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20-161.00 KREM Marketing Solutions: CARES Act Coronavirus Relief Fund Agreement Contract No. 20-161.00 AGREEMENT FOR SERVICES KREM Marketing Solutions CARES ACT CORONAVIRUS RELIEF FUND AGREEMENT THIS AGREEMENT is made by and between the City of Spokane Valley,a code City of the State of Washington, hereinafter "City" and KREM Marketing Solutions, hereinafter "Consultant," jointly referred to as"Parties." WHEREAS, on March 17,2020,the City of Spokane Valley City Council passed Resolution No. 20-005 declaring a public health emergency in Spokane Valley arising from the COVID-19 outbreak;and WHEREAS, Governor Inslee issued Proclamation 20-25, "Stay Home, Stay Healthy" on March 23, 2020, which prohibited all people in Washington State from leaving their homes or participating in social, spiritual, and recreational gatherings of any kind regardless of the number of participants, and all non-essential businesses in Washington State from conducting business,within the limitations therein;and WHEREAS,Governor Inslee issued Proclamation No.20-25.3 on May 4,2020,which established an initial four-phased approach to reopening Washington State;and WHEREAS, Governor Inslee issued Proclamation No. 20-25.4 on May 31,2020,which creates a transition from"Stay Home, Stay Healthy"to"Safe Start, Stay Healthy"on a County by County basis;and WHEREAS, Spokane County is currently in Phase 2 of the phased reopening plan and many businesses located in Spokane Valley are open only with a limited capacity and/or reduced operations, while some are not even allowed to be open at this time, including hospitality and tourism related businesses;and WHEREAS, disruptions to hospitality and tourism related businesses are serious, as such businesses provide an integral component of the City's economy,and provide a foundation of employment, services for the community,and revenue for cities and other public agencies to continue to provide essential services for the public welfare and benefit; and WHEREAS, the Spokane Valley City Council recognizes that one of its essential functions is to secure the health and welfare of Spokane Valley citizens;and WHEREAS,public resources are necessary to help many citizens and small businesses impacted by the COVID-19 pandemic survive;and WHEREAS,Section 601(a)of the Social Security Act,as added by section 5001 of the Coronavirus Aid,Relief,and Economic Security Act("CARES Act")(PL 116-136),established the Coronavirus Relief Fund(the "Fund")and appropriated$150 billion under Title V of the CARES Act to the Fund to be used to make payments for specified uses to States and certain local governments;and WHEREAS,the Washington State allocation of Fund resources has been designated to reimburse certain additional local governments in the state for specified expenditures through contracts administered by the State Department of Commerce("Commerce");and Agreement for Services(without professional liability coverage) Page 1 of 10 Contract No. 20-161.00 WHEREAS, the City entered into an Interagency Agreement with Commerce regarding the Fund for the period March 1, 2020 through October 31, 2020, attached hereto as Exhibit B and incorporated herein (collectively all General Terms, Special Terms and Conditions, and Attachments, the "Commerce Agreement");and WHEREAS,the City Council of the City of Spokane Valley have allocated a portion of the City's CARES Act funds for a leisure marketing campaign to draw tourists into Spokane Valley to assist hospitality and tourism-related businesses directly impacted by the COVID-19 pandemic;and WHEREAS,the City desires to contract with Consultant to provide marketing services to establish and carry out a leisure marketing campaign to draw tourists into Spokane Valley to assist hospitality and tourism-related businesses directly impacted by the COVID-19 pandemic;and WHEREAS, the City's expenditures for Consultant's services are (1) connected to and a direct result of the COVID-19 pandemic; (2)are necessary as a direct result of the COVID-19 pandemic; (3)do not fulfill a shortfall in government revenues;(4)are not funded through another budget line item,allotment, or allocation,as of March 27,2020;and(5)would not exist without the COVID-19 pandemic. IN CONSIDERATION of the terms and conditions contained herein,the Parties agree as follows: 1. Incorporation of Recitals/Exhibits. The recitals and referenced Exhibits are incorporated herein by this reference. 2. 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-furnished information. 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 Agreement for Services(without professional liability coverage) Page 2 of 10 Contract No. 20-161.00 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. 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. E. 1. Commerce Agreement. The Parties agree that Consultant shall be subject to all requirements in the Commerce Agreement applicable to recipients of CRF funding,including but not limited to any applicable nondiscrimination requirements, and Consultant agrees to comply with all such terms,including providing any documentation required by such terms and compliance and assistance in any and all audit requests related to this Agreement and the Commerce Agreement. All such terms are incorporated by reference herein. Parties agree that Consultant is not a"subrecipient"for purposes of the Commerce Agreement,unless determined so by final order or decision of an administrative hearing or other adjudicative process. 2. Federal Acknowledgement. Funds under this Agreement are made available and are subject to Section 601(a) of the Social Security Act, as amended by section 5001 of the CARES Act,and Title V and VI of the CARES Act. The Consultant agrees that any publications(written, visual, or sound) but excluding press releases, newsletters, and issue analyses, issued by the Consultant describing programs or projects funded in whole or in part with federal funds under this Agreement shall contain the following statements:"This project was supported by a grant awarded by the US Department of Treasury. Points of view in this document are those of the author and do not necessarily represent the official position or policies of the US Department of Treasury. Grant funds are administered by the Local Government Coronavirus Relief Fund through the Washington State Department of Commerce and the City of Spokane Valley." 3. 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; provided all invoices shall be provided no later than October 21,2020,and payments shall be made no later than October 31,2020. 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. 4. Compensation. A. Agreement Amount. City agrees to pay Consultant$75,000.00(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. B. Allowable Expenses. The Consultant may only be paid for services identified in the Scope of Agreement for Services(without professional liability coverage) Page 3 of 10 Contract No. 20-161.00 Services,attached as Exhibit A and incorporated by reference. The Consultant's expenditures shall be documented by submittal to the City of invoices or other written documentation. C. Unallowable Expenses. Consultant acknowledges that CARES Act funds cannot be used for the following expenses: payroll, salary,employee or owner compensation, capitalized equipment, travel, office equipment, and computer software, except as necessary for administration of this Agreement. 5. Payment. A. 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. Invoices shall be provided no later than October 21, 2020 to allow payments to be processed by October 31,2020. 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. B. Recapture. In the event that Consultant fails to perform this Agreement in accordance with state laws,federal laws,and/or the terms of this Agreement,or if any reimbursement is later found to be in noncompliance with state laws, federal laws, and/or the terms of this Agreement due to Consultant's failure to comply with the terms of this Agreement and/or such laws,the City reserves the right to recapture funds in an amount to compensate the City for noncompliance in addition to any other remedies available at law or in equity. Repayment by the Consultant of funds under this recapture provision shall occur within 60 days of written notice by the City. In the alternative the City may recapture such funds from payments due under this Agreement. 6. 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: KREM Marketing Solutions Phone: (509) 720-5000 Phone: (509)838-7328 Address: 10210 East Sprague Avenue Address:4103 S. Regal St. Spokane Valley,WA 99206 Spokane,WA 99223 7.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. 8. 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: 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible,or voluntarily excluded from covered transactions by any federal department or agency; Agreement for Services(without professional liability coverage) Page 4 of 10 Contract No. 20-161.00 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. 9. 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. 10. 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 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 mylars 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. 11.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. Such representatives 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 fmal payment is made hereunder. 12.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's required insurance shall be of the types and coverages described below: Agreement for Services(without professional liability coverage) Page 5 of 10 Contract No. 20-161.00 1. Automobile liability insurance covering all owned, non-owned, hired, and leased vehicles. Coverage shall be at least as broad as Insurance Services Office(ISO)form CA 00 01. 2.Commercial general liability insurance shall be at least as broad as ISO occurrence form 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 law s of the State of Washington. B. Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 1. Automobile liability insurance with a minimum combined single limit for bodily injury and property damage of$1,000,000 per accident. 2. Commercial general liability insurance shall be written with limits no less than $2,000,000 each occurrence,and$2,000,000 general aggregate. C. Other Insurance Provisions. The Consultant's policies are to contain,or be endorsed to contain, the following provisions for automobile liability and commercial general liability insurance: 1. Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or self-insured pool coverage maintained by City shall be in excess of Consultant's insurance and shall not contribute with it. 2.Consultant shall provide City and all additional insured for this work with written notice of any policy cancellation within two business days of their receipt of such notice. 3. If Consultant maintains higher insurance limits than the minimums shown above, City shall be insured for the full available limits of commercial general and excess or umbrella liability maintained by Consultant, irrespective of whether such limits maintained by Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by Consultant. 4. 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 at 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 Agreement for Services(without professional liability coverage) Page 6 of 10 Contract No. 20-161.00 of not less than A:VII. E. Evidence of Coverage. As evidence of the insurance coverages required by this Agreement, Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Agreement before commencement of the work. 13. 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, loss, costs, attomey'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. However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City,its officers, officials, employees, and volunteers, the Consultant's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Consultant's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial Insurance,Title 51, RCW, solely for the purpose of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 14.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. 15. 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. 16. 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. 17. Confidentiality. Consultant may,from time-to-time, receive 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. 18. 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 Consultant's services under this Agreement. Consultant further agrees Agreement for Services(without professional liability coverage) Page 7 of 10 Contract No. 20-161.00 that an arbitrator's decision therein shall be fmal and binding on Consultant and that judgment may be entered upon it in any court having jurisdiction thereof. 19. 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). 20. 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. 21.Anti-kickback. No officer or employee of City,having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted,or granted a present or future gift,favor,service,or other thing of value from any person with an interest in this Agreement. 22.Assurance of Compliance with Applicable Federal Law. During the performance of this Agreement,the Consultant,for itself,its assignees,and successors in interest agrees as follows: A. Compliance with Regulations: The Consultant shall comply with the federal laws set forth in this Section ("Acts and the Regulations") relative to non-discrimination in federally-assisted programs as they may be amended from time-to-time,which are herein incorporated by reference and made a part of this Agreement. B. 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. C.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. D. 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 Commerce 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 Commerce,as appropriate,and shall set forth what efforts it has made to obtain the information. E. 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 Commerce may determine to be appropriate,including,but not limited to: Agreement for Services(without professional liability coverage) Page 8 of 10 Contract No. 20-161.00 1. withholding payments to the Consultant under the Agreement until the Consultant complies;and/or 2.cancelling,terminating,or suspending the Agreement,in whole or in part. F. 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 Commerce 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. G. 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 defmition 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; Agreement for Services(without professional liability coverage) Page 9 of 10 Contract No. 20-161.00 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 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.§1681 et seq.). 23. 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. 24. 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. 25.Exhibits. Exhibits attached and incorporated into this Agreement are: A. Scope of Services B. Fee proposal C. Insurance Certificates D.Commerce Agreement,including all General Terms, Special Terms,and Attachments The Parties have executed this Agreement this/lay of !M f, 2020 CITY OF SPOKANE VALLEY Consultant: —glerti.47ih/7/72-0 z-c.) 41;1-- 0-0j1/14131.-- Mark Calhoun,City Manager : Authorized Representative APPROVED AS TO FORM: if Offi th City Attorney Agreement for Services(without professional liability coverage) Page 10 of 10 KREM Media Services Tourism/Leisure Campaign Exhibit A:Scope of Work Consultant will develop and implement a multi-faceted advertising campaign to promote city and regional brand and assets to attract tourists and visitors, and incite them to utilize hotels, restaurants, retail establishments and outdoor vendors within Spokane Valley.All deliverables and tasks shall be completed by Oct. 31,2020. Targeted demographic reach • Audience 1—Families with Children in Household (additional targeting applied to each tactic below) • Audience 2—Travel enthusiasts without children in Household (additional targeting applied to each tactic) Targeted geographic reach Yakima County, Benton County, Clark County, Stevens County, Pend Oreille County, Chelan County, King County, Snohomish County, Multnomah County, Washington County,Tillamook County, Clackamas County, Umatilla County TASKS TIME COST Paid digital campaigns—Consultant will develop necessary Sept-Oct.2020 $13,000(Facebook,Instagram) creative and purchase the required media impressions for a $12,000(Targeted display) digital advertising campaign, including but not limited to using social media campaign (Facebook, Instagram)and targeted display impressions. Sept-Oct.2020 $ 8,000 In addition,consultant will develop a native advertising campaign utilizing digital display content(this means the content will look more like traditional editorial content)to target travel enthusiasts.This campaign will feature display placements on contextually relevant websites to reach people in targeted geographical areas who are travel enthusiasts interested in family and outdoor activities. Broadcast/Streaming video campaign—Consultant will Sept-Oct.2020 $ 8,230(Broadcast on-air in Tri Cities) develop necessary creative(two video commercials)and $19,400(Premion streaming) purchase required media time for a video advertising $ 4,000(production costs) campaign. Media include,but not limited to,traditional on- air time television in the Tri Cities market and streaming video ads in targeted markets(using Premion services). Email campaign—Consultant will develop necessary Sept-Oct.2020 $10,370 creative and purchase required email addresses for a digital postcard campaign.Two total emails would be sent to an audience of 100,000 each time.An initial email would be sent to audiences 1 and 2,followed by a re-email and social amplification to the same list in September and October. Total Spend: $75,000 Exhibit B: Fee Payment. Consultant shall provide monthly invoices in September and October 2020 for all services rendered (note:October invoice must be provided to the city by Oct.21 for payment).The invoices shall summarize all consulting, production and creative fees,and media purchases for the campaigns. Consultant shall be paid for all tasks completed as identified in the scope of work. A n to/sl s CERTIFICATE OF LIABILITY INSURANCE �TE`MM' 01YY"f' ls 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 policy(ies)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 a> certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT y Aon Risk Services Northeast, Inc. NAME: T7 New York NY Office PHONE (866) 283-7122 FAX (A/c.No.Ext): (A/C.No.): (800) 363-0105 One Liberty Plaza E-MAIL '0 165 Broadway, Suite 3201 ADDRESS: O New York NY 10006 USA = INSURERS)AFFORDING COVERAGE NAIL# INSURED INSURERA: National Union Fire Ins Co of Pittsburgh 19445 KREM TV INSURERB: Illinois National Insurance Co 23817 4103 South Regal Street Spokane WA 99223 USA INSURERC: American Home Assurance Co. 19380 INSURERD: New Hampshire Insurance Company 23841 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:570079073166 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. INSR AODL SUER Limits shown are as requested LTR TYPE OF INSURANCE INSD WVD M/ POLICY NUMBER POLICY EFF POLICY EXP A IMDDmM�'YY�Y� ) X COMMERCIAL GENERAL61 ^LIABILITY GL6862469 11/01/29 11/01/D 20 Y6 EACH OCCURRENCE LIMITS 51,000,000 JCLAIMS-MADE ri OCCUR DAMAGE TO RENTED $1,000,000 PREMISES(Ea occurrence) MED EXP(Any one person) PERSONAL 6 ADV INJURY $1,000,000 E GENT AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $2,000,000 n X POLICY PRO- (�(LOC JECT ( I PRODUCTS-COMP/OPAGG $1,000,000 m OTHER: o r A AUTOMOBILE LIABILITY CA 532-03-39 11/01/201911/01/2020 COMBINED SINGLE LIMITin A05 (Ea accident) S1,000,000 A X ANY AUTO CA 532-03-47 11/01/2019 11/01/2020 BODILY INJURY(Per person) o OWNED SCHEDULED VA Z AUTOS ONLY AUTOS BODILY INJURY(Per accident) m HIRED AUTOS NON-OWNED PROPERTY DAMAGE t0 ONLY AUTOS ONLY (Per accident) t 0r. t UMBRELLA LIAB OCCUR a EACH OCCURRENCE U EXCESS LIAB CLAIMS-MADE AGGREGATE DEOI RETENTION D WORKERS COMPENSATION AND WCO20608570 11/01/2019 11/01/2020 X I PER EMPLOYERS'LIABILITY ER ANY PROPRIETOR/PARTNER/EXECUTNE (Y/NN AOS STATUTE ER B OFFICERIMEMBEREXCLUDEDT I I N/A WCO20608564 11/O1/2019 11/O1/2020 E.L.EACH ACCIDENT $1,000,000 (Mandatory in NH) FL E.L.DISEASE-EA EMPLOYEE $1,000,000 if yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000— ME DESCRIPTION OF OPERATIONS!LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space is required) a - The City of Spokane Valley is included as Additional Insured in accordance with the olic '� policy. General Liability evidenced herein is Primary and Non-Contributory to other insuranceoavailableftohanGAdditionalbility �7 Insured, but only in accordance with the policy's provisions. TO ="f CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POUCIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Ci ty of Spokane Valley AUTHORIZED REPRESENTATIVE Lesli Brassfield 10210 East Sprague Ave i i�i Spokane Valley WA 99206 USA �/J ���f �'� ���c/na 05 ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD TEGNA INC - CURRENT WORKERS COMP COVERAGE Mash,.Slate Depamm1 of Labor&Industries( ps./Ilni.wa.gQ-v), TEGNA INC Owner or tradesperson MICHAEL HART 8350 BROAD ST STE 2000 Doing business as TYSONS,VA 22102 TEGNA INC WA UBI No. Governing persons 601 135 963 MICHAEL A HART GRACIA C MARTORE; TODD A MAYMAN; MICHAEL B WITWER; Certifications & Endorsements OMWBE Certifications No active certifications exist for this business. Apprentice Training Agent No active Washington registered apprentices exist for this business.Washington allows the use of apprentices registered with Oregon or Montana.Contact the Oregon Bureau of Labor&Industries or Montana Department of Labor &Industry to verify if this business has apprentices. Workers' Comp Do you know if the business has employees?If so,verify the business is up-to-date on workers'comp premiums. L&I Account ID Account is current. 427,972-00 Doing business as TEGNA INC Estimated workers reported Quarter 2 of Year 2020"4 to 6 Workers" L&I account contact T2 I DALE RIUTTA(360)902-4834-Email:RIUD235@Ini.wa.gov Public Works Requirements Verify the contractor is eligible to perform work on public works projects. Required Training—Effective July 1,2019 Needs to complete training. Contractor Strikes No strikes have been issued against this contractor. Contractors not allowed to bid No debarments have been issued against this contractor. Workplace Safety& Health Check for any past safety and health violations found on jobsites this business was responsible for. No inspections during the previous 6 year period.