HomeMy WebLinkAboutReso 1989-15314 RESOLUTION NO. 15314
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA
VISTA APPROVING AGREEMENT BETWEEN THE CITY OF CHULA
VISTA AND SAN DIEGO UNIFIED PORT DISTRICT RELATING TO
PROMOTIONAL SAILING EVENTS
AND AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT
The City Council of the City of Chula Vista does hereby
resolve as follows:
NOW, THEREFORE, BE IT RESOLVED by the City Council of
the City of Chula Vista that that certain agreement between THE
CITY OF CHULA VISTA, a municipal corporation, and SAN DIEGO UNIFIED
PORT DISTRICT relating to promotional sailing events
dated the 26th day of September , 1989, a copy Of which is
attached hereto and incorporated herein, the same as though fully
~t forth herein be, and the same is hereby approved.-Y~
BE IT FURTHER RESOLVED that the Mayor of the City of
Chula Vista be, and he is hereby authorized and directed to
execute said agreement for and on behalf of the City of Chula
Vista.
Presented by Approved as to form by
Resolution 15314
PASSED, APPROVED, and ADOPTED by the City Council of the City of Chula Vista,
California, this 26th day of September, 1 989 by the following vote:
AYES: Councilmembers: Malcolm, McCandliss, Moore, Nader, Cox
NOES: Councilmembers: None
ABSENT: Councilmembers: None
ABSTAIN: Councilmembers: None
ATTEST
Beverly A/Authelet, City Clerk
STATE OF CALIFORNIA )
COUNTY OF SAN DIEGO ) ss.
CITY OF CHULA VISTA )
I, Beverly A. Authelet, City Clerk of the City of Chula Vista, California, do
hereby certify that the foregoing Resolution No. 15314 was duly passed,
approved, and adopted by the City Council of the City of Chula Vista,
California, at a regular meeting of said City Council held on the 26th day of
September, 1989.
Executed this 27th day of September,1989.
Beverly~.'XutheTet, CTty Clerk
AGREEMENT
The parties to this a2rssment are the SAN DIEGO UNIFIED PORT
DISTRICT, a public corporation (Port District) and THE CITY
CHULA VISTA, a municipal corporation (City). -..
City, throu2h its Redovolopment A2ency, desires to promote'
the Chula Vista bayfront and harbor, which is located on and is
a part of San Dio2o Bay. The activities will include
international sailin2 events on San ~ie2o Bay w~ich will attract
the public to the waterfront, enhance tourisz 'and economic
development and promote commerce, navieation and recreation on
San Diego Bay and the Clty'bayf~ont. in furtherance lof the
Statewide tideland purPoses and uses of San Diego Bay and its
tide and submer2ed lands, which the Port'IDlstrict, as tid~land
trustee, administers for the benefit of the people of the State
of California. The Port District is therefore aKreeable- to
funding an amount not to exceed Fifty Thousand Dollars
($50,000.00) for a portion of the proposed activities in that
it is in the public interest and in furtherance of the aforemen-
tioned tideland purposes of the Port District to support and
participate in the funding.
The Parties Arree: ,
1. Port District authorizes a maximum expenditure not to
exceed Fifty Thousand Dollars ($50,000.00) ~e defray costs of
promotional sa:li.g activities on San Diego Bay based at the
Chula Vista harbor Said &ctlvitles shall be for the purposes
~f promotion of commerce, na~i~tion and recreation on the waters
of San DIego Bay and its tide and submerged lands for Statewide
trust uses in accordance with the 8an Diego Unified Port District
Act, California HArbors and Navigation Code, Appendix 1, and the
Tideland Trust. None of said authorized funds shall be
obligated, used or expended for any other purposes or uses.
2. City, through its Redevelopment Agency, may enter into
an agreement with The San Diego America's Cup Task Force to carr~
out the promotional sailing activities. Said agreement shall
include without limitation that said activities be based'at the
Chula Vista waterfront on 8an Diego Bay and a plan and program
be developed and delivered to City and Port District which pro-
motes the bayfront of .City and Port District; that sailing events
be held on the waters of 8an Diego Bay in accordance with all
Federal, State and local laws and 'regulations, including without
limitation ordinances'of the Port District; that monthly reports
detailing expenditures incurred in accordance with said plan and
program be made and del~vered~ each month, with a copy delivered
to the Port District prior to any payment to said Task Force;
that the Port District be indemnified and held harmless by said
Task Force; that public liability insurance naming the Port Dis-
trict as an additional insured be procured with a certificate
evidencing such insurance, and that financial records and books
of account be maintained in accordance with generally accepted
accounting principles and that the Port District have the right
to audit said books and.records.
3. Port District will disburse the sum of Fifty Thousand
Dollars ~$50,000.00) to City in accordance with the following
schedule: Ten Thousand Dollars ($10,000.00) on or before the
-2-
~.~
Tenth (10th) day of the months of October 1989, December .1989,
February 1990, April 1990,.and June 1990. Any of said sum'not
expended for the activities provided for herein shall be returned
to the Port District forthwith 'upon. the expiration or sooner
termination of the agreement,
4. This is" a funding"and personal services agreement
between the parties and 'City ~hall not assign or transfer
voluntarily or involuntarily any of'it~!-rightS, duties or obli~X
alone under this agreement without the express prior 'written
consent of Port DIrector :of~'Port District ]in each instance;
provided, however, Redevelopsent ~Agency of City may enter '*in~o
.,-~ ~
a separate agreement with The[ Sani'Dl~o*' Amertca's Cup Task'].F0rce
to perform said promotional sailing actfvltles as above provided;
provided further that City 'shai "Y'remain :"primarily reepon,ible
and liable to POrt District for:performance of each~ ~ .'the
.~,
provisions of this agreement. The"fo~g0ing notwithstanding,
City may expend any*Of the sum 'disbursed to City as provided in
Paragraph 3, above, to 'reimburse said: Task Force in accordance
with said separate agreement'between said Task Force and said
Redevelopment Agency. .
5. City and any person or entity authorized by City or
its Redevelopment Agency shall act in an .independent capacity
and not as an officer, employee or agent of Port District.
District assumes no responsibility for.-any actions or performance
of any activities by'or for City or any such person
Furthermore, nothing contained herein ~hall give City or said
Ta6k Force ~h~ right to use--Or occupy any Port District real or
personal prnperty or to enter into any contract on behalf of the
Port District. ~ I..~.
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6. The term of this arreement shall be for the time period
commencing September 1. 1989, and terminating June 30, 1990,
provided, however, the agreement may be terminated at will" by .~.
either party at any time by giving the other party Ten C10) days
.~'...
prior written notice. If so terminated, payment shall be made '~i
to City up to a pro-rated maximum dollar amount according to the
percentage of the agreement term expired.
~.,, 7. This agreement contains the entire understanding of
the parties and superae~es' all prior negotiations and
..,~ obligations. There are~no or, her written or oral understandings
between the parties. ;" 1I~'~ modification 'or amendment of this ,.
, ..,~;~
~.. agreement shall be valid unless it~ is in writing and siZned by
,. the parties hereto. .'
8. This agreement. shall not be complete nor effective
until signed by either-? the Port Director or Assistant Port
Director on behalf of the.~Port District and by the other party. "
~' DATED: , 1989.
·
SAN DIEGO UNIFIED PORT DISTRICT
By
' lYor~ D~.~ctor
JOSEPH D. pAT~.x~) THE CITY OF CHULA VISTA
· Port Attorney ~ f. ~
~ 0 f' '~"'~"
AGREEMENT FOR PROMOTIONAL SAILING
ACTIVITIES BASED IN CHULA VISTA HARBOR
THIS CONTRACT is made and entered into on this 7th
day of September, 1989, by and between THE REDEVELOPMENT AGENCY OF
THE CITY OF CHULA VISTA, hereinafter called "Redevelopment Agency,"
and THE SAN DIEGO AMERICA'S CUP TASK FORCE, a California non-profit
corporation, hereinafter called "Task Force," for the purpose Of
conducting sailing and promotional activities based in Chula Vista
}{arbor.
WITNESSETH:
WHE[{EAS, the Redevelopment Agency of the City of Chula
Vista desires to promote its bayfront and harbor for purposes of
tourism development, image enhancement and economic development,
and
WHEREAS, The San Diego America's Cup Task Force, a
private nonprofit corporation, desires to promote and conduct
international sailing competitions in San Diego Bay, and
WHEREAS, the Chula Vista Yacht Club is prepared to
challenge for the International Catamaran Challenge Cup, also known
as the "Little America's Cup," and, if that challenge is
successful, defend the trophy in South San Diego Bay, and
WHEREAS, the San Diego Unified Port District has
allocated $50,000 to the City of Chula Vista to be used to help
fund international sailing events in South San Diego Bay, and
WHEREAS, the Redevelopment Agency has appropriated
$25,000 to be used to help fund international sailing events in
South San Diego Bay, and
WHEREAS, the Redevelopment Agency desires to enter into
an agreement with the Task Force to conduct international sailing
events consistent with the Port District's and the Redevelopmerit
Agency's goals of promoting the Chula Vista waterfront and San
Diego Bay.
NOW, THEREFORE, the parties agree as follows:
1. Term. The term of this agreement is ten months,
commencing Septem'~r 1, 1989, 3nd terminating on June 30, 1990.
2. Use and Conditions. The Task Force will organize,
publicize and conduct sailing competitions, sailing exhibitions and
special events to be based at the Chula Vista waterfront and
conducted on the waters of San Diego Bay. These activities will
include, at a minimum, the following:
A. News conference announcing Chula Vista Yacht Club's challenge
for the Little America's Cup.
~. Little America's Cup trophy display at the 1989 Chula Vista
Harbor Days festival, including video displays of past Little
America's Cup competition.
C. Development and implementation of a comprehensive marketing
plan promoting the Chula Vista waterfront, San Diego Bay and
international sailing activities in South San Diego Bay,
including, but not limited to, video productions, brochure,
press kits, advertising, slide show and news media coverage.
The San Diego Unified Port District shall also be promoted and
advertised in said plan.
D. Two regionally and nationally publicized, on-water sailing
competitions in South San Diego Bay involving the Chula Vista
Yacht Club and other racing syndicates. These events shall be
conducted in accordance with all laws, ordinances and
regulations relating to sailing activities in San Diego Bay.
E. Two regionally publicized, on-water sailing exhibitions in
South San Diego Bay. These events shall be conducted in
accordance with all laws, ordinances and regulations relating
to sailing activities in San Diego Bay.
F. Waterfront public viewing compound demonstrating Dear
construction, including signage, viewing wall, public address
system.
G. Publicized christening ceremonies of the Chula Vista Little
America's Cup challenger boat in Chula Vista.
H. On-going skipper t=ials involving an on-water elimination
series in South San Diego Bay.
3. fayment.
A. The Redevelopment Agency agrees to reimburse the Task Force
for expenses incurred r~13Llng to carrying out the activities
enumerated in ~,ection 2 cf this contract subject to the
provisions of Section 1.0 of this contract up to a maximum of
$75,000.
B. Payments will be based on written monthly reports detailing
expenditures. Task Force staffing costs shall be reimbursed
according to the following schedule of hourly rates:
Executive Director $25.00
Assistant Director 12.50
Director of Syndicate Operations 18.75
Marketing Executive 25.00
Marketing Assistant 6.25
C. Written reports detailing reimbursable expenditures shall be
submitted to the Redevelopmen% Agency each month. Said reports
shall include all expenditures made up until the last day Of
the previous month. Said reports shall be due no later than
the fifteenth day of each month during the term of the
contract.
D. Payment to the Task Force shall be made once per month.
Payments shall be due within 30 days after the receipt of the
written monthly report of expenditures.
E. Payment of any amounts hereunder is contingent upon the San
Diego Unified Por~ District and the City of Chula Vista
entering into an agreement authorizing expenditure of the San
Diego Unified Port District's $50,000.
4. Indemnification and Hold Harmless. The Task Force
agrees to indemn"f'fy and hold harmless ~he Redevelopmen% Agency, the
San Diego Unified Port District, and the City of Chula Vista
against and from any and all damages to property or injuries to or
death of any person or persons, including property and employees or
agents of the Redevelopmen% Agency, Unified Port District and the
City of Chula Vista, their officers, agents and employees, from any
and all claims, demands, suits, actions or proceedings from or
arising out of the negligent or intentional acts, errors or
omissions of the Task Force or any of its officers, agents or
employees.
5. Insurance. The Task Force, at its own expense, shall
procure and maintain with respect to the sailing events conducted
at or around Chula Vista Harbor and San Diego Bay, adequate
insurance from a company with Best rating of A-X~ ~f the types and
in amounts not lest than the minimum limits spec.fied below. A
company with a lc~r Fest rating may be acceptable as deemed by the
Agency Attorney.
Combined Single Limit ~dily Injury and Property Damage
Liability coverage of not less than $1,000,000 per
occurrence.
The Task Force shall furnish to the Redevelopment Agency
a satisfactory Policy Endorsement and Certificate of Insurance.
Said Certificate shall verify that:
A. Redevelopment Agency, San Diego Unified Port
District and the City of Cl]ula Vista are named as an
"additional insureds", and
B. The insurance shall not be cancelled nor terminated
without thirty (30) days prior written notice given
to Redevelopment Agency and the San Diego Unified
Port District.
6. Assi__qnment. The Task Force shall not assign or
transfer this Agreement or any of the rights and privileges created
heroin without prior written consent of the Redevelopment Agency.
7. Termination. Either party may terminate this
agreement for any reaso~'Sy providing ten (10) days notice to the
other party. If the agreement is terminated by either party,
payments made to the Task Force or payments due to the Task Force
shall be paid up to a pro-rated maximum dollar amount according to
the percentage of the contract term expired.
8. Advertising. . The Redevelopmatt Agency has the
right to use the name and logotype of the Task Force in brochures,
video and slide presentations and other promotional materials. Use
of the Task Force's logotype by the Redevelopment Agency shall
require written approval from the Task Force. The Task Force's
a~proval shall not be unreasonably withheld.
The Task Force has the right to use the name and logotype of the
City of Chula Vista in brochures, video and slide presentations and
other promotional materials. Use of the City of Chula Vista's
logotype by the Task Force shall require written approval f~om the
City of Chula Vista. The City's approval shall not be unreasonably
withheld.
9. Financial Records. The Redevelopment Agency may
request a reviewa"~f'E'6'f'~e Task Force's ~inancial records.
Said review and audit ahall be co,~sistent with the terms of
applicable Corporations Code requirements relating to nonprofit
organizations. In th~ event the Redevelopmatt Agency desires an
t~ldependent audit, said audit shall be performed at the
Fedevelopment Agency's sole cost.
I0. Record of activities. The Task Force shall maintain a
record of actrQlties relating to the terms of this contract. This
record shall include, but not be limited to, staff time spent on
each project, out-of-pocket expenditures, news media coverage, days
in which the viewing compound was Operated in Chula Vista Harbor,
descriptions of races and exhibitions conducted, number of times
the City of Chula Vista and the San Diego Unified Port District
were publicized in periodicals and publications, etc. The record
shall be submitted in writing to the Redevelopment Agency prior to
the end of the term of this contract.
This report shall also include a statement in writing, certified by
Task Force to be correct, showing the total costs and expenditures
made in relation to the activities described in this contract. The
Task Force shall keep (a) full and accurate books of account and
records in accordance with Generally Accepted Accounting Principals
consistently applied, including, without limitation, a general
ledger and all bank account statements and (b) all cash register
receipts with regard to purchases and other pertinent transactions.
Such books, receipts and records shall be kept for a period of two
(2) years after the %nd of the term of this contract and shall be
available for inspection and audit by the Redevelopment Agency and
its representatives at all times during regular business hours.
Such audit shall be conducted by The Redevelopmen~ Agency or by a
certified public accountant to be designated by the Redevelopment
Agency during normal business hours at the principal place of
business of the Task Force. In addition, if such audit shows that
Task Force has failed to maintain the books Of account and records
required by this section so that the Redevelopment Agency is unable
to verify the accuracy of the Task Force's statement, then the Task
Force shall pay to Redevelopment Agency all reasonable costs and
expenses (including reasonable auditor and attorney fees) which may
be incurred by the Redevelopment Agency in conducting such audit.
In addition, the San Diego Unified Port District shall have the
same rights as the Redevelopment Agency to inspect and audit the
Task Force.
11. Prohibited use of funds. The parties agree that
although the act"~ties described hereln are r~/ated to the Chula
Vl~a Yacht C'~!,.:b's challenge in Australia for ~.i~e Little America's
Cup, funds u'~ed ,'or design, construction, research, staff time,
labor, materials, fee~ and other items directly relating to the
construction of the challeng...r .~.oat or the transportation of the
challenger boat or challenger ..rl~w to Australia or the preparation
for competing In races in Au.~=ra]ia is not reimbursable under the
terms of this contract excep~ for those activities identified in
Section 2 of this con=tact.
12. Notice. Any notice necessary for the completion of
this Con~rac~ s'~'.F'~e sent to the following locations:
Rede,~elopment Agency of the City of Chula Vista
Deputy City Manager, Management Services
City Hall
276 Fourth Avenue
Chula Vista, CA 92010
and
The San Diego America's Cup Task Force
P.Oo BOX 126546
San Diego, CA 92112
13. Effective Date. The effective date of this
agreement shall'Se September 1, 1989.
Dated: Dated:..... 9/7/89
THE REDEVELOPMENT AGENCY OF THE THE SAN DIEGO AMERICA'S CUP
Chairman ~ ~
Attest
City Clerk
Approved as to form by
Assistant AgencOOrney