Beverly Hills City Council
June 21, 2022

AGENDA REPORT
Meeting Date: June 21, 2022
Item Number:

To: Honorable Mayor & City Council
From: Laura Biery, Marketing and Economic Sustainability Manager Subject: AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND THE

BEVERLY HILLS CONFERENCE AND VISITORS BUREAU FOR
PROMOTION OF THE CITY FOR FISCAL YEAR 2022-2023; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2022-
2023 IN THE AMOUNT OF $4,261,470.

Attachments: 1. Agreement with the Beverly Hills Conference and Visitors Bureau

2. May 24, 2022 Agenda Report (Without attachments)

RECOMMENDATION
Staff recommends the City Council:
1) Approve an Agreement between the City of Beverly Hills and the Beverly Hills Conference and Visitors Bureau (“CVB”) for promotion of the City for Fiscal Year 2022-2023 (Attachment 1);
2) Approve a Fiscal Year 2022-2023 (“FY 22/23”) purchase order for the CVB for promotion of the City in an amount not to exceed $4,261,470; and 3) Waive the bidding requirements per Beverly Hills Municipal Code 3-3-204 (D) as the CVB, through its mission and partnership with the City, represents certain unique aspects of attracting tourists and performing marketing while maintaining the City’s brand; thus, it would be in the best interest of the City to continue to utilize this vendor for these services.

INTRODUCTION
At the May 24, 2022, Formal Meeting, the City Council reviewed and approved the FY 22/23 work plan and funding request presented by the CVB. This item requests the City Council approve an agreement with the CVB for marketing the City (Attachment 1), issue a FY 22/23 purchase order for the CVB in an amount not to exceed $4,261,470, and waive the bidding requirements as it is in the best interest of the City.

BEVERLW
HILLS
d
D-10
Meeting Date: June 21, 2022

DISCUSSION
The CVB is contracted by the City to conduct a variety of tourism and marketing programs promoting Beverly Hills. The CVB receives City funding to promote Beverly Hills worldwide as a stay/shop/dine destination through marketing programs and events that build awareness and drive consumer revenue to Beverly Hills. On May 18, 2022, the City Council Liaison CVB / Marketing Committee (“Committee”), Liaisons Mayor Bosse and Councilmember Wunderlich, reviewed the FY 22/23 work plan and funding request presented by the CVB. The recommendations from the Committee were presented at the May 24, 2022, City Council Formal Meeting (Attachment 2), which the City Council approved.

This item, if approved by the City Council, approves the execution of an agreement between the City and CVB for FY 22/23 marketing of the City; authorizes the issuance of a FY 22/23 purchase order to the CVB in the amount of $4,261,470; and waives bidding requirements per Beverly Hills Municipal Code 3-3-204 (D) because it would be in the best interest of the City to continue to utilize the CVB for these services.

FISCAL IMPACT
The Policy & Management Department’s Tourism and Marketing budget (01001311) provides funding for activities, which market and promote the City to potential travelers.

In FY 22/23 this includes funding for:
 Rodeo Drive Committee (“RDC”) annual work plan
 The CVB’s annual work plan
 Holiday Décor Storage
 Intellectual Property Legal Services
 Rodeo Concours D’Elegance
 Rodeo Drive Median Landscape Maintenance
 A Portion of the Chamber of Commerce annual work plan  Contingency Funding for Tourism & Marketing Events
To execute the proposed work plan for FY 22/23, the CVB requests $4,261,470 in funding from the City. Funding is available in the City Council adopted FY 22/23 Policy and Management, Tourism and Marketing Budget (00101311-734400) for the CVB’s proposed work plan, along with the other programs listed above.

Nancy Hunt Coffey,
Assistant City Manager
Approved By
Attachment 1
1 B0785-0001\2670842v2.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND THE

BEVERLY HILLS CONFERENCE AND VISITORS BUREAU FOR
PROMOTION OF THE CITY FOR FISCAL YEAR 2022-2023
NAME OF CONTRACTOR: Beverly Hills Conference and Visitors Bureau

RESPONSIBLE PRINCIPAL OF
CONTRACTOR:

Julie Wagner, CEO
CONTRACTOR'S ADDRESS: 9400 Santa Monica Blvd.

Beverly Hills, CA 90210
Attention: Julie Wagner, Chief Executive
Officer
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: George Chavez, City Manager
COMMENCEMENT DATE: July 1, 2022
TERMINATION DATE: June 30, 2023
CONSIDERATION: Not to exceed $4,261,470
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AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND THE

BEVERLY HILLS CONFERENCE AND VISITORS BUREAU FOR
PROMOTION OF THE CITY FOR FISCAL YEAR 2022-2023
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and the Beverly Hills Conference and Visitors Bureau (hereinafter called “CONTRACTOR” or "CVB").

RECITALS
A. CVB is located in the City of Beverly Hills and has special knowledge and experience to conduct or participate in promotional, publicity, and advertising activities for the benefit of CITY.

B. CITY desires to engage CVB for marketing and special events for the benefit of CITY.

C. Section 37110 of the State Government Code authorizes the expenditure of monies for promotions.

D. CITY desires to have certain services and/or goods provided as set forth in Exhibit A (the "Scope of Work"), attached hereto and incorporated herein.

E. CVB represents that it is qualified and able to perform the Scope of Works.

NOW, THEREFORE, the parties agree as follows:

Section 1. CVB's Scope of Work.

CVB shall perform the Scope of Work described in Exhibit A, attached hereto and incorporated herein, in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. CITY shall have the right to order, in writing, changes in the Scope of Work. Any changes in the Scope of Work by CVB under $25,000 may be done without approval of CITY; however, CVB shall notify the City Manager, CITY’s Marketing and Economic Sustainability Manager, and/or the City Manager’s designee by close of the fiscal year of such change.

For reallocations between $25,001 - $50,000, CVB must obtain prior written approval from the City Manager, with a copy of the request sent to the Beverly Hills City Council Liaison / CVB / Marketing Committee and/or the City Manager’s designee prior to reallocation of the funding.

For reallocations above $50,000, CVB must obtain prior approval from the Beverly Hills City Council Liaison / CVB / Marketing Committee at an agendized meeting prior to reallocation of the funding.

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Section 2. Ownership of Work Product.
(a) Unless otherwise agreed upon in writing, all reports, documents, or other written or visual material or any other material in any media, including any images, taglines, logos, or other media created or developed by CVB or any third party contracted by the CVB, in the performance of this Agreement, whether or not paid in whole or in part by the funding provided by this Agreement (“Work Product”) shall be and remain the property of CITY without restriction or limitation upon its use or dissemination by CITY. All Work Product shall be considered to be “works made for hire,” and all such Work Product and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of CITY without restriction or limitation upon their use, duplication or dissemination by CITY. CVB shall not obtain or attempt to obtain copyright protection as to any of the Work Products.
(b) CVB hereby irrevocably assigns exclusively to CITY, all right, title and interest in such trademarks and/or copyrights or other intellectual property rights in the Work Products. CVB shall take all acts requested by CITY in order to enforce CITY’s rights under this Section.
(c) CVB shall not retain ownership of or any right, title or interest in any of the Work Products, including, but not limited to, in any related trademarks, copyrights, or other proprietary rights. CITY and CVB agree that the Work Product and all such rights, title and interest in or to the Work Products belong to and are being sold and assigned in their entirety to CITY for whatever use it desires, and that CITY does and shall at all times own, solely and exclusively, complete and unencumbered, all right, title and interest in and to all of the Work Product worldwide, any modifications thereto and any derivative works based thereon (including, but not limited to, all patent, copyright, trademark, service mark and trade secret rights). Nothing contained herein shall be deemed to constitute a mere license or franchise in CITY. The parties further agree that CITY will be free to use, modify, distribute, sell, license or otherwise exploit all such Work Products and any modifications to or derivative works based thereon without any restrictions or limitations or any obligations or payments to CVB and that CVB shall have no such rights.
(d) From time to time CVB will engage photographers to take photographs or will purchase images for use in CVB’s marketing campaigns, collateral or other uses. As to those third party photographs or images whereby CVB negotiates to purchase not only the photograph or image but also the copyright or other intellectual property rights, the provisions of this Section 2 will apply. As to those third party photographs or images whereby CVB negotiates to purchase only the use of the photograph or image and the copyright is maintained with the photographer, the provisions of this Section 2 will not apply.
(e) This Section shall survive termination of this Agreement.

Section 3. Time of Performance.

CVB shall commence its services under this Agreement upon the Commencement Date or upon a receipt of a written notice to proceed from CITY. CVB shall complete the performance of services by the Termination Date set forth above and/or in conformance with the project timeline established by the City Manager or his/her designee.

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Section 4. Compensation.
(a) Compensation
CITY agrees to compensate CVB for the services and/or goods provided under this Agreement, and CVB agrees to accept in full satisfaction for such services, a sum not to exceed the Consideration set forth above and more particularly described in Exhibit A and in Exhibit B, attached hereto and incorporated herein.
(b) Expenses
The amount set forth in paragraph (a) shall include reimbursement for all actual and necessary expenditures reasonably incurred in the performance of this Agreement (including, but not limited to, all labor, materials, delivery, tax, assembly, and installation, as applicable). There shall be no claims for additional compensation for reimbursable expenses. (c) Additional Services.

CITY may from time to time require CVB to perform additional services not included in the Scope of Work. Such requests for additional services shall be made by CITY in writing and agreed upon by both parties in writing.

Section 5. Payment. CITY shall pay CVB said Consideration in accordance with the method and schedule of payment set forth in Exhibit B, attached hereto and incorporated herein.

CVB shall submit written requests for advanced payments for expenditures based on the schedule listed in Exhibit B for the various projects as set forth in Exhibit A. CITY shall provide payment to the CVB upon approval of the request by CITY’s Finance Director or his/her designee. CITY shall use its best efforts to make payment to CVB within 15 days of receipt of request. Except as provided in Section 1(a) of this Agreement, CVB shall return to CITY any unused funding within sixty (60) days of reconciliation of the expenses described in Exhibit A or some other time period as mutually agreed upon in writing between CVB and CITY. Alternatively, CVB may request the approval of the Beverly Hills City Council Liaison / CVB / Marketing Committee to retain the unused funding as part of the Fiscal Year 2023-2024 annual work plan. The approval of the Committee will require approval of the City Council.

Section 6. Independent Contractor. CVB is and shall at all times remain, as to CITY, a wholly independent Contractor. Neither CITY nor any of its agents shall have control over the conduct of CVB or any of CVB's employees, except as herein set forth. CVB shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.

Section 7. Assignment. This Agreement shall not be assigned in whole or in part, by CVB without the prior written approval of CITY. Any attempt by CVB to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.

Section 8. Responsible Principal(s)
(a) CVB's Responsible Principal set forth above shall be principally responsible for CVB's obligations under this Agreement and shall serve as principal liaison DocuSign Envelope ID: 58E3A0C9-DB49-4734-BEC3-6C6F67E78A12 5 B0785-0001\2670842v2.doc
between CITY and CVB. Designation of another Responsible Principal by CVB shall not be made without prior written consent of CITY.
(b) CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.

Section 9. Permits and Licenses. CVB shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.

Section 10. Interests of CVB. CVB affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CVB.

Section 11. Insurance.
(a) CVB shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CVB.
(i) If CONTRACTOR will be supplying alcoholic beverages, the General Liability Insurance shall include host liquor liability coverage with minimum limits of One Million Dollars ($1,000,000).
(ii) If CONTRACTOR is using a caterer or other vendor to supply alcohol that vendor must have liquor liability coverage with minimum limits of One Million Dollars ($1,000,000).
(iii) If CONTRACTOR intends to sell alcohol either the
CONTRACTOR or vendor providing the alcohol for sale must have a valid liquor sales license and liquor liability insurance covering the sale of alcohol with minimum limits of One Million Dollars ($1,000,000).
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CVB in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California.
(4) A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONTRACTOR agrees to maintain in full force DocuSign Envelope ID: 58E3A0C9-DB49-4734-BEC3-6C6F67E78A12 6 B0785-0001\2670842v2.doc
and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CVB shall require each of its sub-contractors to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CVB agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CVB’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CVB shall maintain on file with the City Clerk a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CVB shall, prior to commencement of work under this Agreement, file with the City Clerk such certificate or certificates. The general liability insurance shall contain an endorsement naming the CITY as an additional insured.
(f) CVB shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CVB shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CVB shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CVB shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CVB and its insurance carriers.

Section 12. Indemnification.
(a) CVB agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CVB or any person employed by CVB in the performance of this Agreement. (b) All duties of CVB shall survive termination or expiration of the Agreement.

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Section 13. Termination.
(a) Upon ninety (90) days written notice to CVB, this Agreement may be terminated by CITY, with or without cause, only by a majority vote of the City Council. In the event of such termination, CITY shall pay CVB for all costs and obligations reasonably incurred by CVB for CVB activities in performing its services under this Agreement prior to the date CVB was notified of such termination and such payment shall be in full satisfaction of CITY's obligations hereunder. CITY shall not be obligated to pay additional funds after issuance or receipt of such notice.
(b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CVB, CVB shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CVB be entitled to receive more than the amount that would be paid to CVB for the full performance of the services required by this Agreement. CVB shall have no other claim against CITY by reason of such termination, including any claim for compensation.

Section 14. CITY's Responsibility. CITY shall provide CVB with all pertinent data, documents, and other requested information as is available for the proper performance of CVB's Scope of Work.

Section 15. Reports.
(a) CVB shall submit a quarterly report to CITY in a form acceptable to the City Manager or his/her designee including. The reports shall include, without limitation, information on overall project management and achievement of action items in relation to the Scope of Work as set forth in Attachment 1 to Exhibit A, including the percentage of the amount of budget used and accomplishments achieved in the quarter and/or action items completed and defined measurements of goal achievement for the Funding Period. CVB shall use its best efforts to develop a process to obtain data and metrics for the Program and provide detailed information regarding CITY’s return-on-investment to CITY. The City Manager and/or his designee and the CVB shall mutually agree in writing on what metric information shall be gathered and provided to CITY to gauge the success of the programs identified in Attachment 1 to Exhibit A. (b) CVB shall also supply the CITY with an Audited Annual Financial report prepare by a Certified Public Accountant for the Funding Period. Such report shall provide consolidated financial reporting for CVB as a whole, and separately detailed accounts for each program funded by CITY. The report shall be due within six months of the end of CVB's 2022- 2023 fiscal year. At CITY’s sole discretion, consolidated annual accounts may be substituted for full audited accounts.
(c) With reasonable notice from CITY, CVB shall provide to CITY copies of any and all work product, documents reports, property and books produced by CVB in fulfillment of this Agreement (“Documents”). This shall be solely for the purpose of confirming and evaluating the execution of the programs described in this Agreement and shall not include records and documents unrelated to the execution of such programs (e.g., personnel records). CVB’s obligation to maintain such Documents shall continue for three years after the termination of this Agreement. This provision shall survive the termination of this Agreement.

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(d) CVB shall establish and maintain an accounting system in accordance with generally accepted accounting principles and standards. The system shall detail all costs chargeable to CITY under this Agreement and shall substantiate all such costs, and comply with any applicable State and Federal standards.
(e) CVB shall endeavor to develop, in consultation with CITY, a programbased budget for all CITY-funded programs. Implementation of a program-based budget is not intended to affect the requirements outlined in paragraph (b) of this Section relating to generally accepted accounting principles.
(f) CITY shall have the right to request and perform a full audit of any and all activities undertaken by CVB that is funded by CITY. CVB shall fully comply with any request made by CITY selected auditor including, but not limited to, producing records and reports; providing information on business practices; and updating business practices, record keeping, reporting data, etc. as requested by CITY to comply with the audit findings. (g) CVB shall submit an annual report to CITY, as mutually agreed upon between CITY and CVB in writing that shows a measurement of the impact of the funding given to CVB by CITY on tourism. This shall include return-on-investment information. CVB and CITY shall collaboratively identify agencies for a comparison report to determine if CITY is retaining its market share of tourism for the area if such information is publically available.

Section 16. Policies. CVB shall maintain the policies outlined in Exhibit C, attached hereto and incorporated herein. CVB shall provide CITY with copies of all adopted or amended policies by the CVB Board of Directors within thirty (30) days of such action. CITY may provide input on the creation of, or make recommendations for amendments to, the policies listed in Exhibit C prior to the adoption of the policies by the CVB Board.

Section 17. Attendance at CVB Meetings. CVB shall notify CITY of the date and time for any and all CVB Board of Directors meetings as soon as possible, but no less than ten (10) calendar days notice prior to the meeting. The City Manager and/or his designee(s) may attend the meeting. CVB shall share the agenda with CITY at the same time notice of the agenda items is provided to the CVB Board of Directors, which shall be no less than twenty-four (24) hours prior to the meeting.

Section 18. Members of the CVB Board Finance Committee. The City Manager shall designate one (1) CITY staff member to be a member of the CVB Board Finance Committee.

Section 19. Records and Inspections. CVB shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by CITY under the Agreement. CVB shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of CITY, including the City Manager or designee, free of charge. CVB shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as CITY deems necessary. If records are not made available within the County of Los Angeles, CVB shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CVB must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.

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Section 20. Notice.
(a) Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
(b) Whenever it shall be necessary for any party to serve notice on another respecting this Agreement, such notice shall be served by certified mail addressed to the City Clerk of the City of Beverly Hills, 455 North Rexford Drive, Beverly Hills, California 90210; or to Beverly Hills Conference and Visitors Bureau, 9400 Santa Monica Blvd., Beverly Hills, California 90210, unless and until a different address may be furnished in writing by any party, and such notice shall be deemed to have been served within seventy-two (72) hours after the same has been deposited in the United States Post Office by certified mail. This shall be valid and sufficient service of notice for all purposes.

Section 21. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.

Section 22. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CVB, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CVB.

Section 23. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.

Section 24. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.

Section 25. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CVB.

Section 26. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the ____ day of ____________________ 2022, at Beverly Hills, California. [Signatures follow]
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CITY OF BEVERLY HILLS
a Municipal Corporation

LILI BOSSE
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)

HUMA AHMED
City Clerk

BEVERLY HILLS CONFERENCE AND

VISITORS BUREAU

JULIE WAGNER
CEO

JOHN BENDHEIM
Chair
APPROVED AS TO FORM: APPROVED AS TO CONTENT:

LAURENCE S. WIENER GEORGE CHAVEZ
City Attorney City Manager

LAURA BIERY
Marketing and Economic Sustainability
Manager

SHARON L’HEUREUX DRESSEL
Risk Manager
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EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
CVB shall perform the services described in this Exhibit A, attached hereto and incorporated herein. This shall include:

Domestic Marketing
 Short Film
 Hotel-Focused Campaigns in Fall 2022 and Spring 2023
 Co-op Programs with other Destinations
 NY Sales Mission
 Domestic Public Relations campaign including:
o Domestic media familiarization trips
o Visit California media missions in San Francisco, New York, and Los Angeles  Meetings, Incentives, Conferences, and Exhibitions (MICE) including o Milken Support
o Global Travel Market (“GTM”)
o Visit California Forums
o Financial & Insurance Professionals (FICP)
o Meeting Professionals International (MPI)
o Roadshows in Midwest, Texas, Kansas City, and New York o Society for Incentive Travel Agents (SITE)
International Marketing
 Trade Shows
o Worldwide Exhibition for Incentive Travel, Meetings & Events (IMEX) o International Luxury Travel Market (ILTM) North America o Booth Storage
 Representation
o Middle East, United Kingdom, Australia, and new for this year Mexico Metrics/Research
 Smith Travel Research
 Visa
 Datafy Geotracking
Funding shall cover operating and marketing expense forecast for the twelve-month period of this agreement and expenses including, but not limited to:
 Salaries, taxes and benefits;
 Rent and utilities; and
 Marketing initiatives targeted to domestic and international consumers and trade.

CVB may reallocate funding for initiatives as described in Section 1. CVB's Scope of Work for the activities outlined by category in Exhibit B, attached hereto and incorporated herein.

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Program Metrics
CVB shall use its best efforts to develop a process to obtain data and metrics for the programs outlined to the City Council at the May 24, 2022 City Council formal meeting. The CVB shall provide detailed information regarding CITY’s return-on-investment to CITY. CVB shall coordinate such information with the City Manager, CITY’s Marketing and Economic Sustainability Manager, and/or the City Manager’s designee. The information contained in the report as well as the design shall be mutually agreed upon in writing by CVB and CITY prior to the final report being produced.

Programming
Where applicable, CVB shall provide designs to the CITY for all CITY advertising, graphics, collateral, etc. with enough time to provide feedback and requesting a redesign. Any costs of a redesign shall be borne by CVB. CVB shall not produce, fabricate, manufacture, or distribute advertising without prior CITY approval.

Quarterly Meetings
CVB shall coordinate four (4) quarterly meetings with the Beverly Hills City Council Liaisons CVB / Marketing Committee with the City Manager, Marketing and Economic Sustainability Manager, or the City Manager’s designee. The primary purpose of the meetings will be to review the CVB’s work plan accomplishments year to date and upcoming CVB proposed work plan items.

II. Infectious Disease
A. The federal government and State of California, the County of Los Angeles, and CITY have declared an emergency due to a global pandemic caused by an infectious coronavirus which causes a disease referred to as COVID-19. In an effort to support and maintain a safe and healthy workplace for CITY employees and the community, CITY is requiring all contractors and CVB to immediately monitor and track the signs and symptoms of COVID-19, the common cold and influenza for all of its employees and subcontractors (collectively “CVB employees”) assigned to CITY projects that come onsite to any CITY facility to perform services under the Agreement.

B. CVB shall notify CITY immediately in writing if CVB or CVB employees have come in contact with anyone with an infectious disease or has contracted an infectious disease. Such CVB employees shall immediately cease performing services under the Agreement.

C. CVB shall monitor CVB employees’ signs and symptoms with written logs. CVB shall maintain a daily recording of the following:

1. Require CVB employees to take their temperature each time they enter and exit CITY facilities (both before and after work is performed at CITY facilities).

2. If CVB employees have any symptoms of COVID-19, the common cold, or influenza including but not limited to a fever (100°F or higher), cough, trouble breathing, CVB shall:
(a) Direct employees not to report to work.
(b) Contact your CITY Responsible Principal.

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3. CVB shall ask employees to identify any close contact they had with others at a CITY facility during the 48 hours prior to symptom onset or positive test, if asymptomatic. Close contact is defined as individuals who are within 6 feet of each other for 15 minutes or more over a 24 hour period. This definition may be modified by the Centers for Disease Control and/or the Los Angeles County Public Health Department.

4. CVB shall disinfect all areas that CVB’s employees come in contact with while performing services under the Agreement before and after usage.

5. CVB employees shall not return to any CITY facility until they meet the quarantine / isolation guidance* of the Los Angeles County Department of Public Health. * CVB acknowledges it has reviewed, understands and will follow the Los Angeles County Department of Public Health guidance workplaces.

D. CVB shall also maintain daily monitoring and record keeping in connection with CITY projects where CVB employees come on site for the following information:

1. Projects are adhering to Social Distancing and Industry Safety Standards for employees and the public. Please review Los Angeles County Department of Public Health guidelines for social distancing.

2. CVB employees are not working while sick.

3. CVB shall notify their CITY Project Manager or CITY Responsible Principal prior to reporting on site daily.

4. CVB shall contact their CITY Project Manager or CITY Responsible Principal to reschedule non-essential services.

E. CVB shall provide employees with handwashing and sanitizing equipment.

These requirements apply to all vendors and their employees regardless of whether they are fully vaccinated or not.

CVB shall be required to know and adhere to Los Angeles County Public Health Order http://publichealth.lacounty.gov/media/Coronavirus/reopening-la.htm#orders.

For the latest CITY updates and COVID-19 related FAQs please visit http://www.beverlyhills.org/novelcoronavirus
CITY reserves the right to review CVB’s daily logs to ensure compliance with this Agreement. CITY has the right to send CVB employees home who do not comply with these requirements. CVB shall maintain the recordings and logs in accordance with the Agreement.

For questions, please contact CITY’s Responsible Principal or Risk Management at 310-285- 1073.

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EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CVB for the satisfactory performance of the work described in this Agreement, or as mutually agreed upon in writing prior to performing the services described in the Agreement, in an amount not to exceed Four Million Two Hundred Sixty-One Thousand Four Hundred Seventy Dollars ($4,261,470). Funding received by CVB from CITY shall be spent as shown below. Any reallocation of funding between items, or for items not listed, shall comply with the requirements listed in Section 1. CVB’s Scope of Work of this Agreement.

CVB FY 22/23 Work Plan
Domestic Marketing
New York Sales Mission $130,000
Destination Marketing $1,250,000
Domestic Public Relations $119,150
Meetings, Incentives, Conferences, and Exhibitions (MICE) Marketing $128,250 Partnership Marketing and Secondary Market Sales Initiatives $50,000 Domestic Marketing Sub-Total $1,677,400
International Marketing
Sales Missions $62,500
Trade Shows $93,670
Public Relations $15,000
Representation $205,000
Emerging Markets $30,000
International Marketing Sub-Total $406,170
Interactive
Database/eMail $11,550
Search Engine Optimization (SEO) / Search Engine Marketing (SEM) $121,000 Content $136,250
Domestic Site $58,834
Digital/Interactive Sub-Total $327,634
Collateral
Visitor Guide $21,000
Premiums $15,750
Collateral Sub-Total $36,750
Metrics/Research
Research Sub-Total $40,350
Special Programs
Special Programs Sub-Total $50,000
Operational (Salaries, Taxes, Benefits, Rent Etc.)
Operational (Salaries, Taxes, Benefits, Rent Etc.) $1,833,166 Operational (Salaries, Taxes, Benefits, Rent Etc.) Sub-Total $1,833,166 Visitor Center
Merchandise/Display $20,000
Communications $10,000
Collateral $10,000
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Visitor Center Sub-Total $40,000
Total $4,411,470
FY 21/22 Carry Forward to FY 22/23 to Offset Expenses ($150,000) Total FY 21/22 Work Plan Proposed Budget $4,261,470
CVB shall submit a statement to CITY for services as outlined in Exhibit A, which shall include documentation setting forth in detail a description of the services to be performed. CITY shall pay CVB in accordance with the Payment Schedule below:

Funding Period (July 1, 2022 – June 30, 2023)
CVB Remits
Invoice to CITY
CITY Issues
Payment to CVB Period Covered Payment Amount
July 1, 2022 July 14, 2022 July 1 – September 30 $1,065,368 September 1, 2022 September 15, 2022 October 1 – December 31 $1,065,367 December 1, 2022 December 15, 2022 January – March 31 $1,065,368 March 1, 2023 March 16, 2023 April 1 – June 30 $1,065,367 Total $4,261,470
Should TOT revenue be estimated by the City’s Finance Director or his designee at a level different than what is adopted in CITY’s Fiscal Year 2022-2023 budget, and the CITY needs to adjust the amount of the payment listed in the table above for a particular Period, then CITY shall meet with CVB to discuss potential adjustments of the CVB’s Fiscal Year 2022-2023 Work Plan.

This adjustment of payment may occur with forty-five days’ notice from CITY to CVB after a discussion occurs between the CVB’s Chief Executive Officer and the City Manager or his/her designee in order for an informed decision regarding work plan impacts. The discussion shall occur within a reasonable timeframe of the request being made by CITY to CVB.

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EXHIBIT C

CVB POLICIES
CVB shall create, maintain, and amend the following policies utilizing guidance provided by CITY which may take the form of Administrative Regulations and/or other adopted CITY policies:
1) Financial Policy
2) New Business Procurement Policy
3) Travel Policy
4) Group Entertainment Policy
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EXHIBIT D

CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below :

NAMED INSURED COMPANIES AFFORDING COVERAGE
A.

ADDRESS B.

C.

COMPANY
(A.B.C.) COVERAGE POLICY NUMBER

EXPIRATION
DATE B.I. LIMITS P.D. AGGREGATE
 AUTOMOBILE LIABILITY
 GENERAL LIABILITY


PRODUCTS/COMPLETED

OPERATIONS
 BLANKET CONTRACTUAL
 CVB'S PROTECTIVE
 PERSONAL INJURY
 EXCESS LIABILITY
 WORKER'S COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:

It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: CVB agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of CVB's officers, employees, agents or others employed by CVB while engaged by CVB in the (performance of this agreement) construction of this project.

It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.

In the event of cancellation or material change in the above coverage, the company will give 30 days’ written notice of cancellation or material change to the certificate holder.

Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance 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.

DATE : BY :

Authorized Insurance Representative
TITLE :

AGENCY : Address :

DocuSign Envelope ID: 58E3A0C9-DB49-4734-BEC3-6C6F67E78A12 Certificate Of Completion
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455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
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I COPIED
Attachment 2

BEVERLY
HILLS
i

AGENDA REPORT
Meeting Date:

Item Number:

To:

From:

Subject:

Attachments:

May 24, 2022
G-2
Honorable Mayor & City Council
Laura Biery, Marketing and Economic Sustainability Manager

RECOMMENDATION OF THE BEVERLY HILLS CITY COUNCIL

LIAISON / CVB / MARKETING COMMITTEE REGARDING THE
FISCAL YEAR 2022/2023 WORK PLAN AND FUNDING REQUEST BY
THE BEVERLY HILLS CONFERENCE AND VISITORS BUREAU;

RECOMMENDATION OF THE BEVERLY HILLS CITY COUNCIL
LIAISON / CVB / MARKETING COMMITTEE SUPPORTING THE 2022

BOLD SUMMER FUNDING REQUEST BY THE BEVERLY HILLS
CONFERENCE AND VISITORS BUREAU;

AUTHORIZE THE CITY MANAGER TO EXECUTE AN AGREEMENT

BETWEEN THE CITY OF BEVERLY HILLS AND THE BEVERLY
HILLS CONFERENCE AND VISITORS BUREAU FOR THE 2022
BOLD SUMMER MARKETING CAMPAIGN; AND
APPROVE A FISCAL YEAR 2021/2022 PURCHASE ORDER FOR

THE BEVERLY HILLS CONFERENCE AND VISITORS BUREAU IN
AN AMOUNT NOT TO EXCEED $150,000 FOR THE 2022 BOLD
SUMMER MARKETING CAMPAIGN.

1. Presentation from the May 18, 2022 Liaison Meeting Reviewing the Fiscal Year 2021/2022 Work Plan

2. Presentation of the Fiscal Year 2022/2023 Work Plan and Funding Request

RECOMMENDATION
Staff recommends that the City Council review the recommendations of the Beverly Hills City Council Liaison CVB / Marketing Committee and take the following actions:

1. Approve the recommendation of the Beverly Hills City Council Liaison/ CVB / Marketing Committee (Committee) of the Beverly Hills Conference and Visitors Bureau (CVB's) Fiscal Year 2022/2023 Work Plan;
Meeting Date: May 24, 2022

2. Approve the recommendations of the Committee for the CVB's 2022 BOLD Summer Marketing Campaign;

3. Authorize the City Manager to execute an agreement with the CVB for the 2022 BOLD Summer Marketing Campaign;

4. Approve a Fiscal Year 2021/2022 purchase order in the amount of $150,000 to the CVB for the 2022 BOLD Summer Marketing Campaign; and

5. Waive the bidding requirements per Beverly Hills Municipal Code 3-3-204 (D) as the CVB, through its mission and partnership with the City, represents certain unique aspects of attracting tourists and performing marketing while maintaining the City's brand; thus, it would be in the best interest of the City to continue to utilize this vendor for these services.

INTRODUCTION
On May 18, 2022, the Committee, consisting of Mayor Lili Bosse and Councilmember Robert Wunderlich, reviewed the CVB's annual work plan and funding request for FY 22/23, a recap of the marketing initiatives from the Fiscal Year 21/22 (FY 21/22) work plan, and the CVB's 2022 BOLD Summer proposal.

This item seeks City Council approval of the recommendation from the Committee supporting the CVB's proposed annual work plan and a corresponding funding request in the amount of $4,261,470 for Fiscal Year 2022/23 (FY 22/23). Additionally, this item seeks approval of the recommendation of the Committee supporting the CVB's 2022 BOLD Summer proposal as well as authorizing the City Manager to execute an agreement with the CVB for this proposal and issuance of a corresponding FY 21/22 purchase order in the amount of $150,000.

DISCUSSION
The City contracts with the CVB to conduct a variety of tourism and marketing programs promoting Beverly Hills. The CVB received City funding to promote Beverly Hills worldwide as a stay, shop, and dine destination through marketing programs and events that build awareness and drive consumer revenue to the City.

Accomplishments from the CVB's FY 21/22 Work Plan
While both international and domestic travel in FY 21/22 continued to be impacted by the COVID-19 pandemic, there were many positive accomplishments by the CVB related to promoting and marketing the City of Beverly Hills to stay top of mind with travelers. This includes:

Marketing
• Sing for Hope Pianos
• Rodeo Drive the Podcast Partnership
• Far from Ordinary Campaign
• NBC Southern CA Broadcast Videos (Rodeo Drive Holiday and Destination) • Content Collective
• Super Bowl Campaign
• Frieze
• Concours d'Elegance Partnership
• Visit CA Co-Op
• Love Beverly Hills TV Commercial
• Beverly Hills Summer Duets Video Series

Meeting Date: May 24, 2022
Trade Activities
• New York (NY) Sales Mission
• Group Trade Travel Shows and Sales Missions
CVB's Proposed FY 22123 Work Plan
As more individuals are vaccinated, and the COVID-19 pandemic subsides, travel is anticipated to continue to increase. While tourism is not anticipated to recover fully to pre-pandemic levels until 2024, there is a pent up demand both domestically and internationally to travel. The CVB's work plan focuses on attracting visitors back to Beverly Hills.

Marketing
• Short Film
• Hotel-Focused Campaigns in Fall 2022 and Spring 2023
• Co-op Programs with other Destinations
• NY Sales Mission
• Domestic Public Relations campaign including:
o Domestic media familiarization trips
o Visit California media missions in San Francisco, New York, and Los Angeles
• Meetings, Incentives, Conferences, and Exhibitions (MICE) including o Milken Support
o Global Travel Market ("GTM")
o Visit California Forums
o Financial & Insurance Professionals (FICP)
o Meeting Professionals International (MPI)
o Roadshows in Midwest, Texas, Kansas City, and New York o Society for Incentive Travel Agents (SITE)
International Marketing
• Trade Shows
o Worldwide Exhibition for Incentive Travel, Meetings & Events (IMEX) o International Luxury Travel Market (IL TM) North America o Booth Storage
• Representation
o Middle East, United Kingdom, Australia, and new for this year Mexico Metrics/Research
• Smith Travel Research
• Visa
• Datafy Geotracking
Many of the items in the CVB FY 22/23 work plan support the goals and action items of the updated Economic Sustainability Plan. One of the key focus areas of the Economic Sustainability Plan is "Brand" and the CVB's FY 22/23 work plan focuses heavily on brand awareness to attract and bring back travelers to Beverly Hills.

Outside of Work Plan Funding Items Occurring in FY 22/23 Not included in the CVB's FY 22/23 work plan are additional funding asks related to 2022 BOLD Summer, 2022 BOLD Holidays, and a potential U.S. Open Event to occur in

Meeting Date: May 24, 2022
June 2023 (for the 2022 BOLD Holidays and the U.S. Open Event the CVB will return at a later date with funding requests if needed).

From 2017-2019 the CVB funding related to BOLD Summer and BOLD Holidays has alternated between being funded and approved as part of the annual work plan contract with the CVB or being added as an additional add-on to the work plan contract with the CVB often dependent on the scope of work for the initiatives proposed. 2022 BOLD Summer Street Pole Banners and AdvertisingThe CVB presented two options for the 2022 BOLD Summer street pole banners and advertising campaign. The first option was to have the CVB create new art work for the 2022 BOLD Summer campaign as all as a targeted digital advertising campaign which would be used on new BOLD Summer street pole banners for a duration of three years.

It should be noted, in 2021 the City Council approved the creation of new BOLD Holiday street pole banner artwork of which the campaign artwork was approved for a three year duration beginning with the 2021 Holiday season.

The second option proposed by the CVB was to use the original 2017-2019 BOLD Summer street pole banner artwork and create a targeted digital advertising campaign for the summer months.

The Committee recommended moving forward with the first option:
• $150,000 to the CVB - Cost for the 2022 BOLD Summer initiative the CVB will develop new artwork for street pole banners as well as a targeted digital advertising and social media campaign. This option with the CVB includes:
- An agency to design the new banners and art direction at a cost of $20,000 - Digital advertising and targeted social media content delivery for $130,000 • $26,755.98 to the City's existing street pole vendor - Cost for fabrication, installation (mid-July 2022), maintenance, removal and storage of the street pole banners will be paid directly by the City to the existing street pole banner vendor.

As part of the new 2022 BOLD Summer street pole banner design artwork, the CVB will utilize the new BOLD Summer logo that is currently in production with the City's graphic arts team.

FISCAL IMPACT
To carry out the proposed Work Plan for FY 22/23, the CVB requests $4,261,470 in Tourism & Marketing funding as shown below.

Proposed CVB FY 22/23 Work Plan
Domestic Marketing $1,677,400
International Marketing $406,170
Interactive $327,634
Collateral $36,750
Research $40,350
Special Programs $50,000
Operational (Salaries, Taxes, Benefits, Rent Etc.) $1,833,166 Visitor Center $40,000
Total $4,411,470
FY 21 /22 Carry Forward to FY 22/23 to Offset Expenses ($150,000) FY 22/23 Work Plan Funding Request $4,261,470

Meeting Date: May 24, 2022
The City has maintained a policy of funding its tourism and marketing programs from a specific allocation of the transient occupancy tax ("TOT"). The City collects a total of fourteen percent TOT based on gross room sales from the City's hotels. Two of the fourteen percent, or one-seventh of the total TOT revenue, has been the basis of calculating the funding for the Tourism and Marketing budget in Beverly Hills for approximately 25 years.

The Finance Department is currently proposing a TOT revenue forecast of $44,000,000 for FY 22/23. This will result in a one-seventh amount of $6,285,714. Staff anticipates this funding would be allocated for various programs as shown below.

Description of Program to be Funded from TOT in FY 22/23 Potential Budget Allocation
Holiday D~cor Storage $12,000
Intellectual Property Legal Services $100,000
Concours D'Elegance in 2023 - Estimate based on prior year $225,000 Conference & Visitors Bureau - FY 22/23 Work Plan - Estimate $4,261,470 depending on Council approval Rodeo Drive Committee FY 22/23 Work Plan - Estimate $184,998 depending on Council approval TruGreen Landscape $20,000
Portion of the Beverly Hills Chamber of Commerce Work Plan - $160,530 Estimate for FY 22/23 depending on Council approval Contingency Funding for other Tourism & Marketing Events $1,321,716 Total $6,285,714
As of May 13, 2022, all numbers reflected in the chart above for City funding are tentative as the numbers are being finalized for presentation to the City Council.

Additionally, until the FY 22/23 budget is adopted by the City Council, the numbers are subject to change.

To carry out the 2022 BOLD Summer street pole banners and marketing initiatives, the fiscal impact will be $176,755.98 ($150,000 paid to the CVB and $26,755.98 paid to the City's existing street pole vendor through an existing purchase order). For FY 21/22, staff anticipates there will be approximately $680,000 in unused funding in the Tourism & Marketing budget (00101311-734400) across various project codes on June 30, 2022. A portion of this remaining funding may be used for the 2022 BOLD Summer street pole banners and marketing initiative proposed by the CVB.

Nancy Hunt Coffey,
Assistant City Manager
Approved By