HomeMy WebLinkAboutContract 47741 34CrrY$D7FOR7a
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EVENT AGREEMENT
Agreement (Agreement") is made as of this day March 18, 2010, ("Effective Dale") by and between marketing
®��� t have executed this Agreement(°Marketing Manager")and City of Fort Worth('Organizer").
, Marketing Manager: (f) is the "Owner"of the shopping center listed on Ext 1 and manages and directs certain
vities at such shopping center,or(ii)has been engaged by several Owners to manage and direct such activities at lite
shopping centers listed on Exhibit . Each shopping center is herein called a shopping Center' and collectively tate "Shopping
Conte ;and '
WHEREAS,Organizer seeks to conduct an event in a portion of the common area of the Shopping Center(s)as more particularly
described herein.
NOW THEREFORE,in consideration of Ilia foregoing and other good.and valuable consideration,the receipt and adequacy of which
aro hereby acknowledged,the parties hereto agree as follows:
TERMS AND CONDITIONS
1, TERM. The "Term" of this Agreement shall begin on the Effective Date and shall terminate on the "Expiration Date"
specified on Exhibit A. The Event(as hereinafter defined)shall be conducted during the"Event t Term"spec(fled on Exhibit
A.
2. EVENT. During the Event Term,Organizer shall conduct the event described on 9&lbit A In a portion of the common area of the
Shopping Center more particularly described on Exhibit {"Premises'). Any activities conducted and/or exhibition of any
displays, sets, signs, decorations, materials, advertising collateral and/or equipment of Organizer specified on Exhibit
(collectively the"Event Elements"}during the Event Term shall be collectively referred to herein as the"Event".If storage of any
Event Elements Is Included In the services and/or benefits provided by Marketing Manager as more particularly specified on
xhibit A(" a m_j,the Premises Is deemed to include the area(s)in which such Event Elements are stored.
3. EVENT FEE, In consideration for the rights granted by Marketing Manager under this Agreement,Organizer agrees to pay the
"Even ee'to"Payoe"at the address and pursuant to the payment schedule,all asset forth on Exhibit A.
4. ORGANIZER'S OBLIGATIONS,
A. Submission of Event Elements. By the"DeWery Da to"specified on Exblblt ,Organizer agrees to deliver to Marketing
Manager all Event Elements specified on Exhibit ,which may Include without limitation camera-ready artwork,advertising
collateral,display or set designs,signs,copy,electronic files,activity plans and schedules, promotional materials and/or
samples to be distributed and/or such other materials, logos,trademarks and designs to be used In connection with the
Event,as are necessary for Marketing Manager to approve the Event and provide the Services pursuant to this Agreement.
a. Permits. Organizer shall procure and keep in full force and effect, at its sole cost and expense, from governmental
authorities having Jurisdiction over the Shopping Center(s), any and all licenses, permits, bonds or other authorizations
necessary to conduct the Event as contemplated under this Agreement. Organizer will notify Marketing Manager
immediately if Organizer falls to obtain the required permits and licenses prior to commencement of the Event.A copy of
any required permits or licenses shall be provided to Marketing Manager prior to commencement of the Event and(fie
provision of such permits or licenses to Marketing Manager Is a condition precedent to any access to the Premises
C. Insurance. Organizer will provide Marketing Manager with documentation concerning the Organizer's self-funded insurance
program. This document,attached hereto as Exhibit B, must be approved, 1n writing,by Marketing Manager prior to the
commencement of the Event Term.
D. Event Set-up and Operation. Organizer shall have the sole responsibility of conducting the Event,which may include the
erecifon and installation of any Event Elements authorized by Marketing Manager, unless erection and installation are
included in the Services. Organizer shall install the Event Elements and promptly repair at Its sole cost and expense any
damage to the Shopping Center(s)caused by Organizer,any contractors or other providers of Organizor,exhibitors and/or
participants in the Event (each a"Contractor'and collectively the"Contractors"), or their respective employees,agents,
affiliates or subcontractors.fn connection with the set-up of the Event, Organizer shall maintain the Event Elements and
conduct the Event solely on the Premises In a clean and orderly manner that exemplifies a first-class shopping center.In no
event shall Organizer,any Contractor or any of their employees,agents,affiliates,subcontractors or suppliers(collectively
"Organizer Parileo hawk or otherwise create a nuisance in the Shopping Center(s).
E. Removal of Event Elements. Upon tho earlier of the expiration of the Event Term or termination of this Agreement,
Organizer shall remove all Event Elements from lite Premises,repair damage caused by such removal and peaceably yield
up to Marketing Manager the Premises In good order, repair and condition. Until such lime as all Event Elements are
removed,Organizer's obligations shall continue as set forth In this Agreement In the event Organizer does not remove all
Event Elements at the expiration of the Event Term or earlier termination of this Agreement, Marketing Manager shall
provide Organizer with written notice of Organizer's failure to remove the Event Elements from the Promises.Such written
notice shall provide Organizer with one(1)day for the purpose of removing the Event Elements from the Premises(^N e
Period°}. In the event Organizer does not remove any or all of the Event Elements within the Notice Period, Marketing
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH,TQC
Manager shall have the right,in its sofa and absolute discretion,to either remove and store the Event Elements or dispose
of the Event Elements at Organizer's sole cost and expense. Organizer shall have no claim against Marketing Manager for
such removal,storage and/or disposal.
F. Compliance With Law. Organizer agrees to perform all of its obligations under this Agreement In a professional manner
and shall comply with all federal, state and local laws, statutes, ordinances, rules, regulations, codes and other
governmental requirements.
G. Acknowledgement. Organizer acknowledges and agrees that Marketing Manager's ability to provide access to the
Premises and the Services is contingent upon Organizer's timely performance of Organizer's obligations under this
Agreement and Organizer's failure to perform any of its obligations shall be a material breach of this Agreement.
S. MARKETING MANAGER'S OBLIGATIONS. Marketing Manager shall review and approve in writing, in Its sole discretion, ail
Event Elements.Marketing Manager reserves the right during the Term to reject any or all Event Elements for any reason or no
reason and to curtall or regulate any or all Event Elements including without limitation sound levels thereof and Organizer
Parties, at Organizer's expense. Subject to Organizer's obligations set forth In Section 4 of this Agreement and Marketing
Manager's approval of the Event, Marketing Manager shall provide to Organizer and each authorized Contractor access to the
Premises during the Event Term in accordance with this Agreement,Organizer and each authorized Contractor shall be allowed
access to, and use of, the loading dock and parking lot at reasonable times, as determined by Marketing Manager and as
needed to perform Organizer's obligations under this Agreement. Marketing Manager shall also provide to Organizer the
Services.
6. CONTRACTORS.Organizer shall be responsible to procure any and all Contractors necessary for the Event. Organizer shall
supply Marketing Manager with a list of all proposed Contractors at least five(5) business days prior to commencement of(tie
Event. The list shall specify the names, addresses and type of each Contractor. Organizer agrees that only Contractors
approved by Marketing Manager in writing will be permitted to enter the Premises. Organizer acknowledges and agrees that
Marketing Manager shall not approve of, or permit, any such Contractor to enter the Premises, until Marketing Manager has
received from each Contractor(i) a certificate of Insurance evidencing coverage satisfactory to Marketing Manager and listing
Marketing Manager as an additional Insured and (it) an original of Exhibit c signed by an authorized representative of each
Contractor, without any modification. Any exception or modification to the foregoing requirements shall be In Marketing
Manager's sole and absolute discretion.
7. INTELLECTUAL PROPERTY RIGHTS,
A. Each party owns and shall retain all right,title and Interest In and to its trademarks and service marks(collectively"Marks").
Neither party shall,in any way during the Term or thereafter,directly or indirectly do or cause to be done any act or thing
contesting or in any way challenging any part of the other party's right,title and interest in such party's Marks.Without the
prior written consent of Marketing Manager,Organizer shall not,while this Agreement Is In effect or thereafter,use or permit
the use of Marketing Manager's name or the name of any affiliate of Marketing Manager, or the name, address or any
picture or likeness of,or reference to,the Shopping Centers)In any advertising,promotional,or other materials.
B. Marketing Manager may make still,digital,video and/or photographic images or recordings of the Shopping Center which
may include the Event Elements,Organizer's Marks and/or other materials of Organizer's displayed at the Shopping Center
during the Term. Marketing Manager shall have the right to rise such images or recordings for purposes of promoting the
Shopping Cenler(s)and marketing activities at the Stropping Center(s).
8. REPRESENTATIONS AND WARRANTIES.
A. Organizer represents and warrants that(1) the production, operation, broadcasting,advertising and promotion of the Event
and the use of the Event Elements as provided in this Agreement will not violate the trademark rights,copyrights,the right of
privacy or publicity or constitute a libel or slander,or involve plagiarism or violate any other rights of any person or entity;(i1)It
has the full right and legal authority to enter into and fully perform this Agreement in accordance with its terms and there are
and shall be no agreements(oral or written)which conflict with Organizers full perfomrance hereof;and(Ill)it has inspected
the Premises and acknowledges that such area is safe and suitable for the Event contemplated hereunder.
B. Marketing Manager represents and warrants that It has the full right and legal authority to enter into and fully perform this
Agreement in accordance with its terms and there are and shall be no agreements (oral or written) which conflict with
Marketing Managers full performance hereof.
9. RESERVED-Intentionally Left Blank
90. LIMITATION ON LIABILITY. Organizer hereby agrees to be solely responsible for any loss or damage to the Event
Elements and any other equipment or property of Organizer or the Contractors resulting from the use of the Premises,
except to the extent such loss or damage is caused by the gross negligence of Marketing Manager. Marketing Manager
shall not be liable to any of the Organizer Parties for any foss or damage to any property of any Organizer Parties,including
without limitation for any removal of such property by Marketing Manager during the Event Term or upon the earlier of the
expiration of the Event Term or termination of this Agreement.Except as specifically provided in this Section 10,Organizer
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waives any claim against Marketing Manager for any damage to any property of the Organizer Parties and will obtain a
similar waiver from any Contractor.
No representation, guarantee, assurance or warranty Is made or given by Marketing Manager that the security
procedures used by Marketing Manager,if any,will be effective to prevent(i)injury to Organizer,any Contractor,guests,or
any other person who is or may be in the Shopping Center(s) from time to time or 01) damage to, or loss (by theft or
otherwise)of any property of the Organizer Parties or of the property of any other person who is or may be In the Shopping
Center(s)from time to time.
ORGANIZER EXPRESSLY UNDERSTANDS AND AGRCES THAT MARKETING MANAGER SHALL NOT BE LiABLE
FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING
OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT INCLUDING, WiTHOUT LIMITATION, DAMAGES FOR
LOSS OF PROFITS, GOODWILL,LOSS OF DATA, LOSS OF AIR TIME, OR OTHER INTANGIBLE LOSSES (EVEN IF
MARKETING MANAGER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). THE AGGREGATE
LIABILITY OF MARKETING MANAGER FOR ANY REASON AND UPON ANY CAUSE OF ACTION (INCLUDING,
WITHOUT LIMITATION,NEGLIGENCE,STRICT LIABILITY AND OTHER ACTIONS IN CONTRACT OR TORT)ARISING
OUT OF OR IN ANY WAY RELATE=D TO THIS AGREEMENT SHALL BE LIMITED TO DIRECT DAMAGES ACTUALLY
INCURRED UP TO,BUT NOT TO EXCEED,THE AMOUNT ACTUALLY PAID BY ORGANIZER TO PAYEE UNDER THIS
AGREEMENT.
11. RELOCATION; REMOVAL, Marketing Manager has the right in Its sole discretion to relocate the Premises within the
Shopping Center(s) for any reason, Including but not limited to remodeling or construction, whether temporarily or
permanently. In the event of such relocation Marketing Manager shall provide Organizer with notice of the relocation and
shall make reasonable efforts to relocate the Premises at Marketing Manager's expense to a location within the Shopping
Center(s) that offers comparable exposure to Organizer, as determined by Marketing Manager. It It Is not feasible to
relocate as determined by Marketing Manager,Marketing Manager shalt reimburse to Organizer the uhearned portion of
the Event Fee paid to Marketing Manager based on the remaining portion of the Term,Such reimbursement shall be the
sole and exclusive remedy available to Organizer in the event relocation of the Premises is not feasible.
During the Event Term,Marketing Manager has the right in Its sole discretion to remove any or all Event Elements for
any reason, Including without limltation default by Organizer, or no reason. Marketing Manager shall reimburse to
Organizer the unearned portion of the Event Fee paid to Marketing Manager based ori the remaining portion of the Term
for any removal not caused by Organizer's breach of this Agreement.Such reimbursement shalt be the sole and exclusive
remedy available to Organizer for such removal of any or all elements of the Event,
12. TERMINATION;FAILURE TO PERFORM,
A. Termination for Cause. Unless cured within ten(10)business days of the alleged breach(but In no event later than one
(1)business day prior to commencement of the Event)either party may terminate this Agreement upon notice if the outer
party commits a material breach of this Agreement;or at any time upon written notice if the other party ceases its business
operations,becomes insolvent or unable to pay Its debts as they mature,makes a general assignment for the benefit of its
creditors,is the subject of an appointment of a receiver or trustee for its business at the Shopping Center(s),or files or has
filed against It proceedings under any provision of the United States Bankruptcy Code,as codified at 11 U.S.C.Sections
101, et seq.or similar law,as such may be amended from time to time. Any such notice of termination shall Idenllfy the
Shopping Center(s) to which it applies and specify the alleged breach or cause In reasonable detail. In the event of
termination of this Agreement by Marketing Manager pursuant to this Subsection 12A,In addition to any other remedies
available to Marketing Manager at law,in equity or otherwise,Organizer shall pay to Marketing Manager the Event Fee.
B. Termination without Cause, Marketing Manager may terminate this Agreement immediately upon notice to Organizer at
such time as Marketing Manager may elect without cause, If Marketing Manager terminates this Agreement without
cause,Marketing Manager shall refund to Organizer the unearned portion of the Event Fee paid to Marketing Manager
based on the remaining portion of the Term.
13, GENERAL PROVISIONS.
A. Entire Agreement. This Agreement,which Includes the exhibits referenced herein and attached hereto, sets forth the
entire understanding and agreement of the parties with respect to the subject matter of this Agreement and supersedes all
prior agreements, representations,warranties, understandings and commitments of tite parties,whether oral or written,
with respect thereto.
B. Assignment. This Agreement may not be assigned,In whole or in part,by the Organizer without the prior written consent
of Marketing Manager. Marketing Manager may freely assign this Agreement to any affillate or to any other assignee,
provided that any such assignee(other than an affiliate) agrees in writing to fulfill all obligations of Marketing Manager
under this Agreement,
C. Notices. All notices,requests and approvals required under this Agreement must be in writing and addressed to the outer
party's designated contact for notice asset forth on Exhibit ,or to such other address as such party designates in writing.
Ali such notices,requests and approvals will be deemed to have been given either when personally delivered or upon
delivery by either registered or certiffed mail, postage prepaid with return receipt requested, or by a recognized
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commercial courier service providing proof of delivery or,In lite absence of delivery,on[lie date of mailing. Every notice
shall Identify the Shopping Center(s)to which it applies.The provisions of this Section 13C shall survive termination of this
Agreement.
D. Governing Law;Disputes,This Agreement shall be governed by,construed and enforced in accordance with the laws of
the state of Texas without regard to its choice of law or conflicts of taws provisions.The parties hereby waive trial by jury.
If either party shall institute any action or proceeding against the other relating to the provisions of this Agreement,the
prevailing party In the action or proceeding shall be entitled to recover all reasonable costs and attorneys'fees from the
unsuccessful party.
E. Reformation and Severability. If any provision or term of this Agreement shall, to any extent,be held invalid, Illegal or
unenforceable by a court of competent jurisdiction, that provision shall, to the extent possible, be modified in such a
manner as to be valid,legal and enforceable but so as to most nearly retain the intent of the parties as expressed herein,
and if such a modification Is not possible,that provision shall be severed from this Agreement, and in either case the
validity, legality and enforceability of the remaining provisions of this Agreement shall not in any way be affected or
Impaired thereby.
F. Waivers; Modification;Amendment, No Waiver, modification or amendment of any term or condillon of this Agreement
shall be valid or of any force or effect unless made in writing, signed by the parties hereto or their duly authorized
representatives,and specifying with particularity the nature and extent of such waiver,modification or amendment and tite
Shopping Center(s)to which it applies. The failure of a party at any time to exercise any of Its rights or options under this
Agreement shall not be construed to be a waiver of such rights or options or prevent such party from subsequently
asserting or exercising such rights or options, nor shall it be construed, deemed or interpreted as a waiver of, or
acquiescence In,any such breach or default or of any similar breach or default occurring later.
G. Independent Contractor. The parties are independent contractors with respect to one another and to this Agreement and
shall not be construed to be the agent of the other under any circumstances.Neither party shall make any express or
Implied agreements,warranties,guarantees or representations or incur any debt In the name of,or on behalf of,the other
or be obligated by or have any liability under any agreement or representations made by the other that are not expressly
authorized in wriling.
N. Force Majeure. Neither party shall be liable for any delay or failure to perform its obligations under this Agreement,except
for the obligation to pay,if such delay or failure is caused by a force beyond such party's control.
I. Counterparts. This Agreement may be executed In any number of counterparts and by the parties on separate
counterparts,each of which,when executed and delivered,shall be deemed to be an original and all of which,when taken
together, shall constitute one and lite same Agreement. Delivery of an executed counterpart of this Agreement by
electronic mail or facsimile shall be equally as effective as delivery of a manually executed counterpart of this Agreement.
Any party delivering an executed counterpart of this Agreement electronically or by facsimile shalt also deliver a manually
executed counterpart of this Agreement; provided,however,the failure to deliver a manually executed counterpart shall
not affect the valldlty,enforceability and binding effect of this Agreement.
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IN WITNESS WHEREOF,the parties hereto have duty executed and delivered this Agreement as of the day and year first above
written.
ORGANIZER: MARKETING MANAGER:
City of Fort Worth
By: I
OML--,
Fernando Costa Authorized Signatory
Assistant C1ty Manager
Date: 6-1-41h;
T—
Re
Brandon Bennett
Code Compliance Director
Approve
d as to orm:
Arthur N.Bashor
Assistant City Attorney
A �. .-�
Mary J.Kayser �. �
City Secretary
OFFICIAL RECORD
Pegg 6of8 CITY SECRETARY
FT.WORTH,TX
G.. -G
EXHIBIT A
1. SHOPPING CENTER($);DISPLAY MEDIA;LOCATION(S);ADVERTISING TERM.
Owner Enlity: HULEN MALL,LLC
Property Name: Hulen Mall Alin: Kim Hill
4800 S.HULEN ST p: (817)953.9606
SUITE 250 e: Kimberly,hill@generalgrowtti.com
GENERAL GROWTH MGMT OFFICE
FORT WORTH,Texas 76132
Date/Time Locatlo s)/Advertiser Elements
05121/2016-05/21/2016 Hulen Mall(4263)-LL-Center Court-interior Seating Area/Event-Up to 10'x10'(4 staff max.)
06/18/2016-06/i812016 Huten Mall(4263)-LL-Center Court-Interior Seating Area/Event-Up to 10'x10'(4 staff max.)
07/16/2016-07/16/2016 Hulen Mali(4263)-i-L-Center Court-interior Seating Area/Event-Up to 10'x107(4 staff max.)
0812012016-08/20120 16 Hulen Mall(4263)-LL-Center Court-Interior Seating Area/Event-Up to 10'x10'(4 staff max.)
10/15/2016-10/15/2016 Hulen Mall(4263)-LL-Center Court-Interlor Seating Area/Event-Up to 10'x10'(4 staff max.)
2. EXPIRATION DATE, 10/15/2016
3. PRODUCT TO BE ADVERTISED.
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4. ADVERTISING FEE;PAYMENT SCHEDULE.
Total f=ees: $0.00
Invoice Date Due Date Amount Sales Tax Total Amount
Pymt 1: 3/14/2016 3/14/2016 $0.00 $0.00 $0,00
Revenue Account Code; 42505 Events,Sampling&Tours
5. PAYEE(S);ADDRESS(ES)OF PAYEE(S).
! HULEN MALL,LLC
HULEN MALL
SDS-12-2776
PO BOX 86
MINNEAPOLIS,Minnesota 55486-2776
6. DELIVERY DATE. 03/14/2016
7. ADVERTISING ELEMENTS(Specs),
one table,3 chairs.
8. SERVICES.
Obligations of Marketing Manager:
Provide space for event,! table and 3 chairs and 1-22x28 sign holder
Marketing Manager will be responsible for providing the following services and/or benefits to Advertiser:
Marketing Manager Productlon/Constructlon of Materials Responsibilities:
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3f1WO% Holtday Pal Adoption Hulan r.lall
Deaf ID;80109724 Page 6 of 6 him Hlll
Marketing Manager installation of Materials Responsibilities:
Marketing Director responsible for-table,chairs and 22x28 sign holder at the end of each event.
Marketing Manager Maintenance of Materials Responsibilities:
Marketing Dfrector responsible for maintenance of display
Marketing Manager Removal of Materials Responsibiililes;
Marketing Director responsible for removal of all program elements.
Marketing Manager Return of Materfals Responsibilities:
n/a
Obligations of Advertiser:
Fort Worth Anfmai Care and Control(Client)will be responsible for holding a turn key pet adoption on contracted dates. Client
will provide pets(pupplos and kittens),table cover,22x28 sign and volunteers to walk animals on leash.
Advertiser will be responsible for providing the following services and/or benefits to Marketing Manager:
Advertiser Productlon/Construction of Materials Responsibilities:
Client will provide 22x28 signage for the event to be placed as advortisement.
Advertiser Installation of Materials Responsibilities:
Client to set up their equipment prior to mall opening on days of event.
Advertiser Maintenance of Materials Responsibilities:
n/a
Advertiser Removal of Materials Responsibilities:
Client to remove any personal equipment and all trash at and of events
Advertiser Return of Materials Responsibilities:
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9. NOTICE ADDRESSES,
(a) Marketing Manager: (b) Advertiser.-
General
dvertiser:General Growth Properties City of Fort Worth Animal Care and Control
110 N.Wacker Drive
Chicago,IL 60606 FEIN:75.6000528
Attn:VP,Strategic Partnership Phone:(817)992-1426
Will)copy to:
General Growth Properties
110 N.Wacker Drive
Chicago,IL 60606
Attn:Legal Department-Corporate Contracts and
Securities
31lU2016 Holiday Pet Adoption Hulen Mali
Deaf I1l:S0199724 Page 6 of 6 Wm Hilt
EXHIBIT B-
March 13,20 I g
RC; Request for Prdof/Documeh(A tart of lrlsut•tW3e
Oily of,Fort WortlVe Self.-(unded inptirpnce Pfogr4m)
Greetings
Per, our tolepllopa convorsalign on tod4ty, ptottgt+.ctooe}�t:tile aorresponoemoo, Pursuant
to-your recivest for ctovuntento4oil of the Kt bf,Fort Worth's fnsuranca prodraln. -The
Oily of f=od W6ittt re tt 1361ktuicio•t1 goV.erhmentat ohlity; d0bjaot to (3WWtory'tort IaWs.
Th6.0ity dbae Clot Iflatntahl b oommerolat poltoy of generht IMblitly insUreM06,aiid/6r 8tut6
!i$t�11itY•It)suM)t)ov, T.t)o Qily does not gf(er Feraor%q! (njilry Proteotion or Wiulerinsuretl
Matot sts�'overaae.
In inns event there are,� any nuasUatsregarding lite City of tort Worth's ineurenoe
prograrnor,if 1 may fie o Add1ttonal Nis sist@n' pptecipe cont not,Me at the address
pro),lded; or phone djreat to(017)3.61-7.77-Sor-etnall,lYnn.dowiteY�fortwor3hgov.org.
Thank yybu.for your time and attention. Both Are bjSpreblated. On behalf of'the City of
Fbrt W&th,wb fbok-fotwarct td in boitttituad*husinas's edhitibnship.
Sinoprely,
Lynn bowney,
StibrovOon AnAlyet
HiNIS'NOIAL MA
FNAb aryr a�r3t3yj�as
WifcMyN Og E7NTpIVIt#IOtt
T1fE CITY OF FORT ORTf1 00 11R0 r ORTO BTRH 7 .FORT WORTH,T@ 876 o2
1:617j002.1900* FAX(817)002'-6074
t-yn n.U av\o y�fde Mrd a tine X�e'.fl o V
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