PROMOTION SPONSORSHIP AGREEMENT
2022-24 Pismo Beach ISA World Para-Surfing Championships
This PROMOTION SPONSORSHIP AGREEMENT (the “Agreement”) dated as of this 21st day of June, 2022, is entered by and between THE CITY OF PISMO BEACH, (the “City”) and the ASSOCIATION OF AMPUTEE SURFERS, a California non-profit public benefit corporation (“AMPSURF”).
RECITALS
WHEREAS, the City is desirous of increasing the economic well-being of the City through tourism development; and
WHEREAS, AMPSURF was established to promote, inspire, educate, and rehabilitate all people with disabilities and their families through adaptive surfing and other outdoor activities; and
WHEREAS, City has determined that sponsoring and promoting visitor-serving activities such as the Pismo Beach ISA World Para-Surfing Championships (“Event”) is in the best interest of visitors to the City who stay in lodging properties within the City; and
WHEREAS, City has elected to sponsor the Pismo Beach ISA World Para- Surfing Championships as a matter of public benefit for visitors to the City who stay in lodging properties within the City; and
WHEREAS, the parties hereto wish to memorialize the terms and conditions under which City will provide sponsorship funds for the 2022 Pismo Beach ISA World Para-Surfing Championships.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. Scope of Services. AMPSURF shall perform the services and activities as described in Exhibit “A”, which is incorporated herein by this reference.
2. Compensation. For services rendered by AMPSURF to City pursuant to paragraph 1 of this Agreement, the City agrees to pay AMPSURF a sponsorship sum as follows:
(a) Seventy-Five Thousand Dollars ($75,000) for the title sponsorship to be paid in one payment made payable to the International Surfing Association (“ISA”) not later than July 1, 2022.
(b) A one-time payment to AMPSURF in the amount of Twenty-Five Thousand Dollars ($25,000) to be paid not later than July 1, 2022 to provide Adaptive Surf Therapy services and to provide management of the Council Agenda 6-21-2022 12.G-9
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event local organizing committee, staffing of the event and local promotion and fundraising, including:
Working directly with the ISA following all contractual requirements to sanction the event,
Running Clinics for Para Surfing participants,
Coordination of ISA and International team and participant rooms, Organizing and training 300 volunteers,
Holding local organizing meeting with City SEC staff and downtown merchants
Hiring and training of two event coordinators,
Set up and ordering of all tents, staging, sound, projection, seating, breakdown of the event,
Breakdown of the event,
Obtaining vendors,
Organizing opening and closing ceremonies,
Providing Adaptive Surf Therapy services
(c) A one-time payment to AMPSURF in the amount of Twenty-Five Thousand Dollars ($25,000) for additional global marketing services, endemic media, and event live-streaming, to be paid upon City’s receipt of an invoice for such services from AMPSURF.
(d) The City shall provide in-kind hotel accommodations through payment directly to the Event hotel, the Inn at the Pier, consisting of twenty rooms for fourteen nights at the maximum nightly rate of $180 per night, for a maximum Fifty Thousand Four Hundred Dollars ($50,400.00) each year.
The hotel accommodations shall be provided and include the following:
1) Walking distance to Event site.
2) Meeting rooms for Manager’s Meeting, Event Registration and classification space.
3) 20 complimentary hotel parking spots for ISA Staff and VIPs. 4) Registration office for three days prior to start of the Event with WiFi, electrical power, and chairs/tables, as well as a private space or room for athlete classification as specified and approved by the ISA.
5) Breakfast for ISA staff during the Event provided at the hotel location to include eggs, bacon, yogurt, fruit, and oatmeal. (e) In light of the public benefit obtained through the City’s sponsorship of the event, City shall waive the permit fees associated with the special events permit that AMPSURF shall be required to obtain to conduct the Event.
3. Indemnification
3.1 To the fullest extent permitted by law, AMPSURF shall indemnify, defend with counsel of City’s choice, and hold harmless City, its elective and appointive boards, commissions, officers, agents and employees (collectively, “City Parties”), from any and all present and future liabilities, obligations, orders, claims, damages, fines, penalties and expenses (including tax liability, attorneys’ Council Agenda 6-21-2022 12.G-10
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fees and costs) in connection with, arising out of, or in any way related to the Event (collectively, “Claims”) arising, directly or indirectly, from the acts, omissions, negligence or willful misconduct of (i) AMPSURF or its employees, representatives or agents, (ii) International Surfing Association, (iv) athletes participating in the Event, and/or (v) any third party. The City Parties shall not be deemed to have waived any right against AMPSURF that they may have by reason of the aforesaid indemnity, because of the review, comment or approval by the City Parties of any plans, permits or other actions relating to the Event.
AMPSURF’s indemnity obligations under this section shall survive the expiration or termination of this Agreement.
3.2 AMPSURF shall be responsible for work and for persons or entities engaged in work, including, but not limited to, contractors, subcontractors, suppliers, and providers of services. The City shall not be responsible for any work other than work related to performing the services and activities described in Exhibit B.
AMPSURF shall be responsible for any and all disputes arising out of its contracts for the Event, including but not limited to payment disputes with contractors and subcontractors. The City will not mediate disputes between AMPSURF and any other entity concerning responsibility for performance of work relating to the Event.
4. Insurance. AMPSURF shall take out and maintain Commercial General Liability and Workers’ Compensation Insurance as follows:
4.1 Commercial General Liability policy in the amount of One Million Dollars ($1,000,000) combined single limit, or such other policy limit as City may approve at its discretion, including contractual liability, as shall protect AMPSURF and City from claims for damages arising from or in any way related to the Event.
Such policy or policies shall be written on an occurrence basis. The commercial general liability policy hereunder shall name the City Parties as additional insureds through endorsement. Companies writing the insurance required hereunder shall be licensed to do business in the State of California. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII.
AMPSURF shall furnish City with a certificate of insurance evidencing the required insurance coverage and a duly executed endorsement evidencing such additional insured status. The certificate shall contain a statement of obligation on the part of the carrier to notify City and City of any material change, cancellation or termination of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation or termination. In the event the carrier will not agree to provide such notice, AMPSURF shall provide written notification to City of any material change, cancellation or termination of coverage at least 30 days in advance of the effective date of any such material change, cancellation or termination. Coverage provided hereunder by AMPSURF shall be primary insurance and shall not be contributing with any insurance, self-insurance or joint self-insurance maintained by City, and the policy shall contain such an endorsement. The insurance policies shall contain a Council Agenda 6-21-2022 12.G-11
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waiver of subrogation for the benefit of City. The required certificate and endorsement shall be furnished by AMPSURF to City not later than 90 days prior to the Event.
4.2 Workers’ Compensation Insurance. AMPSURF shall furnish or cause to be furnished to City evidence satisfactory to City that AMPSURF and any contractor with whom it has contracted for the Event otherwise pursuant to this Agreement carries Workers’ Compensation Insurance as required by law.
5. Notices. Any notices relating to this Agreement shall be given in writing and shall be deemed sufficiently given and served for all purposes when delivered personally or by generally recognized overnight courier service, or five (5) days after deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, addressed as follows:
City:
City of Pismo Beach
760 Mattie Road
Pismo Beach, CA 93449
Attn: City Manager
AMPSURF:
AMPSURF
Dana Cummings
P.O. BOX 1034
Pismo Beach, CA 93449
Either party may change its address for purposes of this section by giving the other party written notice of the new address in the manner set forth above.
6. Default.
6.1 Any failure by AMPSURF to perform any term or provision of this Agreement shall constitute an “Event of Default” if AMPSURF does not cure such failure within thirty (30) days following written notice of default from City. Upon the occurrence of an Event of Default, City shall have the right, in addition to any other rights or remedies (a) to institute any action at law or in equity to cure, correct, prevent or remedy any Event of Default; (b) to recover damages for any Event of Default; or (c) to terminate this Agreement by written notice to AMPSURF. In the event City terminates this Agreement as provided above, neither party shall have any further rights or obligations hereunder, except for AMPSURF’s indemnity obligations under Section 3, which shall survive such termination. Furthermore, termination of the Agreement shall not relieve AMPSURF of liability for repayment of unexpended sponsorship proceeds under Section 2. In the event of termination, interest shall accrue on all unexpended sponsorship funds due at the highest legal rate of interest from the date that Council Agenda 6-21-2022 12.G-12
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notice of termination is mailed to/from AMPSURF to the date of full repayment by AMPSURF.
6.2 Any failure or delay by City in asserting any of its rights or remedies as to any Event of Default shall not operate as a waiver of any Event of Default or of any such rights or remedies or deprive City of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies.
7. Miscellaneous Terms and Provisions.
7.1 Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.
7.2 Audit: AMPSURF agrees that the City, or its designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. AMPSURF agrees to maintain such records for a possible audit for a minimum of five (5) years after final payment, unless a longer period of records retention is stipulated or required by applicable law. AMPSURF agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records.
7.3 Assignment. AMPSURF may not transfer or assign any or all of its rights or obligations under this Agreement without the prior written consent of City, which consent shall not be unreasonably withheld. Any such assignment or transfer without City’s consent shall be wholly void and of no effect.
7.4 No Third-Party Beneficiary. Nothing in this Agreement, express or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any person other than the parties to it, nor is anything in this Agreement intended to relieve or discharge any obligation of any third person to any party hereto or give any third person any right of subrogation or action over or against any party to this Agreement. Nothing herein shall be construed to create a partnership, joint venture or similar arrangement between the parties hereto.
7.5 Governing Law; Venue. The laws of the State of California shall govern the interpretation and enforcement of this Agreement without reference to principles of conflict of laws. Venue for any action brought under this Agreement shall be in the Superior Court of San Luis Obispo County, California.
Council Agenda 6-21-2022 12.G-13
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7.6 Authority. Each party executing this Agreement on behalf of a party represents and warrants that such person is duly and validly authorized to do so on behalf of the entity it purports to bind.
7.7 No Agency Relationship. Neither AMPSURF nor any of AMPSURF’s employees, agents, contractors or subcontractors are or shall be considered to be agents or employees of City in connection with the performance of any of AMPSURF ‘s obligations under this Agreement.
7.8 Agreement is Final Contract. This Agreement represents the entire understanding of AMPSURF and City as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered herein. This Agreement may not be modified or altered except in writing signed by both parties.
7.9 Execution of Counterparts. This Agreement may be executed in any number of counterparts shall for all purposes be deemed to be an original; and such counterparts shall together constitute one and the same instrument.
IN WITNESS WHEREOF, City and AMPSURF have caused this Agreement to be executed as of the dates set forth below.
CITY OF PISMO BEACH
By:____________________________
James R. Lewis, City Manager
Dated: _________________________
APPROVED AS TO FORM:
By: _______________________
Dave Fleishman, City Attorney
AMPSURF
By: ____________________________
Dana Cummings, President
Dated: _________________________
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EXHIBIT “A”
A. AMPSURF shall conduct the 2022 Pismo Beach ISA World Para- Surfing Championships, Hosted by AmpSurf during the period November 29 through December 13, 2022, inclusive. The Event shall include a para-surfing clinic on or around December 3, or 4, 2022, the precise date being subject to weather and other conditions and subject to the agreement of the Parties. The opening ceremony for the event shall be held on or around December 3 or 4, 2022, the precise date being subject to weather and other conditions and subject to the agreement of the Parties. The closing ceremony for the Event shall be held on December 11, 2022, the precise date being subject to weather and other conditions and subject to the agreement of the Parties.
B. AMPSURF shall, in all identification signs, promotional materials, publications and other writings or announcements relating to the Event, refer to the Event as the “2022 Pismo Beach ISA World Para-Surfing Championships, Hosted by AmpSurf”. The City shall be the exclusive Title Sponsor of the event, and no other Title Sponsors shall be permitted. AMPSURF will be the Host Sponsor.
C. AMPSURF shall permit lodging properties within the City to freely and without cost use the name “2022 Pismo Beach ISA World Para-Surfing Championships, Hosted by AmpSurf” in marketing and other promotional materials. AMPSURF shall further permit lodging properties within the City to freely and without cost use photographs of the 2022 Pismo Beach ISA World Para-Surfing Championships, Hosted by AmpSurf in such materials and any marketing materials related to the Event provided by AMPSURF and/or Tom Jones Advertising.
D. AMPSURF shall permit City to freely and without cost use the name “2022 Pismo Beach ISA World Para-Surfing Championships, Hosted By AmpSurf” in marketing and other promotional materials prepared for or by the City’s Conference and Visitor’s Bureau or contractors working on behalf of City.
AMPSURF shall further permit City to freely and without cost use photographs of the 2022 Pismo Beach ISA World Para-Surfing Championships, Hosted by AmpSurf in such materials and any marketing materials related to the Event provided by AMPSURF and/or Tom Jones Advertising.
Council Agenda 6-21-2022 12.G-15
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