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HomeMy WebLinkAboutC35510A - Event Mngment Svc - FG Creative, Inc.CONTRACT NO. C35510A CITY OF PALM DESERT DEPARTMENT OF COMMUNITY DEVELOPMENT STAFF REPORT REQUEST: AWARD CONTRACT TO FG CREATIVE, INC. FOR EVENT MANAGEMENT FOR THE SWING 'N HOPS STREET PARTY TO BE HELD ON EL PASEO ON FEBRUARY 4, 2017 SUBMITTED BY: Deborah S. Glickman, Management Analyst DATE: September 22, 2016 CONTENTS: Draft Contract with FG Creative, Inc. Proposal from FG Creative, Inc. Recommendation By Minute Motion: 1. Award Contract to FG Creative, Inc. for event management for the Swing 'N Hops Street Party to be held on El Paseo on February 4, 2017. Funds are available in Account No. 1104416-4306101; 2. Authorize staff to finalize the negotiations of the subject contract with FG Creative, Inc. and authorize Mayor to execute same, subject to the satisfaction of the City Attorney. Committee Recommendation At its meeting of May 20, 2016 the Hotel and Signature Events Committee received a presentation and recap of the February 6, 2016 Swing 'N Hops Street Party and expressed support for the event to be held again in 2017. Strateoic Plan The Swing 'N Hops Street Party event contributes to both the Economic Development and Tourism and Marketing elements of the City's Envision Palm Desert Strategic Plan. Specifically, event creation contributes to: Priority 3 of the Economic Development Element: Create and attract entertainment and events to enhance and expand the Palm Desert economy and lifestyle. Priority 2 of the Marketing and Tourism Element: Grow existing events and develop new events to enhance the desirability of Palm Desert as a year-round destination. Staff Report Approval of Contract for Swing `N Hops September 22, 2016 Page 2 of 2 Background The first Swing 'N Hops Street Party was developed as a featured event for First Weekend and was held on February 6, 2016 on El Paseo between San Pablo Avenue and Larkspur Lane. The event was attended by more than 2,000 from the Coachella Valley and the southern California region, and included dance instruction, a swing dance band, classic car show, art activations, and food, beer, and retail offerings from local vendors. At its meeting on July 14, 2016, City Council authorized a budget of $45,000 for the 2017 Swing `N Hops Street Party to be held in the same location as last year as well as hiring a contractor to plan and manage the event. On August 24, 2016 staff published in the Desert Sun and posted on the board at City Hall a Request for Proposals (RFP) with a budget of $41,000 for event management, including some marketing, and public relations, for the Swing 'N Hops Street Party. Staff held back $4,000 of the budget for special event insurance and other incidentals to be handled by the City as needed. Sealed proposals were due to the City Clerk on September 9, 2016. The proposal from FG Creative, Inc. was the only proposal that was received. Staff reviewed the proposal and feels that FG Creative, Inc. is a very strong candidate for the contract, as it is the same contractor that organized last year's very successful inaugural event. Therefore, staff recommends that City Council approve the contract with FG Creative, Inc. for the 2017 Swing `N Hops Street Party. Fiscal Analvsis Funding in the amount of $41,000 is available in Account No. 1104416-4306101 for the contract for the event management of the 2017 Swing `N Hops Street Party. Submitted By: Deborah S. Glickman Management Analyst Reviewed: n Moore, Director of Finance Approval: Jusfifi McCarthy 4,,4�4- , Interim Cit onager Department Head: Ryan Stendell Director of Community Development EVENT COORDINATION AGREEMENT DRAFT CITY OF PALM DESERT PROFESSIONAL CONSULTANT SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this 22ND day of September, 2016, by and between the City of Palm Desert, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California, 92260 ("City") and FG Creative, Inc., a Corporation, with its principal place of business at 74020 Alessandro, Suite, E, Palm Desert, CA 92260 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional event management, marketing, and public relations consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional event management, marketing, and public relations consulting services to public clients, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such professional event management, marketing, and public relations consulting services for the February 4, 2017 Swing `N Hops Street Party project ("Project") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional event planning, marketing, and public relations consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from September 22, 2016 to February 4, 2017, or upon completion of the Project and its wrap-up, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 1 Update 04/08/2014 72500.00001\29224824.1 3.2 Responsibilities of Consultant. 3.2.1 Independent Contractor: Control and Pavment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and asrequired by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformgpl;,e to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Kev Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Stephanie Greene. 3.2.5 Citv's Representative. The City hereby designates Deborah S. Glickman, Management Analyst II, or her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or her designee. City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant, but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which increase the Scope of Work or change the 2 Update 04/08/2014 72500.00001\29224824.1 Consultant's total compensation, subject to the provisions contained in Section 3.3 of this Agreement. 3.2.6 Consultant's Representative. Consultant hereby designates Trisha Witkower, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all times. 3.2.8 Standard of Care; Performance of Emplovees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. 3 Update 04/08/2014 72500.00001\29224824.1 Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. City may at its discretion adjust insurance requirements. General Liabilitv insurance: Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement. Automobile Liabilitv Insurance: Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. Professional Liabilitv (Errors & Omissions) Insurance: Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims -made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City of Palm Desert, its officers, agents, employees and volunteers. Other provisions or requirements Insurance for Subconsultants: All Subconsultants shall be included as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing Subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City as an Additional Insured to the Subconsultant's policies. Consultant shall provide to City satisfactory evidence as required under Insurance Section of this Agreement. Proof of Insurance: Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for 4 Update 04/08/2014 72500.00001\29224824.1 workers' compensation. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Duration of Coverage: Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subconsultants. Citv's Riahts of Enforcement: In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. Acceptable Insurers: All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. Waiver of Subroaation: All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City of Palm Desert, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City of Palm Desert, and shall require similar written express waivers and insurance clauses from each of its subconsultants. Enforcement of Contract Provisions (Non Estoopell: Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. Primary and Non -Contributing Insurance: All insurance coverages shall be primary and any other insurance, deductible, or self-insurance maintained by the indemnified parties shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions. Requirements Not Limiting: Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. Notice of Cancellation: Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment 5 Update 04/08/2014 72500.00001\29224824.1 for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. Additional Insured Status: General liability, Automobile Liability, and if applicable, Pollution Liability, policies shall provide or be endorsed to provide that the City of Palm Desert and its officers, officials, employees, and agents shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement, under such policies. This provision shall also apply to any excess liability policies. Citv's Right to Revise Specifications: The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation. Self -Insured Retentions.: Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. Timelv Notice of Claims; Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. Safetv: Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to; (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. Additional Insurance; Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement. The total compensation shall equal Forty One Thousand Dollars ($41,000) Extra Work may be authorized, as mutually agreed upon, and if authorized, will be compensated at a mutually agreed upon rate. 3.3.2 Pavment of Compensation. The first Ten Thousand Dollar ($10,000) payment shall be due by October 7, 2016. The second Twenty One Thousand Dollar 6 Update 04/08/2014 72500.00001\29224824.1 ($21,000) payment shall be due by January 6, 2017. The final Ten Thousand Dollar ($10,000) payment shall be due on February 10, 2017.City shall, within 30 days of receiving such invoice, review the invoice and pay all non -disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without authorization from the City, as applicable, per the Palm Desert Municipal Code. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable, Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.1.4 Force Maieure. The City may cancel the Event if performance of the Project is rendered infeasible by the occurrence of Force Majeure. For purposes of this Agreement, Force Majeure shall mean a cause or event that is beyond the reasonable control of the City, including, but not limited to, acts of God, fires, floods, rain, heavy winds, / Update 04/08/2014 72500.00001\29224824.1 earthquake, explosions, riots, wars, sabotage terrorism, vandalism, accident, restraint of government, governmental acts, injunctions, destruction of the premises, and other like events. In the event of a Force Majeure cancellation, the City shall provide Consultant with as much advance notice as is practicable. Consultant shall include in all contracts with subcontractors a provision allowing for cancellation in the event of Force Majeure. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: FG Creative, Inc. 74020 Alessandro, Suite E Palm Desert, CA 92260 ATTN: Stephanie Greene, CEO City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 ATTN: Deborah S. Glickman Such notice shall be deemed made when personally delivered or when mailed, forty- eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, ° drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings and data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentialitv. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. 8 Update 04/08/2014 72500.00001 \29224824.1 Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement. 3.5.5 Attornev's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. 3.5.6.1 Scope of Indemnity. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 3.5.6.2 Additional Indemnity Obligations. To the fullest extent permitted by law, Consultant shall defend, with counsel of City's choosing and at Consultant's own cost, expense and risk, any and all claims, suits, actions or other proceedings of every kind covered by Section 3.5.6.1 that may be brought or instituted against City or its directors, officials, officers, employees, volunteers and agents. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, volunteers and agents as part of any such claim, suit, action or other proceeding. Consultant shall also reimburse City for the cost of any settlement paid by City or its directors, officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City's attorney's fees and costs, including expert witness fees. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governina Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 9 Update 04/08/2014 72500.00001\29224824.1 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 Citv's Rioht to Emglov Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assions. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; Referencres; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.' 3.5.14 Amendment. Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third -Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 invalidity; Severabilitv. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 10 Update 04/08l2014 72500.00001\29224824.1 3.5.19 Eoual ODDodunity EmDlovment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation, or to undertake self- insurance in accordance with the provisions of that Code and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authoritv to Enter Aoreeme9j, Consultant , has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Recuired. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement_ CITY OF PALM DESERT An Robert A. Speigel, Mayor ATTEST: Rachelle D. Klassen City Clerk APPROVED AS TO FORM: 0 Best Best & Krieger LLP City Attorney FG Creative, Inc. Stephanie Greene, Chief Executive Officer 11 Update 04/08/2014 72500.00001 \29224824.1 EXHIBIT "A" SCOPE OF SERVICES Swing `N Hops Street Party is part of the City of Palm Desert's monthly First Weekend event schedule. First Weekend is an economic development tool for the City of Palm Desert intended to attract visitors and locals to Palm Desert for event based programing that occurs on the first weekend of the month November— May annually. First Weekend is a celebration of arts and culture in Palm Desert and has that includes monthly large scale events and festivals along with other smaller events intended to bring members of the Coachella Valley and southern California region to Palm Desert. Included in First Weekend are festivals/street fairs, art walks and receptions, interactive arts/hands on projects, art tours, classic cars/cruising, dance, theater, film, music, culinary programming, and featured events. The Swing `N Hops Street Party will be held on Saturday, February 4, 2017 on the street on El Paseo between Larkspur Lane and San Pablo Avenue. The event is intended to a swing dance band, a classic car show provided by El Paseo Cruise night, interactive art stations, two beer gardens, food vendors, retail vendors, a photo booth, dance instruction, and is anticipated to be attended by 2,000 or more people. Responsibilities of City: The City of Palm Desert shall have final review and approval on all Event budgets, artists, vendors, sponsorships, and advertising, and shall supply and pay or provide for the following for Event. • Special event insurance; • Police services; • Fire services; • Waiving of any City based fees; • Traffic control plan; • Trash and recycling receptacles; • Event logo; • Restrooms, if not secured otherwise; Responsibilities of Contractor: Contractor will plan and execute said event coordination and hiring of vendors and covering all costs for the coordination and hiring of the following activities • Event layout • All permits including, but not limited, to those with the Riverside County Health Department, Alcohol and Beverage Commission, and City of Palm Desert • Street closures • Musician(s) and all other vendors including, but not limited to, food, dance instruction, retail, art; • Work with El Paseo merchants, and other vendors if necessary, to create an area for food booths and retail vendors; • All event rentals; • Stage set-up and equipment for music and dance components; • Stage management; 72500. 00001 \29224824.1 DRAFT 9/13/16 Sponsorships; Social media (work with existing Facebook page); Dance component to include instruction, contest and outreach to regional dance groups; • Limited decor to match the theme; • Seating and tables as needed for beer gardens and dance area; • Two (2) beer gardens and wine/cocktail trailers; to be completely fenced and monitored (Vendors will be selling alcohol); • Classic Car Show to include cars that represent the time period; • Art component; • Restrooms; • Set up and clean-up of trash and recycling receptacles; • Staffing for all coordination and management; • Graphic design services for ads, rack cards, and other branding/advertising items as necessary. 72500.00001\29224824.1 DRAFT 9/13116 EXHIBIT "B" SCHEDULE OF SERVICES All services must be complete on day of event, Saturday, February 4, 2017. 72500.00001 \29224824.1 DRAFT 9/13/16 i a ti APTY�W" S91 ET P PROFESSIONAL EVENT PLANNING & MARKETING/PR SERVICES Submitted by: FG Creative, Inc. September 9, 2016 All Rights Reserved 2016 * Private & Confidential * Proprietary Information Contents Remain Property of FG Creative until Assigned * Fees Valid for 30 Days 74020 Alessandro, Suite E • Palm Desert, CA 92260 • 760.773.1707 • www.FGCreative.com CREATIVE 0 Experts in Marketing 1. Transmittal Letter To Whom It May Concern: September 9, 2016 FG Creative, Inc., a 100% woman -owned California Corporation, is pleased to submit our qualifications to completely manage and coordinate the second Swing 'N Hops Street Party on February 4, 2017. FGC is the firm that was an integral part of the team that developed this concept and provided these services for the inaugural event in 2016, including the brand/ logo design and creation of all marketing materials and the garnering of a media plan that included radio, outdoor and other efforts at no cost. As proven, our team is uniquely qualified to provide the expanded scope of work inclusive of more activities, increased music, art and vendor participation and overall event management. FG Creative has enjoyed a long and successful history with the City of Palm Desert, as the agency of record for El Paseo BID since 2002, Palm Desert First Weekend since 2014, Palm Desert Aquatic Center since 2014, and numerous other projects since our inception in 2002. As the sole owner and CEO of FG Creative, I, Stephanie D. Greene would be the direct contact and the individual who will negotiate with the City and oversee the team of FGC staff members and contractors, and am authorized to bind FGC to all agreed upon contractual requirements. FG Creative also confirms that we meet all City insurance requirements and have current certificates on file for our other efforts, that can be updated and amended to include an needed additionally insured entities as they relate to the proposed event. Since we secured the appropriate insurance for the inaugural Swing 'N Hops event, as well as for all other projects, we believe that these efforts are in formats acceptable to the City. It is with great pleasure that we submit our qualifications to once again work with City Staff to develop and execute a truly memorable and successful event for Palm Desert. Sincerely, Stephanie D. Greene, CEO CREATIVE Experts in Marketing 1 2. Experience of Firm 1 a. Similar Project 1: Swing `N Hops 2016 G ' b. References: City Staff/Deborah Glickman C. Our Scope of Services: Complete management of the event in conjunction with City Staff and First Weekend committee. FGC was integral in developing ' the concept, the budget allocations, the branding and graphic design, and coordinating all aspects and all team members. The event went off very smoothly, there were no issues or problems. The event was very well received ' and attended. d. Total Budget: $30,000 e. Key Personnel: ' a. Stephanie Greene: Assisted in developing the concept. Overall project management working with all team members and monitoring progress, costs, budget, timeline and day -off senior management oversight. ' h Kimberly Waroinski: Project Manager overseeing coordination of securing rental bids, client meetings, site layout, other team members and day -of set-up/take-down and event management. Audrev Reed: Consultant hired to oversee the live entertainment aspects including choosing all stage and electronic rentals, stage layout, sound board during the event and band management. ' d. Joni Wriqht & Tricia Witkower: Assisting with all event details under the guidance of the Project Manager, Kim. Also responsible for choosing and securing the food and retail booth vendors. Chris Clemens: Public relations strategies, development of press releases, and coordination of all interviews, media coverage and day -off management of local media. ' Lisa Morgan: Internal trafficking of all jobs and day -of co -management of the entertainment stage, the band & performers, emcee duties and overall coordination of the stage area. ' 9 Cindv Czarnowski: Coordination of all purchasing, payments, outreach to El Paseo Merchants, internal communications and coordination of vendor booth participants. Jeff Dav: development of the branding including the iconic logo, all ' graphic design of rack cards, social media graphics, posters and all graphic design services. i;jkF*.. _ _' 1:iN 11 . ,;JIM 1C Tg0 pADTY.� FIST IKey PALM DESERT KTWUM SM PABto A ["M Nak-d F-4 TPANK You To OU0 SPONISOPS! OALPHA"Ff)IA BERKSHIRE HATHAWAY MOM El Paseo C,j III U I L— - I ( A T CREATIVE 0 Experts in Marketing Social Media Stats Jon 4 — Feb 8, 2016 • 126,000 unique impressions • 500 new FIB fans • 1500+ post likes • 3500 incoming messages fi f M. - AW MO.- AW ON R PASIO ww� 00INIr TzN6 KTKW W P00 & JW" .2-9—t. SWI OAH(i SATUDDAY. �[BPUADY 6 0110 GGUPKIT STHIT k MUUH lu om CA.- (Al ShOW 7 MR&AUIVE APT DIALAYS It ON �- VASIO KTWUH Sup POO A JAKW - - ". - - I,, w' I i. r -1-1 1 -14 - - - NCREATIVE Experts in Marketing 2. Experience of Firm (con't) Similar Projects: over the last 15 years, FGC has been involved with a variety of large-scale events, including two AHA Heart Balls, Women Leaders Forum "Giriz Night Out," annual merchant events for El Paseo BID, Fashion Group International Annual Gala Luncheon and many others. • Stephanie Greene has over 15 years of experience developing large-scale events from 1986-2002 for shopping centers in the Southern California market. From "Project Earth" at Westminster Mall, consisting of over 100 animals living on exhibit in the mall for a month, to Fashion Shows encompassing top national brands, professional models and haute couture. Budgets ranged from $50,000 to over $400,000. Stephanie also served on the initial committee for The Art of Food & Wine in 2003, and the first year of Fashion Week El Paseo. • Tricia Witkower: Tricia has 12 years of event planning and management experience, and served as the Auction Chair and member of the Steering Committee for the Annual Gala at her last place of employment, La Jolla Country Day School. This event held close to 1,000 people and raised $500,000 for the school. Managed every aspect from logistics, catering and contracts, travel itineraries, auctions, keynote speakers, entertainment, ticket sales, and so on. Managed and planned events ranging from high level executive seminars, to company annual meetings, galas and international marketing seminars. Total budget: range from $5,000 - $100,000 • Lisa Morgan: Lisa has over 15 years managing a variety of events that involve live music and bands, ranging from booking talent to overseeing all aspects of large-scale music events in the Coachella Valley. She works with several local non -profits and has been responsible for major fundraising efforts. Our Scope of Services: From development of event themes, to creation of logos and all graphic design, planning entertainment, overseeing event rentals, set up, Public Relations and social media, FGC has earned and maintained a stellar reputation for being an integral part of event teams. Total Budget: Budges have ranged from $,5000 to well over $300,000. Funds raised averaged $60,000 - $100,000. Key Personnel: Key personnel with FGC over the last 15 years include Cindy Czarnowski, Jeff Day and leadership and planning by Stephanie Greene. P 1 1 I CREATIVE Experts in Marketing 3. Project Approach a. Our Approach: FGC will approach this project in the manner we address all efforts for our clients; with enthusiasm, dedication, organization and the desire to oversee every detail in conjunction with the stellar City staff and First Weekend committee. We would have a budget in place immediately, and would spearhead a team meeting to determine new ideas and logistics to build upon the success of year 1. A proposed budget in included! b. Organization: FGC would develop the team, led by Stephanie Greene and Tricia Witkower. Using our cloud -based project management platform, Trello, we would set up all areas of responsibility, assign tasks, meet with vendors, begin to solicit bids and develop the overall scope of the event within 2-3 weeks. FGC is well known for leveraging budgets to achieve high levels of involvement by vendors and partners for the lowest budgets. Event Management: FGC will create the event team with in-house staff, consultants as noted, and City Staff as determined in initial planning meetings. The team will be managed via constant communication, regular updates and progress reports. d. Innovation and Unique Qualities: • The proven success of securing sponsorships with local media partners. • The experience to work with vendors to achieve the best prices with the best level of execution. • The ability to harness the talent of leaders such as Audrey Reed and Diana Marlo to assist and be integral members of the team. • FGC's long-standing relationship with City of Palm Desert and stellar history of providing top-notch service for a variety of tasks. • FGC's 15-year history working with the merchants on El Paseo. • FGC's 15-year history of working with clients of all sizes here in the Coachella Valley. • FGC's team, comprised of professionals from a variety of large metro markets, and backgrounds in working with national clients. • FGC's renowned success with social media and integrated publicity efforts. e Anticipated Hours/Availability: FGC anticipates spending 207. of the hours in the start-up phase for team meetings and strategy sessions, as well as negotiating for rentals and other contracted elements. Approximately 20% will be used to update graphics, negotiate media partners, solicit booth vendors and develop the PR and social media strategies. 30%will be allocated to coordination and oversight throughout the timeline, and the final 30% will be devoted to the last 3 weeks and the day of the event. 0 CREATIVE 0 \ - Experts in Marketing 4. Qualifications Project Managers • Stephanie Greene: Stephanie Greene is the CEO of FG Creative, a local marketing/ advertising/PR/Online agency that has been working with Valley businesses and non- profits for over 15 years. She began her career in advertising in the LA area as a Media Buyer and New Business Development manager, specializing in residential real estate and shopping centers. She moved into managing the marketing efforts of shopping centers as a Certified Marketing Director, for centers such as Fashion Island, Westminster Mall and Tustin MorketPlace. After that, she headed up marketing efforts at Spotlight 29 Casino, on the team that took the small local casino through the expansion, and into a new era as Trump 29 Casino, working with The Donald himself. She founded FG Creative in 2002, and heads up a team of unique specialists and professionals working with local and regional clients such as El Paseo, Desert Regional Medical Center, City of Palm Desert and many more. She has been navigating the media scene locally, regionally and now globally for over 30 years and enjoys being a speaker on this topic for many organizations. She is a graduate of Leadership Coachella Valley 2007. • Tricio Witkowen Oversaw the vendor booths and secured sponsorships for the 2016 Swing 'N Hops event and is stepping up to Project Manager for this year. Prior to working with FGC, worked with La Jolla Country Day School in event management, at UCSD and at Illumina Medical Devices. b. What Sets FGC Apart: • Our success in being the lead event managers of Swing 'N Hops 2016, from concept through execution. • Coordinate all aspects of the marketing for El Paseo. • Increased the budget by securing booth vendors and coordinated Car show. • Generated Event Sponsors with media partners. • Leveraged media buy at no charge & offset rental costs with paid booths • Generated tremendous PR Media coverage • Our 15-year history in the Coachella Valley, working with a variety of organizations, businesses and entities. Our connections run deep. Special Resources -- Top Notch Consultants Dinner Marla: Former Marketing Director at Desert European Motorcars for ten years. Director of Mario Productions producing quality community events including ten years of the Desert Woman's Show and numerous local charity events. Diana brings experience in negotiating event rentals, working with vendors and setting up booth areas, as well as drawing her large circle of attendees to all events she produces. Audrey Rom: Local resident and Production Manager for annual international events for the digital giants such as Apple, Microsoft and many others. These events involve multi -layers of event production including booking talent, securing all rentals, and oversee every aspect of events with thousands of participants. Producer of many charitable local productions including Desert Bachelor Auction, Desert Woman's Show, PSHealthFest, Broken Glass Awards to name a few. CREATIVE Experts in Marketing 5. Addendum FG Ceat�Pe,lieR PROPOSED BUDGET Client: City of Palm Desert Event: First Weekend Featured Event: Swing n' Hops Event Date: February 4, 2017 Item Description 2016 COST 2017 COSTI FGC Agency Fee Event Planning, PR, media planning, social media, booths $ 7,500.00 $ 8,200.001 Event Insurance City to advise City City Event Layout In compliance with city requirements for fire/emergency Branded Marketing Materials Includes graphic design $ 500.00 S 500.001 Rack Cord $- $ 1,000.001 Paster $- $ 200.001 Facebook Graphics Graphics Graphics Facebook Event Page Agency Fee Agency Fee Banners $ 100.00 $ 100.001 A -Frame Restroom Signs $ 300.00 $ 300.001 Event Decor $ 300.00 $ 300.001 E-Blasts Press Releases/PR Coard I Calendar Listings $- $ - I (Additional Media Buy $- $ 2,700.00 Media Sponsors Developed by FGC Facebook Ads Target market lead to Facebook Event Page, boost so cal and Temecula $ 500.00 $ 500.00 I Radio Two stations + sponsorships Des Sun Online Homepage Pushdown + ROS $ S I (General Security Police/City City City I (Permits/Street Closures/Fire City City City I (Rentals/Equipment Tents, fencing, highboys, tables, chairs, etc $ 13,000.00 $ 18,000.00 (Food Vendors Restaurant participation/$250 per booth $ -1,000.00 $-2,500,00 I (Retail Vendors $250 per booth $ -1,500.00 $-2,500,00 1 IBeer Gardens (2) Breweries Coachella Valley Brewing via Liquid Catering Rentals Fencing, tables, umbrellas, chairs (in general rental costs) signature signature I Security Liquid Catering (2 opening+ security at each) $- $ - I Wristbands Liquid Catering $- $ ABC License Liquid Catering $- $ - (Entertainment I Stage Needed for band and dance instruction signature signature I Lighting &/orAV Equipment $ 4,800.00 $ 5,000.001 Band/Dance Group Jennifer Keith Quintet; 3 sets of 45 mins $ 3,800.00 $ 4,000.001 Green Room+ Rider Sponsored by The Gardens $- $ - I ItemsforGreen Room Deli tray, tea, mirror, keurig, etc.... $ 200.00 S 200.001 Dance Instruction Lupita Limon $- $ - Photography photobooth +event photography (El Paseo + City cover cost) Restrooms Sponsored by The Gardens $- $ - Garbage Recptacles City provides thru Burrtec $- $ - Classic Cars Jerry - EP Cruise Night will provide cars, no costs $- $ - IArt Component I Interactive Art Elements For 2017, add new areas of interactive art and projects $ 1,500.00 $ 5,000.001 (Staffing Staffing/If needed $- 5 - I ISubtotal: $ 30,000.00 $ 41,000.001 (TOTAL: $ 30,000.00 $ 41,000.001 Thank You! o In closing... the entire FGC team and our partner consultants are thrilled to be considered for this project with the City of Palm Desert and First Weekend. Based on our success in coordinating and managing the inaugural Swing 'N Hops event, we already have confirmation on several returning booth participants, Cruise Night, and other key elements. And we've already been researching a variety of new, engaging interactive art concepts to add to the event, using more of the space and creating a new excitement and vibe to make Year 2 bigger and better! We look forward to hearing from you very soon. CREATIVE Experts in Marketing