Loading...
HomeMy WebLinkAbout2021-033 Atascadero Chamber of CommerceCITY OF ATASCADERO CONTRACT NUMBER: CITY OF ATASCADERO CONTRACT FOR Atascadero Chamber of Commerce for Chamber Services CONSULTANT SERVICES AGREEMENT FOR THE CITY OF ATASCADERO Atascadero Chamber of Commerce THIS CONTRACT is made and entered into between City of Atascadero, a Municipal Corporation ("City") and Atascadero Chamber of Commerce ("Chamber"). City and Chamber agree as follows: 1. SCOPE AND STANDARDS: A. CONTRACT. Chamber shall do all work, attend all meetings, produce all reports and carry out all activities necessary to complete the services described in the SCOPE OF WORK AND STANDARDS FOR SERVICES, attached hereto and incorporated herein by this reference as Exhibit A, as requested by the City. This Contract and its exhibits shall be known as the "Contract Documents." Terms set forth in any Contract Document shall be deemed to be incorporated in all Contract Documents as if set forth in full therein. 2. EMPLOYMENT STATUS OF PERSONNEL: A. INDEPENDENT CONTRACTOR; EMPLOYEES OF CHAMBER. Chamber enters into this Contract as, and shall at all times remain as to the City, an independent contractor and not as an employee of the City. Nothing in this Contract shall be construed to be inconsistent with this relationship or status. Any persons employed by Chamber for the performance of services pursuant to this Contract shall remain employees of Chamber, shall at all times be under the direction and control of Chamber, and shall not be considered employees of City. All persons employed by Chamber to perform services pursuant to this Contract shall be entitled solely to the right and privileges afforded to Chamber employees and shall not be entitled, as a result of providing services hereunder, to any additional rights or privileges that may be afforded to City employees. City of Atascadero Atascadero Chamber of Commerce B. INDEPENDENT INVESTIGATION. The Chamber agrees and hereby represents it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research. C. COMPLIANCE WITH EMPLOYMENT LAWS. The Chamber shall keep itself fully informed of, shall observe and comply with, and shall cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any manner affect those engaged or employed on the work described by this Contract or the materials used or which in any way affect the conduct of the work. D. UNLAWFUL DISCRIMINATION PROHIBITED. Chamber shall not engage in unlawful employment discrimination. Such unlawful employment discrimination includes, but is not limited to, employment discrimination based upon a person's race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, gender, citizenship or sexual orientation. 3. TIME OF PERFORMANCE: The services of Chamber are to commence upon execution of this Contract by City, and shall be undertaken and completed in a prompt and timely manner, in accordance with the Scope of Work referenced in Exhibit A. Except as provided in Sections 6 and 18 below, this Contract shall terminate no later than June 30, 2024 with the option of two (2) one-year extensions upon mutual agreement of both parties. 4. COMPENSATION: A. TERMS. Compensation to the Chamber shall be as set forth in Exhibit B attached hereto and made a part hereof. B. NO PAY FOR ADDITIONAL SERVICES WITHOUT WRITING. Chamber shall not be compensated for any services rendered in connection with its performance of this Contract, which are in addition to those set forth herein or listed in Exhibit A, unless such additional services are authorized in advance and in writing by the City Manager or the City Manager's designee (hereinafter "City Manager" shall include the City Manager's designee). Chamber shall be compensated for any additional services in the amounts and in the manner as agreed to by City and Chamber at the time City's express written authorization signed by the City Manager is given to Chamber for the performance of said services. 2 City of Atascadero Atascadero Chamber of Commerce 5. SUPERVISON, LABOR AGREEMENTS AND PERSONNEL: A. CONSULTANT SUPERVISES PERSONNEL. The Chamber shall have the responsibility for supervising the services provided under this Contract, hiring of personnel, establishing standards of performance, assignment of personnel, determining and affecting discipline, determining required training, maintaining personnel files, and other matters relating to the performance of services and control of personnel. The City Manager may use any reasonable means to monitor performance and the Chamber shall comply with the City Manager's request to monitor performance. B. PERFORMANCE NOT SUBJECT TO EMPLOYMENT AGREEMENTS. The City acknowledges that the Chamber may be obligated to comply with bargaining agreements and/or other agreements with employees and that the Chamber is legally obligated to comply with these Contracts. It is expressly the intent of the parties and it is agreed by the parties that the Chamber's performance shall not in any manner be subject to any bargaining agreement(s) or any other agreement(s) the Chamber may have covering and/or with is employees. 6. TERMINATION: A. 90 DAYS NOTICE. The City, upon ninety (90) days written notice, may terminate this Contract, without cause, at any time. In the event of such termination, Chamber shall be compensated for non -disputed fees under the terms of this Contract up to the date of termination. B. OBLIGATIONS SURVIVE TERMINATION. Notwithstanding any termination of this Contract, Chamber shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of this Contract by Chamber, and the City may withhold any payments due to Chamber until such time as the exact amount of damages, if any, due the City from Chamber is determined. All of the indemnification, defense and hold harmless obligations in this Contract shall survive termination. 7. CHANGES: The City or Chamber may, from time to time, request changes in the scope of the services of Chamber to be performed hereunder. Such changes, including any increase or decrease in the amount of Chamber's compensation and/or changes in the schedule must be authorized in advance by both Parties in writing. Mutually agreed changes shall be incorporated in written amendments to this Contract. Any increase in the amount of Chamber's compensation and/or changes in Exhibit A and or Exhibit B must be authorized in advance by the City Manager. 3 City of Atascadero Atascadero Chamber of Commerce 1 4W 8. CONFLICTS OF INTEREST: A. CHAMBER covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in anyway hinder Chamber's performance of services under this Contract. Chamber further covenants that in the performance of this Contract, Chamber shall take reasonable care to ensure that no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Chamber agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Contract. Chamber agrees to include language similar to this Section 9(A) in all contracts with subcontractors and agents for the work contemplated herein. 9. CONFIDENTIAL INFORMATION: A. ALL INFORMATION KEPT IN CONFIDENCE. All materials prepared or assembled by Chamber pursuant to performance of this Contract are confidential and Chamber agrees that they shall not be made available to any individual or organization without the prior written approval of the City, except by court order. B. REIMBURSEMENT FOR UNAUTHORIZED RELEASE. If Chamber or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, the City has the right to reimbursement and indemnity from party releasing such information for any damages caused by the releasing party's, including the non -releasing party's attorney's fees and disbursements, including without limitation expert's fees and disbursements. C. COOPERATION. City and Chamber shall promptly notify the other party should Chamber or City, its officers, employees, agents, or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Contract and the work performed thereunder or with respect to any project or property located within the City. City and Chamber each retains the right, but has no obligation, to represent the other party and/or be present at any deposition, hearing or similar proceeding. Chamber and City agree to cooperate fully with the other party and to provide the other party with the opportunity to review any response to discovery requests provided by Chamber or City. However, City and Chamber's right to review any such response does not imply or mean the right by the other party to control, direct, or rewrite said response. City of Atascadero Atascadero Chamber of Commerce 10. PROVISION OF LABOR, EQUIPMENT AND SUPPLIES: A. CHAMBER PROPERTY. Chamber shall furnish all necessary labor, supervision, equipment, communications facilities, and supplies necessary to perform the services required by this Contract. City acknowledges that all equipment and other tangible assets used by Chamber in providing these services are the property of Chamber and shall remain the property of Chamber upon termination of this Contract. B. SPECIAL SUPPLIES. City shall be responsible for supplying any special supplies, stationary, notices, forms or similar items that it requires to be issued with a City logo. All such items shall be approved by the City Manager and shall be provided at City's sole cost and expense. 11. COMPLIANCE WITH LAW: A. COMPLIANCE REQUIRED. Chamber shall keep itself informed of applicable local, state, and federal laws and regulations which may affect those employed by it or in any way affect the performance of its services pursuant to this Contract. Chamber shall observe and comply with all applicable laws, ordinances, regulations and codes of federal, state and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract. Chamber shall at all times hold a valid contractor's license if performing any function or activity for which a license is required pursuant to Chapter 9 (commencing with section 7000) of Division 3 of the California Business and Professions Code, and Chamber shall provide a copy of the license(s) upon the request of the City. The City, its officials, officers, elected officials, appointed officials and employees shall not be liable at law or in equity as a result of any failure of Chamber to comply with this section. B. PREVAILING WAGES. In the event it is determined that the Chamber is required to pay prevailing wages for the work performed under this Agreement, the Chamber shall pay all penalties and wages as required by applicable law. 12. SUBCONTRACTING: None of the services covered by this Contract shall be subcontracted without the prior written consent of the City Manager. Chamber shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, as it is for the negligent acts and omissions of persons directly employed by Chamber. 13. ASSIGNABILITY: Chamber shall not assign or transfer any interest in this Contract whether by assignment or notation. However, claims for money due or to become due Chamber from the City under this Contract may be assigned to a financial institution, but only with prior written consent of the City Manager. Notice of any assignment or transfer whether voluntary or involuntary shall be furnished promptly to the City. The rights and benefits under this agreement are for the sole and exclusive benefit of the City and this Contract shall not be construed that any third party has an interest in the Contract. E City of Atascadero Atascadero Chamber of Commerce 14. LIABILITY OF CHAMBER: p 1., . ate. Chamber shall be responsible for performing the work under this Contract in a manner which is consistent with the generally accepted standards of Chamber's profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. The City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Chamber or its employees, agents, contractors or subcontractors. 15. INDEMNIFICATION: A. INDEMNIFICATION FOR PROFESSIONAL LIABILITY. When the law establishes a professional standard of care for Chamber's Services, to the fullest extent permitted by law, Chamber shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents ("Indemnified Parties") from and against any and all losses, liabilities, damages, costs and expenses, including attorneys fees and costs to the extent same are caused in whole or in part by any negligence or wrongful act, error or omission of Chamber, willful misconduct, or recklessness of its officers, agents, employees or sub -consultants (or any entity or individual that Chamber shall bear the legal liability thereof) in the performance of professional services under this agreement. B. INDEMNIFICATION FOR OTHER THAN PROFESSIONAL LIABILITY. Other than in the performance of professional services and to the full extent permitted by law, Chamber shall indemnify, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Chamber or by any individual or entity for which Chamber is legally liable, including but not limited to officers, agents, employees or subconsultants of Chamber. 16. INSURANCE: Chamber shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit C attached to and part of this agreement. 17. RECORDS: Chamber shall maintain complete and accurate records with respect to labor costs, material expenses, parcels abated or serviced and other such information required by City that relates to the performance of services under this Contract. Chamber shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible and in a form acceptable to the City, which the City may specify and change from time to time. Chamber shall provide free access to the representatives of City or its designees, at reasonable times, to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make 6 City of Atascadero Atascadero Chamber of Commerce transcripts therefrom as necessary, and shall allow inspection of all work, data, documents, proceedings, and activities related to this Contract. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. 18. MISCELLANEOUS PROVISIONS: A. ASSIGNMENT OR SUBSTITUTION. City has an NONDISCRIMINATION / NONPREFERENTIAL TREATMENT STATEMENT In performing this Contract, the parties shall not discriminate or grant preferential treatment on the basis of race, sex, color, age, religion, sexual orientation, disability, ethnicity, or national origin, and shall comply to the fullest extent allowed by law, with all applicable local, state, and federal laws relating to nondiscrimination. B. UNAUTHORIZED ALIENS. Chamber hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act (8 U.S.C.A. & 1101 et seq.), as amended; and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Chamber so employ such unauthorized aliens for the performance of work and/or services covered by this contract, and should the Federal Government impose sanctions against the City for such use of unauthorized aliens, Chamber hereby agrees to, and shall, reimburse City for the cost of all such sanctions imposed, together with any and all costs, including attorneys' fees, incurred by the City in connection therewith. C. GOVERNING LAW. The City and Chamber understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Contract and also govern the interpretation of this Contract. Any litigation concerning this Contract shall take place in the San Luis Obispo Superior Court, federal diversity jurisdiction being expressly waived. D. City has an interest in the qualifications of and capability of the persons and entities that will fulfill the duties and obligations imposed upon Chamber by this Contract. In recognition of that interest, neither any complete nor partial assignment of this Contract, may be made by Chamber nor changed, substituted for, deleted, or added to without the prior written consent of City which consent shall not be unreasonably withheld. Any attempted assignment or substitution shall be ineffective, null, and void, and constitute a material breach of this Contract entitling City to any and all remedies at law or in equity, including summary termination of this Contract. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Contract. E. ENTIRE CONTRACT. This Contract constitutes the entire Contract and understanding between the parties relative to the services specified herein and there are no understandings, agreements, conditions, representations, warranties or promises, with respect to this Contract, except those contained in or referred to in this Contract and this Contract supersedes all prior understandings, agreements, courses of conduct, prior dealings among the parties and documentation of any kind without limitation. F. AMENDMENTS. This Contract may be modified or amended, or any of its provisions waived, only by a subsequent written agreement executed by each of the parties. The parties WA City of Atascadero Atascadero Chamber of Commerce agree that this requirement for written modifications cannot be waived and any attempted waiver shall be void. Et .4� �110r G. CONSTRUCTION AND INTERPRETATION. Chamber and City agree and acknowledge that the provisions of this Contract have been arrived at through negotiation and that each party has had a full and fair opportunity revise the provisions of this Contract and to have such provisions reviewed by legal counsel. Therefore, any ambiguities in construing or interpreting this Contract shall not be resolved against the drafting party. The titles of the various sections are merely informational and shall not be construed as a substantive portion of this Contract. H. WAIVER. The waiver at any time by any party of any of its rights with respect to a default or other matter arising in connection with this Contract shall not be deemed a wavier with respect to any subsequent default or other matter. I. SEVERABILITY. The invalidity, illegality or unenforceability, of any provision of this Contract shall not render the other provisions invalid, illegal, or unenforceable. J. NOTICES. All invoices, payments, notices, demands, requests, comments, or approvals that are required to be given by one party to the other under this Contract shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties (deemed to have been received three (3) business days after deposit in the U.S. Mail) at the following addresses: City: City of Atascadero City Manager 6500 Palma Avenue Atascadero, CA 93422 Chamber Atascadero Chamber of Commerce Josh Cross, President/CEO 6907 EI Camino Real Atascadero, CA 93422 Each party may change the address at which it gives notice by giving ten (10) days advance, written notice to the other party. L City of Atascadero Atascadero Chamber of Commerce K. AUTHORITY TO EXECUTE. The person or persons executing this Contract on behalf of Chamber warrant and represent that they have the authority to execute this Contract on behalf of their agency and further warrant and represent that they have the authority to bind Chamber to the performance of its obligations hereunder. Effective July 1, 2021 by the parties as follows. 09 ATASCADERO CHAMBER OF COMMERCE Josh Cross, President/CEO CITY OF ATASCADERO (7w4, Rachelle Rickard, City Manager City of Atascadero Atascadero Chamber of Commerce CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700 I am aware of the provisions of Section 3700 of the Labor Code, which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I have complied or will comply with such provisions before commencing the performance of the work of this contract. (Cal. Labor C. §§1860, 1861.) ATASCADERO CHAMBER OF COMMERCE Josh Cross, President/CEO 10 *A:ll-lrin Scope of Work GENERAL PROVISIONS • By formal presentation to the City Council once per year, the Chamber shall furnish an annual report of its promotional activities to City, which shall consist of the activities scheduled for the next 12 succeeding months and a review of the activities accomplished during the preceding 12 months. Said reports shall include a detailed breakdown of all amounts expended and expected to be expended by Chamber for said activities. In addition, Chamber shall meet with City staff periodically. • One Voting Member of the Chamber Board is to be appointed by the City Manager. • City shall receive all rights and benefits conferred to Chamber members and sponsors. Sponsorship level shall be considered the same as the highest level Chamber sponsor • In the event, in the opinion of the majority of the City Council, Chamber is not functioning effectively, then City may give Chamber notice of this fact, specifying in detail the alleged default or defaults, and Chamber must forthwith correct said default or defaults, or the provisions in this Agreement for financial sponsorship of Chamber may be terminated by action of the majority of the City Council. Task A— General Services - $45,000 Task A.1— Provide a Chamber Office — The Chamber will maintain an office with visible signage that will be readily identifiable by members of the public. A Chamber staff member or members will be available to the public during regular, publicly advertised, weekday office hours to be determined by the Chamber (minimum of 20 hours per week). Due to minimal staffing and unforeseen circumstances, it is understood that in rare circumstances, the Chamber will not be able to remain open during these hours. The Chamber, however, understands the need for consistency and reliability and will strive to minimize these closures. OBJECTIVE • Serve as the community's business and information resource center. OUTCOME • Secure a physical space to conduct Chamber operations. Task A.2 — Provide a Dedicated Visitor Center— A portion of the Chamber office will be dedicated to visitor services and will include information regarding tourism, local businesses, and information for new residents. OBJECTIVE • Serve as the visitor center for Atascadero. OUTCOMES • Offer a physical place for visitor's, new residents, and investors to come and learn more about the community. • Provision of a daily visitation/call-log to present to the City on an annual basis. • A place where visitors can purchase locally crafted merchandise from our City/Community. • Keep an updated calendar of events on the Chamber's website to help with communications. Task A.3 — Employ Chamber Staff —The Chamber will employ competent personnel to carry -on promotional activities herein enumerated. OBJECTIVE • Ensure the Chamber remains operational by employing competent staff. OUTCOME • Provide one or more staff members to operate the chamber office. Task A.4 — Respond to Public Inquiries —The Chamber will respond to communications relative to the business, industrial, residential, educational, cultural, and recreational advantages and opportunities in the City, and disseminate information by various means available, including traditional correspondence, digital and/or electronic communications via email and web posts, newspaper and other publicity and personal contacts; favorably advertising such advantages and opportunities. OBJECTIVE • Ensure the Chamber remains responsive to public/visitor/investor inquiries. 15011,001014 Answer or respond to phone calls and emails regarding business and/or tourism opportunities. Task A.5 — Community and Regional Engagement —The Chamber understands that having an active and visual presence is an important part of developing our community's voice. The Chamber CEO and/or staff will participate in various community and regional meetings, events, and public hearings as appropriate and as time permits. OBJECTIVE • Ensure the Chamber remains visible within the City and the region. OUTCOME • A Chamber staff representative shall attempt to attend each Atascadero City Council hearing. • A Chamber staff representative shall attempt to attend each Atascadero T - BID meeting. • A Chamber staff representative shall attempt to attend meetings such as Cal Poly LEDC, SLO County Board of Supervisor Hearings, REACH/EVC A-2 meetings/events, and Visit SLOCAL meetings/events. Task B — Events and Programs - $30,000 Task B1—Art, Wine, and Brew Tours — As a way to promote Downtown, the Chamber will take the lead in organizing quarterly Art, Wine, and Brew Tours. These tours generate vibrancy and are a good way to promote artists, wineries, breweries, and Downtown businesses. OBJECTIVE • Coordinate, produce, market, and staff Art, Wine, and Brew Tours up to four times per year. OUTCOME • Visitors and residents enhance the Downtown economy. Task B.2 — Business Walk — At least once every three years, the Chamber and its many volunteers will seek to engage with hundreds of Atascadero businesses over the course of one day. The purpose of the business walk is to inquire about the status of business conditions and to have a visual presence in the community. OBJECTIVE • Connect with local businesses to learn about the challenges they are facing. OUTCOME • A business community that feels that their concerns are being listened too. Task B.3 — State of the North County— This annual event brings together the North County communities to discuss economic conditions, to share community updates, and to hear from expert speakers. OBJECTIVE • Co -Coordinate, produce, and staff an annual meeting of North County residents and businesses to learn about economic conditions and to be educated on relevant topics. OUTCOME • An informed and educated business community. Task B.4—Talk on the Block —The Chamber will facilitate a series of neighborhood meetings to engage the residential and business community in order to give participants the platform to voice their concerns to City leadership. Up to four events per year will be facilitated by the Chamber. OBJECTIVE • To facilitate up to four opportunities annually for the residential and business community to voice their concerns to City leadership. A-3 OUTCOME A community that feels connected to City leadership and that their concerns have been heard. Task B.5 —Atascadero lakeside Wine Festival —The Chamber will continue to serve as the champion for this important annual event. A sub -committee of volunteers will be formed to produce, staff, and manage the event. Chamber staff will market the event and provide support as needed. The City maintains first right of refusal if the Chamber chooses to no longer produce the event. OBJECTIVE • Assist in the coordination, production and staffing of the annual Atascadero Lakeside Wine Festival. OUTCOME • Awareness of Atascadero as a destination to return to time -and -time again. Task C — Economic Development Support - $30,000 Task CA — Preparation of an Economic Profile — In this task, the Chamber will prepare a magazine like piece of collateral that describes the economic conditions of the City. This Profile will be distributed to the City, relators, and developers who have a vested interest in attracting outside investment into the community. The Economic Profile will be updated biannually. OBJECTIVE • Prepare a tangible tool to promote Atascadero's Economic Development potential. OUTCOME • Investors become interested in opening a business in Atascadero. Task C.2 — Prepare a Business Start -Up Guide —The Chamber will prepare a business start-up guide that is tailored specifically for Atascadero businesses. This will include information regarding business licenses, permits, and relevant regulations. This guide will be prepared in coordination with SCORE. OBJECTIVE • To prepare a tangible tool to assist businesses start their business within the Atascadero regulatory framework. OUTCOME • Informed and confident business start-ups. Task C.3 — Prepare economic data on Chamber's website —The Chamber will include economic development related information on its website as a resource for the business community and for potential investors. This will include information such as the economic profile, business start-up guide, reasons to choose Atascadero, and map of developable properties. OBJECTIVE • To offer a place for businesses to learn about the economic conditions and opportunities in Atascadero. OUTCOME Investors use the resource to open a dialogue with the Chamber and City regarding next steps. Task C.4 — Promote commercial/office opportunities — Building off the Developable Properties map developed by the City, the Chamber will promote vacant commercial and office properties to potential investors by meeting with interested parties. OBJECTIVE • To promote and market vacant commercial, office, and industrial properties. OUTCOME • An increase in investor interest in the Atascadero market. Task C.5 — Business Advocacy — The Chamber will serve as an advocate for the business community. OBJECTIVE • To serve as an ombudsman for businesses who are facing challenges doing business in Atascadero. OUTCOME • Businesses who feel supported when faced with challenges. Task D — Atascadero Bridgeworks Co -Working - $15,000 Task D.1— Bridgeworks Co -Working Space - Space for workers to start their own business and/or work remotely for companies outside of the area that allow their Atascadero resident/staff to work where they live. OBJECTIVE • To operate a space for creative, start-up, and veteran business owners to launch their business dream. • Provide and nourish small businesses preparing them to grow into their own spaces. OUTCOMES • Successful businesses are 'launched' into the greater Atascadero A-5 community. Task D.2 — Bridgeworks Marketing — The Chamber will promote Bridgeworks Coworking to areas outside of Atascadero such as Silicon Valley, Los Angeles, and the Bay Area. Using targeted, trackable strategies such as geo-fencing, a series of ads will be placed to capture interest. OBJECTIVE • To bring awareness of Bridgeworks Co -Working. OUTCOME • Bridgeworks will reach capacity. W. EXHIBIT B-1 Compensation and Method of Payment Services will be conducted on a fixed fee basis and shall be paid in two equal installments in July and January of each year. The annual fixed fee contract amount (Annual Fee) for July 1, 2021 — June 30, 2022 shall be $120,000.00. Effective on July 1, 2022, and on July 1st of every year thereafter during the remaining term of this agreement or any extension period, such Annual Fee then in effect under this shall be increased by the percentage change in the CPI Index for the most recent twelve-month period ending in the month of May. For purposes of this Agreement, the term "CPI Index" means the official Consumer's Price Index for All Items, for the Los Angeles -Long Beach -Anaheim, CA area, 1982-1984=100 as published by the United States Department of Labor, Bureau of Labor Statistics (Series ID CUURS49ASA0). If the CPI Index is no longer published, then appropriate reference figures for the CPI Index shall be derived from any successor comparable index mutually agreed upon by the Parties to be authoritative. This Annual Fee includes all work including but not limited of general provisions, general services, events and programs, economic development support and Bridgeworks as outlined in the scope of services. Any additional services authorized by the City of Atascadero, not included in the scope of services as defined by this contract, must be approved in the form of a City of Atascadero Change Order prior to performing additional work. Payments to the contractor in excess of the Annual Fee will not be made unless written authorization is executed prior to the date of the additional requested work. Any charges incurred outside of these contract terms will not be authorized for payment. Atascadero Chamber of Commerce Jos, President/CEO 121 EXHIBIT B-2 Compensation and Method of Payment FEE SCHEDULE TABLE 1 - Fee Summary Task A General Services $45,000 Task B Events and Programs $30,000 Task C Economic Development Support $30,000 Task D Atascadero Bridgeworks Co -Working $15,000 TOTAL $120,000 M EXHIBIT C INSURANCE REQUIREMENTS: CONSULTANT SERVICES The 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 the Consultant, its agents, representatives, employees, or subconsultants. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1. Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 2. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. 4. Errors and Omissions Liability insurance as appropriate to the consultant's profession. Minimum Limits of Insurance. Consultant shall maintain limits no less than 1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. 3. Employer's Liability: $1,000,000 per accident for bodily injury or disease. 4. Errors and Omissions Liability: $1,000,000 per occurrence. Deductibles and Self -Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1. The City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, official, employees, agents or volunteers. C-1 2. For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 4. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than ANII. Additional Insured The City of Atascadero will need to be added to the policy as Additional Insured by endorsement to the General Liability, adding the City's name to the Certificate of Insurance is not sufficient and will not be accepted. Verification of Coverage. Consultant shall famish the City with a certificate of insurance showing maintenance of the required insurance coverage. Original endorsements effecting general liability and automobile liability coverage required by this clause must also be provided. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. C-2