Loading...
HomeMy WebLinkAboutMetropolitan Convention and Vistors Bureau Augusta Richmond GA DOCUMENT NAME ~ Wa;JJ\ \"\O.Cl CJY:)\lmT\(Y) * \l \ '2:,\-\-0'(") bJ\ '( -€,e<. U DOCUMENT TYPE: corn'( 6C---\- YEAR: BOX NUMBER: ;) FILE NUMBER: \ (;lC1 ~ NUMBER OF PAGES: \ G . r , r ~~.. . AUGUSTA METROPOLITAN CONVENTION AND VISITORS BUREAU, INC. PROFESSIONAL SERVICES CONTRACT WITH AUGUSTA-RICHMOND COUNTY STATE OF GEORGIA 9 COUNTY OF RICHMOND 9 This agreement (<<contract") is made and entered into by the Augusta-Richmond County Commission, a consolidated municipal corporation and county created by Georgia laws 1995, page 3642 et seq. and Georgia Laws 1995, p. 3648 et seq., hereinafter referred to as <<Augusta-Richmond County", and the Augusta Metropolitan Convention and visitors Bureau, Inc., a Georgia Non-profit corporation, hereinafter referred to as "AMCVB", each acting by and through its authorized officials, who declare as follows: WHEREAS, the Augusta-Richmond County Commission desires to promote the benefits and advantages of Augusta-Richmond County and the surrounding Augusta Metropolitan Area, for conventions, large and small gatherings, meetings, trade shows, festivals, visitors and tourism related activities for the purpose of stimulating economic growth in Augusta-Richmond County and the surrounding area; WHEREAS, the former city Council of Augusta and the Board of commissioners of Richmond County created the Augusta-Richmond County Convention and visitors Bureau (CVB) by joint ordinance enacted March 3, 1987 and March 9, 1987; and 1 .. .' 'f , , . WHEREAS, pursuant to a.C.G.A. 48-13-50 et seq. the Augusta- Richmond County commission, as successor to the City Council of Augusta and the Board of Commissioners of Richmond County, levies and collects a tax upon the occupancy of hotel rooms and motel rooms within Augusta-RiChmond County, hereinafter referred to as the "hotel-motel tax"; WHEREAS, not less than forty (40%) percent of the Hotel-Motel Tax proceeds must be appropriated by the Commission for the limited purpose of promoting tourism activities; and WHEREAS, the Augusta-RiChmond County Commission levies and collects a tax upon mixed drinks sold at retail and upon wholesale beer sold ln its Urban Service District, said District being coterminous with the former incorporated limits of the city Council of Augusta; and WHEREAS, the proceeds of said mixed drink and wholesale beer taxes have been remitted to the Augusta-RiChmond County Convention and visitors Bureau for the purpose of promoting tourism activities; WHEREAS, Augusta-RiChmond County benefits directly and indirectly from more economic activity by increased sales tax and hotel tax income produced by tourism activities; WHEREAS, the Augusta Metropolitan Convention and visitors Bureau, Inc. (AMCVB) has been incorporated to provide professional services to Augusta-Richmond County for convention and tourism purposes; 2 ~ ... '1 I WHEREAS, Augusta-Richmond County and the AMCVB desire that the AMCVB be the exclusive provider of convention and tourist promotion services as hereinafter outlined for the benefit of Augusta- Richmond County; WHEREAS, the incorporated AMCVB shall succeed to the interest of the former Augusta-Richmond County Convention and Visitors Bureau; WHEREAS, it is the intention of Augusta-Richmond County to provide funding to the AMCVB through the taxes levied and collected as heretofore identified; and WHEREAS, the Augusta-Richmond County Commission and the AMCVB desire to establ ish a general framework for future efforts and establish procedures by which the AMCVB will perform professional services in connection with the promotion of conventions and tourism in Augusta-Richmond County. NOW THEREFORE, the parties do agree as follows: SECTION 1 AMCVB COVENANTS In consideration of the Augusta-Richmond County's agreement to pay monies to the AMCVB from its hotel occupancy tax revenues, and its mixed drink and wholesale beer tax revenues, as hereinafter provided, the AMCVB agrees to undertake activities for the promotion of tourism and the convention and hotel industry, through advertising and conducting promotional programs to attract tourist and convention delegates or registrants to Augusta-Richmond County, all in accordance with the AMCVB marketing plan. 3 ~ Specifically, but without limitation, AMCVB covenants and agrees as follows: 1.1 To promote the lease of facilities in Augusta-Richmond County on dates available. 1.2 To conduct coordinated state, regional, national, and international advertising, publicity and promotion campaigns emphasizing the attractions offered in Augusta-Richmond County to meetings, groups and visitors. 1.3 To maintain exhibit booths for the purpose of attracting visitors, conventions, meetings, exhibits, selected trade, sports and consumer shows, and other events to Augusta-Richmond County. 1.4 To cause to be printed and distributed in adequate quantities visitor literature of appropriate quality and material to Georgia Welcome Centers, as well as visitor information centers located in places of public accommodation, including the Cotton Exchange Welcome Center at 32 Eighth Street, Augusta, Richmond County, Georgia 30901. 1.5 To participate ln appropriate tourism agencies and convention associations such as the Georgia Department of Industry Trade and Tourism, The Georgia Society of Association Executives, in order to assure that favorable publicity about Augusta-Richmond County may be continued and expanded. 1.6 To solicit convention and meeting holding organizations to use appropriate facilities located in Augusta-Richmond County and surrounding areas. 4 " '. .' 1.7 To provide services to associations, organizations or groups convening or holding meetings in Augusta-Richmond County; and to coordinate with the appropriate Augusta-Richmond County departments, local hotels, restaurants and entertainment facilities, and to strive to provide an environment in which a visiting group or organization enjoys a coordinated and productive visit to Augusta-Richmond County. 1.8 To prepare, publish and update during the term of this agreement and any renewals thereof, materials providing specific information on hotels and motels located in Augusta-Richmond County and other jurisdictions, including but not limited to Columbia County, Georgia; and to distribute said materials to association executives and planners of meetings. 1.9 To expend funds in each fiscal year in accordance with its fiscal year budget, submitted as hereinafter provided to the Augusta-Richmond County Commission. 1.10 To maintain appropriate bank accounts and records for deposit and expenditure of all funds paid by Augusta-Richmond County hereunder. 1.11 To operate and maintain an accounting system in accordance with professional accepted accounting principles. 1.12 To have its financial statements audited at the end of each fiscal year by an independent certified public accountant and to furnish a copy of it's financial report to Augusta-Richmond County. 5 ", 1.13 To permit authorized officials of Augusta-Richmond County to review its books at any reasonable time upon reasonable notice. 1.14 To cause the Executive Director of the AMCVB to appear on request from time to time before the Augusta-Richmond County commission to discuss the AMCVB program. 1.15 To perform all other covenants provided elsewhere in this Contract. SECTION 2 AMCVB BUDGET AND MARKETING PLAN 2.1 In order for Augusta-Richmond County to monitor the operation of the AMCVB hereunder, AMCVB shall, submit to the Augusta-Richmond County Commission its entity-wide budget and marketing plan for each fiscal year. The marketing plan shall provide specific and detailed actions to be performed by the AMCVB during the fiscal year in question. SECTION 3 PAYMENT AND USE OF FUNDS 3.1 In consideration of the professional services to be performed by the AMCVB under the terms of this Contract, Augusta- Richmond County shall pay to the AMCVB not less than forty (40%) percent of all monies collected from its hotel-motel tax levied pursuant to O.C.G.A. 48-13-50 et seq. and 100% of the Urban services District wholesale beer and mixed drink taxes levied and collected pursuant to former City Council of Augusta Ordinance No. 5805 and any successor ordinance thereto and any monies from any other revenue source hereafter dedicated to the purpose of this Contract. Augusta-Richmond County shall make said payments to 6 " AMCVB monthly on or before the 15th day of each month and on a like day each month during the term of this Agreement, commencing on or before the 15th day of January, 1997, for hotel-motel, beer and mixed drink sales subj ect to said taxes for the month ending November, 1996 (two months previous). By illustration: taxes on said sales for the month of January shall be remitted by Augusta- Richmond County to the AMCVB not later than the 15th day of March next following. 3.2 Exclusive Agreement. It is recognized that said hotel-motel tax, mixed drink tax, and wholesale beer tax herein before identified may be only expended by Augusta-Richmond County through the AMCVB for the purposes of promoting convention and tourism acti vi ties wi thin Augusta-Richmond County. The AMCVB shall be the exclusive provider to Augusta-Richmond County for promotion of convention and tourism related activities within Augusta-Richmond County. 3.3 Private Funds; Contracts with other Political Subdivisions. In addition to the monies dedicated to the use of the AMCVB from the tax sources hereinbefore identified in Section 3.1, the AMCVB's annual income may consist of contributions, membership dues, in-kind donations, services from private sources and contracts for tourism promotional services with other political subdivisions including but not limited to, Columbia County, Georgia. 3.4 AMCVB shall provide Augusta-Richmond County with other reports of information which Augusta-Richmond County may reasonably 7 ., require to verify the proper use of tax monies paid to the AMCVB hereunder. SECTION 4 TERM; AMCVB OPTION TO RENEW 4.1 The initial term of this Contract shall be for a period of four (4) years commencing on January 1, 1997, and extending through December 31, 2000, unless this Contract shall have been sooner terminated or extended in accordance with other provisions contained herein. 4.2 Provided AMCVB is in compliance with all terms and condi tions of this Contract, AMCVB will have the option at the beginning of calendar year 2000 to request Augusta-Richmond County to enter into negotiations with AMCVB for an additional four (4) year term under the same terms and conditions as herein provided. SECTION 5 INDEPENDENT CONTRACTOR 5.1 The relationship of the AMCVB to Augusta-Richmond County shall be that of independent contractor as to all services performed hereunder and not as an officer, agent, servant or employee of Augusta-Richmond County. AMCVB shall have exclusive control of its operations hereunder, and the persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors. The doctrine of respondeat superior shall not apply. 5.2 AMCVB Employees. Neither the AMCVB nor its employees are considered to be 8 employees of Augusta-Richmond County for any purpose whatsoever. The AMCVB further agrees that neither it nor its employees are entitled to any benefits from Augusta-Richmond County. The AMCVB shall be solely responsible for all matters relating to the payment of its employees, including compliance with social security, withholding and all other regulations governing such matters, and shall be solely responsible for its subordinates and employees. 5.3 Private status. The Augusta Metropolitan Convention and Visitors Bureau, Inc. (AMCVB) is not a political subdivision, agency or instrumentality of Augusta-Richmond County. SECTION 6 TERMINATION 6.1 Termination for Cause. If through any cause, the AMCVB shall fail to fulfill in a timely manner any of its obligations under this Contract and the AMCVB fails to commence good faith continuous efforts to cure such default within fifteen (15) days of receipt of notice of default from Augusta-Richmond County, Augusta-Richmond County shall thereupon have the right terminate this Contract by giving written notice to the AMCVB of such termination and specifying the effective date thereof at least thirty (30) days before the effective date of such termination. 6.2 Termination by AMCVB. The AMCVB may terminate this Agreement at any time by giving at least six (6) months' prior written notice to Augusta-Richmond County. 9 SECTION 7 PERSONNEL; DISCRIMINATION PROHIBITED 7.1 Augusta-Richmond County Employees (a) It is mutually understood and agreed that the AMCVB is under no obligation to hire and provide employment for any of the existing employees of Augusta-Richmond County ("County Employees") . The AMCVB, may, however, desire to hire one or more County Employees as a new hire, and Augusta-Richmond County shall not discourage any such employee from accepting employment with the AMCVB. (b) with respect to County Employees who may be hired by AMCVB, Augusta-Richmond County understands and agrees that the AMCVB shall not be held liable or responsible for any actions or omissions of said employees which actions or omissions arose out of their employment with Augusta-Richmond County and occurred prior to the date of hire of said employee by the AMCVB. The AMCVB understands and agrees that Augusta-Richmond County will not be liable or responsible for any actions or omissions of said employees, which actions or omissions arise out of their employment with the AMCVB and occur as of and after the date of their hire by the AMCVB. 7.2 AMCVB Employees. The AMCVB represents that it has, or will secure at its own expense, all personnel required in performing all of the AMCVB services required under this Agreement. All employees of the AMCVB shall not be the employees of or have any contractual relationships with Augusta-Richmond County. 10 7.3 Qualifications. All the AMCVB services required hereunder will be performed by the AMCVB or under its supervision and all personnel engaged in performing the AMCVB services shall be qualified. 7.4 No Discrimination. In performing the AMCVB services required hereunder, the AMCVB shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age or physical handicap, and shall comply with local, state and federal laws and regulations applicable to the AMCVB relating to non-discrimination. SECTION 8 TITLE TO AUGUSTA-RICHMOND COUNTY CONVENTION AND VISITORS BUREAU (CVB) PERSONAL PROPERTY 8.1 Augusta-Richmond County Convention and visitors Bureau Personal Property. Augusta-Richmond County owns certain personal property, both tangible and intangible, including but not limited to furniture, equipment and money used in connection with its tourism promotion activities ("CVB Property"), more fully described in Exhibit "A". Augusta-Richmond County does hereby convey to AMCVB all its right, title and interest in and to said personal property. 8.2 Condition of Augusta-Richmond CVB Property. The AMCVB accepts said Augusta-Richmond County CVB property in its present "AS IS" condition. SECTION 9 INSURANCE 9.1 The AMCVB shall procure and maintain at its expense during the term of this Agreement, bonds and insurance in the kinds 11 .. and amounts hereinafter provided with insurance companies authorized to do business in the state of Georgia, covering the AMCVB services, whether performed by the AMCVB or its agents and/or representatives. The various types of required insurance may be written in one or more policies. Kinds and amounts of insurance required are as follows: a. Comprehensive General Liability Insurance Including Automobile. Comprehensive general liability and automobile insurance policy with liability limits in amounts not less than $1,000,000 combined single limit of liability for bodily injury, including death, and property damage in anyone occurrence. Such policies of insurance must include coverage for all operations performed for Augusta-Richmond County by AMCVB, coverage for the use of all owned, non-owned, hired automobiles, vehicles and other equipment both on and off work. b. Workers' Compensation Insurance. Workers' compensation insurance for its employees in accordance with the provisions of the Workers' compensation Act of the state of Georgia. SECTION 10 NOTICE 11.1 Any notice, request, demand, statement or consent required or permitted to be given hereunder be given via registered or certified mail, returned receipt requested, postage prepaid, to the other at the respective address given hereinbelow: 12 . '. . To AMCVB: Barry White, Executive Director Augusta Metropolitan Convention and visitors Bureau, Inc. 32 Eighth st., ste 200 Augusta, Ga 30901 To Augusta-Richmond County: Mayor, Augusta Richmond County 8th Floor, Municipal Bldg. Augusta, Ga 30911 SECTION 11 CONSTRUCTION AND SEVERABILITY 12.1 If any part of this Agreement is held to be invalid or unenforceable by any law, regulation or court decision, such holding will not affect the validity or enforceability of any other part of this Agreement. SECTION 12 AMENDMENTS 13.1 This Agreement may be altered, amended, changed or modified as mutually agreed upon by and between Augusta-Richmond County and the AMCVB, and such alterations, amendments, changes or modifications shall be incorporated into written amendments to this Agreement. SECTION 13 APPLICABLE LAW This Agreement shall be governed by and construed and enforced in accordance with the laws of the state of Georgia. SECTION 14 APPROVAL REOUIRED This Agreement is contingent upon and shall not become effective or binding until formally approved by the Augusta- Richmond County Commission and the Board of Directors of the Augusta Metropolitan Convention and visitors Bureau, Inc. 13 " . .~, .. '. ,. .. SECTION 15 MISCELLANEOUS 16.1 Entire Agreement. This written instrument constitutes the entire agreement of the parties hereto concerning the subj ect matter hereof, and any prior or contemporaneous oral or written agreement which purports to vary from the terms hereof shall be void. 16.2 Governing Law. This Contract shall be subj ect to all val id rules, regulations and laws applicable thereto, as promulgated by the United states of America, the state of Georgia or any other governmental body or agency having lawful jurisdiction, and supersedes all contracts that may be in existence. 16.3 Assignment. AMCVB shall not assign this Contract or any interest therein without the prior written approval of Augusta- Richmond County. 16.4 Public Access - Open Meetings. AMCVB shall provide reasonable public access to all AMCVB board and committee meetings (collectively "AMCVB Meetings"), according to the Georgia Open Meetings Law, and shall issue notices of meetings required by said Open Meetings Law, as if the AMCVB were a governmental entity subject to said Open Meetings Law. 16.5 Public Access - Open Records. The AMCVB recognizes its obligations to continue to maintain open and public records as required by the Georgia Open Records Act and subject to any exception enumerated therein. 14 ';l .. , . " ... .' II IN WITNESS WHEREOF, the parties have executed this Agreement officers at Augusta, Georgia, by and through thein::~Y.;~thorized this ~ day of ~ 19~. Signed, sealed and delivered in the presence of: ~11 w /7J~ ~~~~jm~ : tary Iille. olumbia County, Georgia . MY C~!l1ission ExPir/eSJUne 21, 199B A:r9~I,.;Gqn.: CV~ <cont::racts -.., ., AUGUSTA METROPOLITAN CONVENTION & VISITORS BUREAU, INC. ~loW- --... BY: ~LC::>, ITS: / -- ATTEST: ATTEST: 15 ~ J .. . " . . ~ " 1/ . ~ EXHIBIT 'A' AUGUSTA RICHMOND COUNTY CONVENTION AND VISITORS BUREAU PROPERTY . Financial institution accounts and certificates of deposit standing in the name of "Augusta-Richmond County Convention and Visitors Bureau", . Vehicles titled in the name of "Augusta-Richmond County Convention and Visitors Bureau". . Furni ture, equipment and fixtures on the premises of the Cotton Exchange building in the offices of the "Augusta- Richmond County Convention and Visitors Bureau" and Cotton Exchange Museum. . Computer equipment and all software. . Security alarm system in the Cotton Exchange building. . Audio visual equipment. . Telephone equipment and software. . Display booths used for trade shows. . Artifacts and museum pieces donated to or bought by the Cotton Exchange Museum. . Miscellaneous materials, brochures and supplies. 16