modify this Agreement and order changes in the work whenever
necessary or advisable following written notice to Consultant. Consultant will accept modifications
when ordered in writing by the City Manager or designee,so long as the additional work is within
the scope of Consultant's area of practice Compensation for such modifications or changes shall
be as mutually agreed between the Parties. Consultant shall make such revisions in the work as are
necessary to correct errors or omissions appearing therein when required to do so by City without
additional compensation.
2.Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in
effect until completion of all contractual requirements have been met as determined by City. Consultant
shall complete its work by December 6,2019, unless the time for performance is extended in writing by the
Parties.
Either Party may terminate this Agreement for material breach after providing the other Party with at least
10 days' prior notice and an opportunity to cure the breach. City may,in addition,terminate this Agreement
for any reason by 10 days' written notice to Consultant. In the event of termination without breach, City
shall pay Consultant for all work previously authorized and satisfactorily performed prior to the termination
date.
3. Compensation. City agrees to pay Consultant$25,000 (which includes Washington State Sales Tax if
any is applicable)as full compensation for everything done under this Agreement,as set forth in Exhibit B.
Consultant shall not perform any extra, further, or additional services for which it will request additional
compensation from City without a prior written agreement for such services and payment therefore.
4. Payment. Consultant shall be paid monthly upon presentation of an invoice to City. Applications for
payment shall be sent to the City Finance Department at the below-stated address.
City reserves the right to withhold payment under this Agreement for that portion of the work(if any)which
is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the
Scope of Services, City standards,City Code, and federal or state standards.
5 Notice. Notices other than applications for payment shall be given in writing as follows:
TO THE CITY TO THE CONSULTANT:
Name Christine Bainbridge, City Clerk Name: Joel Feldman
Phone: (509)720-5000 Phone.612-294-2006
Agreement fur Services(without professional Irabdrp Cu'erage) Page 2 of I I
Contract No. 19-143
Address: 10210 East Sprague Avenue Address: 520 Nicollet Mall, Suite 520
Spokane Valley, WA 99206 Minneapolis,MN 55402
With a Copy to:
Conventions Sports,and Leisure International
61 Broadway, Suite 2400
New York,NY 10006
Attention: Chief Legal Officer
6. Applicable Laws and Standards. The Parties, in the performance of this Agreement,agree to comply
with all applicable federal, state, and local laws and regulations. Consultant warrants that its designs,
construction documents, and services shall conform to all federal,state, and local statutes and regulations
7. Certification Regarding Debarment, Suspension, and Other Responsibility Matters — Primary
Covered Transactions
A By executing this Agreement, the Consultant certifies to the best of its knowledge and belief
that it and its principals:
I. Are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from covered transactions by any federal department or
agency;
2. Have not within a three-year period preceding this proposal been convicted of
or had a civil judgment rendered against them for commission of fraud or a criminal offense
in connection with obtaining, attempting to obtain, or performing a public (federal, state,
or local) transaction or contract under a public transaction; violation of federal or state
antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements,or receiving stolen property;
3. Are not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (federal, state, or local) with commission of any of the offenses
enumerated in paragraph(A)(2)of this certification;and
4. Have not within a three-year period preceding this application/proposal had one
or more public transactions(federal,state, or local)terminated for cause or default
B. Where the prospective primary participant is unable to certify to any of the statements in this
certification, such prospective participant shall attach an explanation to this Agreement.
8. Relationship of the Parties. It is understood and agreed that Consultant shall be an independent
contractor and not the agent or employee of City, that City is interested in only the results to be achieved,
and that the right to control the particular manner,method, and means in which the services are performed
is solely within the discretion of Consultant. Any and all employees who provide services to City under
this Agreement shall be deemed employees solely of Consultant. The Consultant shall be solely responsible
for the conduct and actions of all its employees under this Agreement and any liability that may attach
thereto.
9 Ownership of Documents. All drawings, plans, specifications, and other related documents prepared
by Consultant under this Agreement are and shall be the property of City,and may be subject to disclosure
Agreement for Services(without professional liability coverage) Page 3 of I I
Contract No. 19-143
pursuant to chapter 42.56 RCW or other applicable public record laws. The written, graphic, mapped.
photographic, or visual documents prepared by Consultant under this Agreement shall, unless otherwise
provided, be deemed the property of City City shall be permitted to retain these documents, including
reproducible camera-ready originals of reports,reproduction quality myl ars of maps,and copies in the form
of computer files, for the City's use. City shall have unrestricted authority to publish,disclose,distribute,
and otherwise use,in whole or in part,any reports,data,drawings, images.or other material prepared under
this Agreement. provided that Consultant shall have no liability for the use of Consultant's work product
outside of the scope of its intended purpose
Any reports prepared by Consultant are valid only when presented in their entirety and only for the purpose
stated therein. It is expressly understood that: (a) Consultant's reports, suggestions, analyses and
conclusions,if any, do not,in whole or in part,constitute a fairness or solvency opinion and(b)Consultant
will not perform any review, audit or other attestation procedures with respect to financial information as
defined by the American Institute of Certified Public Accountants and will not issue any opinion,report or
other form of assurance with respect to any financial information. There will usually be differences between
the estimated and actual results because events and circumstances frequently do not occur as expected,and
those differences may be material. Should the City have any reservations with regard to the estimates, we
will discuss them with the City before the report is issued. Any partially completed work products and
drafts presented to the City are for internal use only.
Notwithstanding anything to the contrary in the foregoing, to the extent that Consultant utilizes any of its
property (including, without limitation, proprietary databases, proprietary information, any hardware or
software) in connection with its services, such property shall remain the property of Consultant, and the
City shall not acquire any right or interest in such property. Consultant shall have ownership (including,
without limitation, copyright ownership) and all rights to use and disclose its ideas, concepts, know-how,
methods, techniques, processes and skills, and adaptations thereof (including, without limitation,
generalized features of the sequence, structure and organization of any works of authorship) in conducting
its business, and the City shall not assert or cause to be asserted against Consultant or its personnel any
prohibition or restraint from so doing.
10.Records. The City or State Auditor or any of their representatives shall have full access to and the right
to examine during normal business hours all of Consultant's records with respect to all matters covered in
this Agreement, following prior written notice of no less than 30 days or as much reasonable time as
possible if 30 days prior written notice cannot be given. Such representatives, at the City's sole cost and
expense,shall be permitted to audit,examine, make excerpts or transcripts from such records,and to make
audits of all contracts, invoices,materials,payrolls, and record of matters covered by this Agreement for a
period of three years from the date final payment is made hereunder.
11 Insurance. Consultant shall procure and maintain for the duration of the Agreement,insurance against
claims for injuries to persons or damage to property which may arise from or in connection with the
performance of the work hereunder by Consultant,its agents.representatives,employees,or subcontractors.
A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below•
1 Automobile liability insurance covering all owned, non-owned, hired, and leased
vehicles. Coverage shall be written on Insurance Services Office(ISO)form CA 00 01 or
a substitute form providing equivalent liability coverage
2.Commercial general liability insurance shall be at least as broad as ISO occurrence form
Agreement for Sen ices(without professional liability coverage) Page 4 of I I
Contract No. 19-143
CG 00 01 and shall cover liability arising from premises,operations, stop-gap independent
contractors and personal injury, and advertising injury. City shall be named as an
additional insured under Consultant's commercial general liability insurance policy with
respect to the work performed for the City using an additional insured endorsement at least
as broad as ISO CG 20 26.
3 Workers' compensation coverage as required by the industrial insurance laws of the
State of Washington.
B Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits:
I.Automobile liability insurance with a minimum combined single limit for bodily injury
and property damage of no less than$1,000,000 per accident.
2 Commercial general liability insurance shall be written with limits no less than
$1,000,000 for each occurrence,and $2,000,000 for general aggregate.
C.Other Insurance Provisions. The policies are to contain,or be endorsed to contain,the following
provisions for automobile liability and commercial general liability insurance
I. Consultant's insurance coverage shall be primary insurance with respect to the City.
Any insurance, self-insurance, or insurance pool coverage maintained by City shall be in
excess of Consultant's insurance and shall not contribute with it.
2 Consultant shall fax or send electronically in.pdf format a copy of insurer's cancellation
notice within two business days of receipt by Consultant
3 Failure on the part of Consultant to maintain the insurance as required shall constitute a
material breach of the Agreement, upon which the City may, after giving at least five
business days' notice to Consultant to correct the breach, immediately terminate the
Agreement, or al its sole discretion, procure or renew such insurance and pay any and all
premiums in connection therewith, with any sums so expended to be repaid to City on
demand, or at the sole discretion of the City, offset against funds due Consultant from the
City.
D.Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.Best rating
of not less than A:VII.
E. Evidence of Coverage As evidence of the insurance coverages required by this Agreement,
Consultant shall furnish acceptable insurance certificates to the City Clerk at the time Consultant
returns the signed Agreement, which shall be Exhibit C. The certificate shall specify all of the
parties who are additional insureds. and shall include applicable policy endorsements, and the
deduction or retention level. Insuring companies or entities are subject to City acceptance.
Consultant shall be financially responsible for all pertinent deductibles, self-insured retentions,
and/or self-insurance. Consultant will provide applicable portions of the insurance policy if
litigation arises out of covered claims.
12. Indemnification and Hold Harmless. Consultant shall, at its sole expense, defend, indemnify, and
hold harmless City and its officers,agents.and employees, from any and all claims,actions, suits,liability,
Agreement tor Services(without professional liability coverage) Page 5 of II
Contract No. 19-143
loss, costs, attorney's fees, costs of litigation, expenses, injuries, and damages of any nature whatsoever
relating to or arising out of the wrongful or negligent acts, errors,or omissions in the services provided by
Consultant, Consultant's agents, subcontractors, subconsultants, and employees to the fullest extent
permitted by law, subject only to the limitations provided below
Consultant's duty to defend, indemnify, and hold City harmless shall not apply to liability for damages
arising out of such services caused by or resulting from the sole negligence or willful misconduct of City
or City's agents or employees pursuant to RCW 4.24.115.
Consultants duty to defend, indemnify,and hold City harmless against liability for damages arising out of
such services caused by the concurrent negligence or willful misconduct of(a) City or City's agents or
employees, and (b) Consultant, Consultants agents, subcontractors, subconsultants and employees, shall
apply only to the extent of the negligence of Consultant. Consultants agents, subcontractors,
subconsultants,and employees.
Consultant's duty to defend, indemnify, and hold City harmless shall include, as to all claims, demands,
losses, and liability to which it applies. City's personnel-related costs, reasonable attorneys' fees, the
reasonable value of any services rendered by the office of the City Attorney,outside consultant costs,court
costs,fees for collection,and all other claim-related expenses.
Consultant specifically and expressly waives any immunity that may be granted it under the Washington
State Industrial Insurance Act, Title 51 RCW. These indemnification obligations shall not be limited in
any way by any limitation on the amount or type of damages,compensation,or benefits payable to or for
any third party under workers' compensation acts, disability benefit acts, or other employee benefits acts.
Provided, that Consultant's waiver of immunity under this provision extends only to claims against
Consultant by City, and does not include, or extend to, any claims by Consultant's employees directly
against Consultant.
Consultant hereby certifies that this indemnification provision was mutually negotiated
Except for any of its indemnification obligations herein, Consultant, its members, principals, directors,
officers, employees, parent company and affiliates shall not be liable to the City for any losses, damages,
claims,liabilities,costs,or expenses in any way arising out of or relating to this Agreement for an aggregate
amount in excess of the Fees paid by the City to Consultant for its services In no event shall Consultant,
its members, principals,or employees be liable for consequential,special, indirect, incidental, punitive, or
exemplary loss,damage,cost,or expense(including,without limitation, lost profits and opportunity costs).
The provisions of this section shall apply regardless of the form of action,whether in contract,statute,tort
(including, without limitation, negligence), or otherwise, and shall survive the completion or termination
of this Agreement.
13 Waiver, No officer,employee,agent,or other individual acting on behalf of either Party has the power,
right,or authority to waive any of the conditions or provisions of this Agreement. A waiver in one instance
shall not be held to be a waiver of any other subsequent breach or nonperformance. All remedies afforded
in this Agreement or by law shall be taken and construed as cumulative and in addition to every other
remedy provided herein or by law Failure of either Party to enforce at any time any of the provisions of
this Agreement or to require at any time performance by the other Party of any provision hereof shall in no
way be construed to be a waiver of such provisions nor shall it affect the validity of this Agreement or any
part thereof
Agreement for Services(without pm&wional liability coverage) Page 6 of 11
Contract No. 19-143
14. Assignment and Delegation. Neither Party may assign, transfer, or delegate any or all of the
responsibilities of this Agreement or the benefits received hereunder without prior written consent of the
other Party.
15 Subcontracts. Except as otherwise provided herein, Consultant shall not enter into subcontracts for
any of the work contemplated under this Agreement without obtaining prior written approval of City.
16. Confidentiality. Consultant may,from time-to-time, leceive information which is deemed by City to
be confidential. Consultant shall not disclose such information without the prior express written consent
of City or upon order of a court of competent jurisdiction.
17 Jurisdiction and Venue. This Agreement is entered into in Spokane County. Washington. Disputes
between City and Consultant shall be resolved in the Superior Court of the State of Washington in Spokane
County. Notwithstanding the foregoing, Consultant agrees that it may, at City's request, be joined as a
party in any arbitration proceeding between City and any third party that includes a claim or claims that
arise out of, or that are related to Consultants services under this Agreement. Consultant further agrees
that the Arbitrator(s)' decision therein shall be final and binding on Consultant and that judgment may be
entered upon it in any court having jurisdiction thereof
18. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out of this
Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness fees)
19. Entire Agreement. This written Agreement constitutes the entire and complete agreement between
the Parties and supersedes any prior oral or written agreements. This Agreement may not be changed,
modified, or altered except in writing signed by the Parties hereto
20.Anti-kickback. No officer or employee of City, having the power or duty to perform an official actor
action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited,
accepted,of granted a present or future gift,favor,service, or other thing of value from any person with an
interest in this Agreement
21 Business Registration. Prior to commencement of work under this Agreement, Consultant shall
register with the City as a business if it has not already done so.
22. Severability. If any section, sentence, clause,or phrase of this Agreement should be held to be invalid
for any reason by a court of competent jurisdiction,such invalidity shall not affect the validity of any other
section,sentence,clause. or phrase of this Agreement
23. Exhibits. Exhibits attached and incorporated into this Agreement are:
A. Scope of Services
B. Fee proposal
C Insurance Certificates
D.Assurance of compliance with applicable federal�alTlaw 1. 1
The Parties have executed this Agreement this 2.1 ay of OcioLa-' 20(1
CITY OF SPOKANE VALLEY Consultant: Conventions Sports,and Leisure
Agreement for Services(without professional liability coverage) Page 7 of II
Contract No. 19-143
International, LLC
g CUL GS
Mark Calhoun,City Manager By:
Its: Authorized Representative
ATT ` :
r (!
Christine Bainbridge,City Clerk
APPROV AS TO FORM:
1.
Office of; e ay Attorney
Agreement for Services(without professional liability cooerage) Page X of 11
Contract No. 19-143
Exhibit D—Assurance of Compliance with Applicable Federal Law
During the performance of this Agreement,the Consultant, for itself, its assignees,and successors in
interest(hereinafter referred to as the "Consultant')agrees as follows:
I Compliance with Regulations:The Consultant shall comply with the federal laws set forth in Section 7
of this Exhibit ("Acts and the Regulations") relative to non-discrimination in federally-assisted programs
of the U.S. Department of Transportation, Washington State Department of Transportation (WSDOT), as
they may be amended from time-to-time, which are herein incorporated by reference and made a part of
this Agreement
2 Non-discrimination The Consultant, with regard to the work performed by it during this Agreement
shall not discriminate on the grounds of race, color, or national origin in the selection and retention of
subcontractors, including procurements of materials and leases of equipment. The Consultant shall not
participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations,including
employment practices when the contract covers any activity, project, or program set forth in Appendix B
of 49 CFR Part 21.
3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all
solicitations,either by competitive bidding,or negotiation made by the Consultant for work to be performed
under a subcontract, including procurements of materials, or leases of equipment, each potential
subcontractor or supplier shall be notified by the Consultant of the Consultant's obligations under this
Agreement and the Acts and the Regulations relative to non-discrimination on the grounds of race, color,
or national origin.
4. Information and Reports: The Consultant shall provide all information and reports required by the
Acts,the Regulations, and directives issued pursuant thereto,and shall permit access to its books, records,
accounts, other sources of information,and its facilities as may be determined by the City or the WSDOT
to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any
information required of Consultant is in the exclusive possession of another who fails or refuses to furnish
the information,the Consultant shall so certify to the City or the WSDOT,as appropriate,and shall set forth
what efforts it has made to obtain the information.
5. Sanctions for Noncompliance: In the event of a Consultant's noncompliance with the
non-discrimination provisions of this Agreement,the City will impose such contract sanctions as it or the
WSDOT may determine to be appropriate,including, but not limited to:
a. withholding payments to the Consultant under the Agreement until the Consultant complies; and/or
b cancelling,terminating,or suspending the Agreement. in whole or in part.
6 Incorporation of Provisions: The Consultant shall include the provisions of paragraphs one through six
of this Exhibit in every subcontract, including procurements of materials and leases of equipment, unless
exempt by the Acts,the Regulations and directives issued pursuant thereto.The Consultant shall take action
with respect to any subcontract or procurement as the City or the WSDOT may direct as a means of
enforcing such provisions, including sanctions for noncompliance. Provided, that if the Consultant
becomes involved in, or is threatened with litigation by a subcontractor or supplier because of such
direction, the Consultant may request that the City enter into any litigation to protect the interests of the
City. In addition, the Consultant may request the United States to enter into the litigation to protect the
interests of the United States
Agreement for Services(x ithout professional liability cm erage) Page 9 of 11
Contract No. 19-143
7.Pertinent Non-Discrimination Authorities During the performance of this Agreement,the Consultant
agrees to comply with the following non-discrimination statutes and authorities; including but not limited
to:
Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.. 78 stat. 252), (prohibits
discrimination on the basis of race,color, national origin),and 49 CFR Part 21;
The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C.
§4601). (prohibits unfair treatment of persons displaced or whose property has been acquired because
of Federal or Federal-aid programs and projects),
Federal-Aid Highway Act of 1973, (23 U.S.C. §324 et seq.), (prohibits discrimination on the basis of
sex);
Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. §794 et seq.), as amended, (prohibits
discrimination on the basis of disability); and 49 CFR Part 27.
The Age Discrimination Act of 1975,as amended,(42 U.S.C. §6101 et.seq ),(prohibits discrimination
on the basis of age);
Airport and Airway Improvement Act of 1982,(49 USC §471, Section 47123),as amended.(prohibits
discrimination based on race, creed,color,national origin,or sex);
The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and
applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and
Section 504 of the Rehabilitation Act of 1973. by expanding the definition of the terms "programs or
activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and
contractors,whether such programs or activities are Federally funded or not),
Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of
disability in the operation of public entities,public and private transportation systems,places of public
accommodation,and certain testing entities(42 U.S C §§12131-12189)as implemented by Department
of Transportation regulations at 49 C F.R. parts 37 and 38;
The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. §47123) (prohibits
discrimination on the basis of race,color, national origin, and sex),
Executive Order 12898,Federal Actions to Address Environmental Justice in Minority Populations and
Low-Income Populations. which ensures Non-discrimination against minority populations by
discouraging programs,policies, and activities with disproportionately high and adverse human health
or environmental effects on minority and low-income populations;
Executive Order 13166. Improving Access to Services for Persons with Limited English Proficiency,
and resulting agency guidance, national origin discrimination includes discrimination because of
Limited English proficiency(LEP).To ensure compliance with Title VI,you must take reasonable steps
to ensure that LEP persons have meaningful access to your programs(70 Fed Reg at 74087 to 74100):
and
Agreement for Services(x shout professional Iiabdit coverage) Page 10of II
Contract No. 19-143
Title IX of the Education Amendments of 1972,as amended, which prohibits you from discriminating
because of sex in education programs or activities(20 U.S.C. §168I et seq.).
Agreement for Services In ithnut professional babdit} coverage) Page I I of 1 t
CONVENTIONS
CSL
LEISURE I
September 25, 2019
Mr. Chaz Bates
Senior Planner
City of Spokane Valley
10210 E.Sprague Avenue
Spokane Valley,Washington 99206
Dear Mr. Bates.
It was a pleasure talking with you regarding your interest in conducting a feasibility ana lysis for new outdoor
sports facilities in Spokane Valley. The purpose of this letter is to outline a potential scope of work and
associated fees related to a study that we could undertake at your request. We are excited about the
potential opportunity to assist you and other stakeholders with these evaluation and planning issues.
PROPOSED SCOPE OF WORK
It is understood that the Client desires assistance in evaluating the viability of potential new sites and
updating economic impact and cost/benefit estimates for a proposed new amateur sports complex in
Spokane Valley. The assistance to be performed under this agreement will build on the research,analysis
and conclusions associated with a feasibility study of a new amateur sports complex performed by CSL for
the Spokane County Parks, Recreation and Golf Department in 2016.
For this limited engagement, CSL will
1. Spokane Valley Economic, Demographic and Destination Analysis-The purpose of this task is to
update our analysis of local market characteristics, with a greater emphasis and focus on the
Spokane Valley community We will review our analysis of existing and potential new sports
tourism and amateur sports facility infrastructure with updated data, documentation and
resources, historical event and financial operations among existing sports tourism and amateur
sports facilities, facility/site plans, land/building acquisition cost estimates, Lease agreements for
potential sports organizations/tenants and other such information This analysis will help form the
basis for evaluation of future incremental demand that a new outdoor sports complex could
accommodate.
2 Competitive Facility and Destination Analysis-In this step,we will update our analysis of the sports
tourism and amateur sports facilities/complexes throughout western Washington and the greater
regional area to determine the Level of competition within the marketplace and identify areas of
potential need. We will analyze changes in the inventory of existing and planned local and regional
competitive facilities to assess the relation, interaction and impact, if any, they may have on the
demand for sports tourism and amateur sports facilities in Spokane Valley This analysis will also
explore reasons for financial success and difficulties at the identified facilities.
Convention;Sports&Leisure International
520 Nico/et Mall•Suite 520•Minneapol/s,MN 55402• Telephone 612.2912000•Facsimile 612294.2045
Mr. Chaz Bates
Page 2 of 3
September 25, 2019
3. Market Outreach, Interviews and Surveys - Building on the survey outreach from our previous
study,we will connect/reconnect via telephone and/or online survey mechanisms with a sample of
potential new users of a new outdoor sports complex in Spokane Valley from a local,state,regional
and national perspective. To the extent possible, surveys will leverage responses received from
our original outreach process, updating results based on new development scenario options in
Spokane Valley and changes in demand among user groups. Additionally, we will reach out to
potential user groups that were not part of the original outreach process and incorporate their
responses as appropriate Survey results will be analyzed to provide summaries of likelihood of
utilizing new outdoor sports complex space in Spokane Valley under each of the identified
development scenarios, reasons for not choosing Spokane Valley and/or the new development
scenarios, other physical characteristic needs, other infrastructure needs (eg , concessions,
restrooms, warm-up space, etc.!, Length of event, projected attendance levels, perceptions of
Spokane Valley and other related information
4. Market Supportable Facility Program Analysis-Within this step we will analyze the ability of the
two identified development scenarios in Spokane Valley to accommodate identified demand. We
wilt develop analyses of strengths, weaknesses and challenges associated with each potential
scenario. Further, should any outlined facilities or complementary infrastructure be deemed
inadequate to accommodate the identified demand for a new outdoor sports complex in Spokane
Valley,we will present recommendations for updating the scenarios.
5 Usage, Participation and Attendance Estimates - We will project the anticipated usage among
local,drive-in and overnight visitors for each of the two identified development scenarios focusing
on existing and future demand from Spokane Valley-area users of recreational and amateur sports
facilities as welt as demand among sports tourism and amateur sports user groups We will assess
the potential penetration of these markets to estimate event levels, attendance Levels and other
primary characteristics by type of event/activity.
6 Financial Operations Analysis - We will update our detailed financial operating projections to
reflect the two new potential development scenarios and based on the potential event/usage mix,
projected facility usage Levels, attendance, rent and fee structures, per capita spending estimates
and other such factors. We will develop an operating budget and pro-forma financial statements
for the first few years of operations through a stabilized year of operations for each of the new
outdoor sports complex development scenarios.
7. Economic Impact and Cost/Benefit Analysis - We will update the estimated economic and fiscal
(taxi impacts associated with the operation of a new outdoor sports complex in Spokane Valley for
each of the two potential new scenarios,highlighting differences from the original projections from
our previous study. Specifically,we will develop estimates of total incremental out-of-town visitors
to the Spokane Valley area generated as a result of these facilities We will then apply appropriate
per-attendee spending estimates using industry data adjusted to the local area. The resulting
attendee spending levels will be segmented by industry and applied to economic impact
multipliers. This will be used to estimate total economic output, earnings and employment
generated as a result of a new outdoor sports complex. We will then compare and contrast these
results with the protections from our original study and between each of the potential development
scenarios.
8 Preparation of Summary Report - In this final task, we will prepare a brief summary document
outlining key findings, projections and conclusions related to the above work effort.
Mr. Chaz Bates
Page 3 of 3
September 25,2019
PROPOSED TIMING
We are prepared to commence this engagement upon receipt of notice to proceed. We would look forward
to further discussing the specific study preferences or alternatives you may have for the study. We expect
to be able to complete the scope of services outlined herein within 4 to 6 weeks, reflecting the extensive
amount of primary market research and subsequent analysis required to draw informed conclusions.
In addition, regular progress updates will be forwarded to you in-person or via conference call during the
study period. Furthermore,we anticipate completing the contracted elements in full, performing all work
as set forth in the final contract. In the event that a decision not to proceed occurs within the time frame
finally agreed upon for this engagement, we will cease our work, and bill you for time incurred on the
project at that point in time.
PROPOSED FEES
Total professional fees for any engagement will depend on the number of hours required to complete the
project and skill levels of the assigned personnel.
Total proposed professional fees and expenses associated with all tasks outlined within the proposed scope
of work will not exceed $25,000.This fee and expense figure does not assume any visits to Spokane Valley
by CSL staff. Should one or more visits be explicitly requested by you,we would bill at cost out-of-pocket
expenses incurred, plus additional hourly fees related to the requested travel. Out-of-pocket expenses,
including travel costs, postage,telephone, report preparation and reproduction will be billed separately at
cost Professional fees and out-of-pocket expenses will be billed and are payable on a monthly basis
Should additional work be required beyond the scope of services detailed herein, professional fees will be
billed on an hourly rate basis. Total professional fees for additional services will depend on the number of
hours required to complete the services and skill levels of the assigned personnel.
Upon your review of this information, please do not hesitate to contact me at 16121 294-2006 or
tfeldmanfdcslintl.com. We would look forward to the opportunity to assist you with your planning
concerning this project and could put together an engagement Letter(contract) at your request.
Sincerely.
Joel Feldman
CSL International
Client#: 1638760 LEGENHOS2
ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE(MMODPIWY)
10/11/2019
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER
IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policybes)must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on
this certificate does not confer any rights to the certificate holder In lieu of such endorsement(s)
PRODUCER COONTACT
NE
USI Insurance Services,LLC PHONE
IAF.no E.11 813321-7500 - FAX
— (A1C.No)
2502 N Rocky Point Dr Ste 400 EMAIL
ADDRESS
Tampa,FL 33607-1421 INSURER(S)AFFORDING COVERAGE NAlce
813 321-7500 INSURER A.N.,°G.salty C.m=a,,y 42552
INSURED INSURER B Emma NaMmlIrrma^=a=m"wm 10120
Conventions Sports&Leisure Farm cam,. 20346
iNSURERC P _
International,LLC ,IC 20443
INSURER° Oen.mna malty Cempaay
61 Broadway Suite 2400 ,,,y, ),,,,re„a„a,i,,, 12262
INSURERS a
New York, NY 10006 -
INSURER F
COVERAGES CERTIFICATE NUMBER REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
LTRR TYPE OF INSURANCE ADOL SUBRI POLICY EFF POLICY EXP LIMITS
INSR WVO, POLICY NUMBER IMM/DWYYYYI (MMIDDIYYYY)
A COMMERCIAL GENERAL LIABILITY 3019011100379 08/01/201906/01/2020 EACH OCCURRENCE $1,000,000
D_I CLAIMS-MADE X OCCUR PREMISES(EaEocEmnce). $
MED EXP(Any One person) S
PERSONAL&ADV INJURY $1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $2,000,000
PRO
JEST LOC PRODUCTS•COMP/OPAGG s2,000,000
_ POLICY
OTHER _ $
E AUTOMOBILE LIABILITY - 1519011100379 08/01/201906/0112020 (E OMBIIldEDNSINGLE LIMIT $1,000,000 _
X ANY AUTO BODILY INJURY(Per person) $
OWNED SCHEDULED BODILY INJURY(Per accident) $
AUTOS ONLY AUTOS --X AUTOS ONLY X NAUTOSOED (PROPERTY LDAMAGE $
I $
B UMBRELLA LIAB OCCUR SI8EX00881191 08/01/2019 06/01/2020 EACH OCCURRENCE $10,000,000
)( EXCESS LIAR X CLAIMS-MADE I AGGREGATE $10,000,000
DED X RETENnoNs10000 8_
C woRRERS COMPENSATION 79573708 06/01/2019 06/01/2020 SER ETH.
AND EMPLOYERS'LIABILITY TALULF ER
YI”
AMY ROPRIETORmARTNERJEXEGUTIVE r� EL EACH ACCIDENT $1,000,000
OFFICER/MEMBER EXCLUDED' ry X/A I
(Manda
(Mandatory In NH) EL DISEASE-EA EMPLOYEE $1,000,000
If s,desenbe under
DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY LIMIT $1,000,000
O Professional 652119428 06/18/2019 06/01/202 10,000,000
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(I CORD 101,Additional Remarks Schedule,may be attached II more apace Is required)
City of Spokane Valley are named as additional insured as it relates to general liability in accordance
with the terms and conditions of the policy.
CERTIFICATE HOLDER CANCELLATION
Cit of5 Spokane Valle SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
Y P y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
10210 East Sprague Avenue ACCORDANCE WITH THE POLICY PROVISIONS
Spokane,WA 99206
AUTHORIZED REPRESENTATIVE
I t: All Crr r'e
O 1988-2015 ACORD CORPORATION.All rights reserved
ACORD 25(2016/03) 1 of 1 The ACORD name and logo are registered marks of ACORD
9526881990/M26472972 HXMZP