Loading...
HomeMy WebLinkAboutRESOLUTION - 23-10 - 4/13/2010 - CHICAGO SPECIAL EVENTS MANAGEMENT AGREEMENTRESOLUTION NO. 23-10 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A LETTER OF AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND CHICAGO RUNNING AND SPECIAL EVENTS MANAGEMENT INC., D/B/A CHICAGO SPECIAL EVENTS MANAGEMENT (SEM) NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows: Section 1: That the Mayor be and is hereby authorized to sign the attached documents marked: LETTER OF AGREEMENT a copy of which is attached hereto and made a part hereof as if fully set forth and the Village Clerk is authorized to attest said documents upon the signature of the Mayor. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law. VOTE: AYES: 6 NAYS: 0 ABSENT: 0 PASSED this 13th day of April 2010. APPROVED this 13th day of April 2010. APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Judith M. Keegan, Village Clerk AgrmtChi cagoSpecial Events Letter ofAgreement Elk Grove Village This Agreement (the "Agreement') is by and among Chicago Running and Special Events Management Inc., d/b/a Chicago Special Events Management (hereinafter referred to as "SEM") and Elk Grove Village (hereinafter referred to as "Client"), with a mailing address of 901 Wellington Ave, Elk Grove Village, IL 60007, for the Client to retain the services of SEM to manage and produce the 2010, 2011 and 2012 Alexian Brothers Tour of Elk Grove, an international bike race (hereinafter referred to as the "Event"), an event owned by the Client. Section 1. Definitions. As used herein, the following terms shall have the following meanings: A. Host A location or place that has ownership rights to land that can be used for a period of time to stage an event. B. Name and Date of the Event. The name of the Event will be the "Alexian Brothers Tour of Elk Grove". The Event will be scheduled subject to the Clients approval and mutually agreed upon with the requirements of the United States Cycling Federation. C. National Governing Bodies (NGB�. The Olympic sanctioned governmental agencies representing their respective, sports. D. USA Cycling. The United States Cycling Association. E. Event Planning. Consultation and administrative services provided for a project or event. F. Sponsor. A person, firm or company that financially supports the event through a monetary commitment (cash) or trade that is directly budget relieving to the expense of the event and receives benefits from such involvement which may include sales, marketing or advertising. G. Media Partners. Sponsors of promotional value whose monetary value can be established through the cost of advertising as concluded by the fair market value of such advertising. H. Production. Services. The setup, operations, management and take down of an event site, which includes: labor, goods and services and equipment. Term. The term of this Agreement is set forth within this agreement and commences upon execution of this agreement. It concludes upon final payment and execution of the provisions set forth within agreement. J. Block Party. An on -street musical event free of charge and includes food and drink vendors serving items for sale to the general public. The Block Party will take place immediately following the last racing event held on both Friday and Saturday evening. Section 2. Scope of Servioes. Pre -Planning. SEM shall worts with the Client to plan the event (including a Block Party following the bicycle race if requested by client at time of determining the following year's race event), which shall include, but shall not be limited to, the following services: acquiring sanctioning permits, application for the USA Cycling Racing Calendar, course review, creating an operating budget, preparing a time line and site plan, preparing an event day agenda, securing goods and services, ordering and securing staging, sound and lighting equipment, securing musical talent, administering food and beverage vendors to participate in the event and preparing a day of event operational plan. A. Administrative. Time Line: SEM will develop a working timeline on or before March 1s', for the recruitment of athletes, pre - event advertising to attract athletes, day of the event logistics, service orders, merchandise arrangements and other related services. Site Selection and Course Layout: The parties agree to use the same course for competition unless changed by the Client due to circumstances beyond the control of the Client. Sanctioning Permits: SEM will prepare a written request and submit sanctioning permit applications to all the governing bodies for approval to stage the event. SEM will complete all correspondence and required follow-up. "The SEM Management Team will make all necessary presentations to the NGB's as needed to obtain sanctioning for the event. Budget: SEM will facilitate the creation of an event budget. SEM will provide a complete financial accounting of the event. A photocopy of each invoice, if requested, will accompany the financial statement for the event. The working budget will be tailored during the process of the event based on Clients goals and objectives. SEM will provide the Race Director and Client monthly budget updates stating March 1s� and highlight any revisions agreed upon and implemented into the working budget. Registration and Recruitment: SEM will recruit international and national athletes for participation in the event. SEM will coordinate a direct mailing to teams and individuals registered with the national and .international NGB's. Consultation: SEM managers are available for general consultation for all aspects of the event. Upon proper notification of ten working days, SEM personnel will attend meetings to discuss the event. State Grants: SEM will work with Client and provide necessary information to submit grant applications to help underwrite cost of the event or to underwrite advertising cost associated with tourism grants. Data Base.Management: SEM will receive and enter all registrations into a participation database. Volunteers: The parties will jointly recruit volunteers to assist with course marshal positions along the race route. A SEM manager will develop a volunteer requirement outline that will be provided to the Client. On- site, pre -event training and the placement of volunteers will be managed by SEM. SEM will prepare a course marshal plan. The SEM course marshal plan will outline duties and responsibilities of the course marshal's volunteers, including, expected time of arrival, total required time commitment and any special apparel that may be required. Information Requests: Participants will be directed to contact SEM with questions pertaining to the event. SEM's phone number will be placed on all registration collateral materials. SEM office personnel will be- trained etrained on the particulars of the event and will be prepared to answer questions relating to the event. The SEM voice mail system will include a separate mailbox containing an information message for the event. The event will be included on the SEM website. B. Preparing a Site Plan. SEM will formulate a site plan for the event. It will include placement of goods and services, activities including the block party and participating vendors, hospitality area, portable restrooms, parking, command- post, sponsor areas, generators and reviewing stands. This site plan will be circulated and 2 discussed with all key personnel involved in the event and delivered to the Client for its review 30 days prior to the event. C. Preparing an Event Day Agenda. SEM will write a logical and manageable agenda, which will encompass the day of event activities. The agenda will be delivered to the Client 20 days prior to the event and include a detailed list of activities and personnel responsibilities to include but not limited to: start and finish line set-up; setup of bike course; staffing positions; product and equipment deliveries; placements of services such as Port -o - Lets, dumpsters, generators, road closure barricades, crowd control barricades, tents, tables and chairs. Race Coordination. The event will take place over three days and will include three professional stages including but not limited to the following races: 1. Time Trial 2. Road Race 3. Criterium In addition to the professional races outlined, SEM will produce no fewer than six amateur races designated by USA Cycling as Category races ranging from categories one to five. To supplement the category races, SEM will implement non-competitive races to include a Trustee's Fun Ride, Big Wheel race and a Mayor's Team Challenge. SEM will be responsible for the following coordination of the event: A. Solicitation of participants • Send listings monthly to local newspapers and magazines during the months of May through August. • Secure two ads in a cycling publication in issues in June and July in either Competitor Magazine or Velo News. • Execute a direct mailing of participant brochures. • Utilize SEM's email database for an appeal three times to correspond to cyclist about participation between June 1" and July 15 . • Utilize USA Cycling listings on its website to promote event participation. B. Registration • Manage the registration process of all athletes competing in the event. • Enter all participant information into the event database. • Create a computerized results program for timing purposes. C. Logistics • Setup site to events specifications as required by USA Cycling standards. • Erect start/finish system. • Setup and operate registration. • Setup a photo and computerized timing system. • Place goods and services at the event. • Erect and place tents. • Setup course directions with signage. • Mark out and identify meter locations close to the finish line. • Setup and supply medical station with equipment. • Provide labor for specific areas of the event. • Setup a public address system (sound system) to communicate with participants and spectators. 7 • Place and coordinate jumbotrons. • Coordinate VIP Hospitality set-up of structure to include VIP area, tenting, tables and chairs. • Setup a stage for awards presentation. • Make its best efforts to secure and coordinate volunteers. • Answer and respond to calls and emails for information within 48 hours of receiving. • Provide event day production. • Meet with SEM volunteers and place them in their assigned work areas. • Oversee on-site medical services. • Take delivery of supplies and transport to the event site. • Disassemble event site and remove debris. • Over see and execute the block party including. • Stage ordering/set-uptake-down. • Securing music talent. • Order equipment for on-site use. • Secure and coordinate food and beverage vendors and provide listing of Health Department within 14 days of the event. D. Video Production Management • Create lining scripts for Production Company outlining professional athletes attending the event. • Provide logo images for Production Company of participating sponsors. • Collect relevant photos to implement into the event production video stream. • Write teleprompter script for race announcers • Schedule personal interviews • Collect and format all television commercials for Production Company use. • Client will assist Dobson Entertainment with TV cable runs to local cable feed, jumbotrons and for camera positions. E. Day of Event Operations • SEM will select experienced workers to serve as key support personnel. • SEM will organize, allocate and instruct volunteers on-site during the event. • SEM will manage and supervise on-site labor it brings to the event including third party service providers. • SEM will coordinate and supervise day of event activities to include: a.. Event set up b. Assign sponsor spaces and outlined on-site requirements. c., Clean up d.:: Participant management e:; Crowd Management to maintain a clear race course while participants are within the main staging area of Elk Grove Blvd and Love Street f. Street closure of the actual bike race route during live events with participants on the course. g.. All operational aspects of the races. h. ; Video filming for TV program. i. Professional announcers. j. Equipment delivery, set-up and placement, including but not limited to: 1. Truss systems 2. Sound for Public Announcements 3. Crowd control and course barricades 4. Big wheels and helmets 5. Tents, Tables and Chairs 6. Staging/Viewing Stands 7. Video finish line cameras 8. Large digital display clock 9. Snowfencing 4 10. Hay bales, mattresses, and additional safety items as needed 11. Traffic cones 12. Warning flags and vest 13. Walkie Talkies 14. Generators 15. VIP area 16. Block party stage and equipment F. Division of Responsibilities a. Client will act as the Host City for the event. b. SEM will act as the local organizing committee for the Event and will be Client's only representative who will interface with the National Governing Bodies to include the following: USA Cycling. c. � Client will provide an area on its streets to stage the Event. SEM and Client will work together to locate an acceptable staging area for the event. d. SEM will provide the rights to stage the event, national and international sanctioning permits and permission. e: SEM will provide paramedics to be on-site during the event. Should Client make provisions for paramedic services, a credit will be deducted from the final payment made by Client. f. SEM will provide an official and the necessary materials for drug testing of athletes if required by USA Cycling. g. SEM will provide staff to be stationed at key intersections on the race course during the operational hours of the event. Client will assist when necessary with police officers to assist course workers. SEM will provide course barricades to ensure safety of the course area. h. SEM will strike/take down all equipment starting at the conclusion of the last race on Sunday and Client grants SEM a minimum of four hours for final course cleanup and clearance. Section 3. Right to Renew. Client's right to -renew this Agreement, if any, is to be stated in writing and sent to SEM on or before November 1st, 2012. Sedion 4. Management Fee. Client agrees to pay SEM a $34,000.00 (Base Fee) for the event management in each year of this contract for consulting and administrative services, plus sponsorship commissions as outlined in Section 9, and for all reimbursable expenses agreed upon between the two parties and outlined within the event budget. Client shall pay SEM the base fee in the manner provided in Section 23. Registration Fees. Client will split (50/50) all registration income over $30,000.00 with SEM from income received from participants signing up for the event. Fees. The management fee covers consulting time, during which SEM will complete the portions of the event management mutually agreed upon and outlined within this agreement. Expenses. In addition to Fees invoiced to Client, Client shall reimburse SEM for all out-of-pocket expenses incurred by SEM on behalf of Client (collectively, the "Expenses"), as outlined in the event budget, including but not limited to postage, messenger services, design, photography, stationary supplies, clipping services, goods and services related to the event operations, meeting expenses, necessary equipment used on-site and agreed upon between the two parties and outlined within the event budget. All expenses will receive prior approval from .:the client if expense is in excess of $250 or 10% more than the budgeted amount once a 5 budget is approved. SEM shall not incur any individual Expense on Client's behalf in excess of $1,000 unless Client first submits the full amount of such expense to SEM. Section 5. Media and Promotion. SEM will advertise the Event to two specific audiences: Competitive Cyclist; and the General Public to promote spectator attendance. SEM will make. its best efforts to assist with local media trade to include cable companies, television networks, radio stations and newspapers. Subject to Client's approval and implemented into the budget, SEM will secure all media placements with respect to the Event and SEM will determine the amount of media used to promote the event based on the allocated media budget as set forth into the working budget. All advertising will acknowledge SEM's name, service mark and logo as the management company producing the Event. Section 6. Signage. All costs associated with the design and construction of banners for Client or its respective sponsors or affiliates shall be paid for by the client and if necessary, implemented into the budget. SEM is not responsible for any damage to signage that is part of usage for outdoor events which includes weather (wind, rain or mud), participant, spectator or general public abuse, loss or damage beyond normal control of SEM, its employees or officers. Section 7. Distribution of Literature. Each party shall not distribute any advertisements or promotional literature without the prior review by the other party. All drafts should be forwarded to the other party for review. SEM and Client agree that all drafts being reviewed will be completed within 72 hours of receipt. All approved literature will be subject to compliance with municipal ordinances and governmental regulations. SEM will coordinate and execute the direct mailing of the participant's brochures. SEM will oversee the process of labeling, mail house bundling and the execution of the physical mailing sent directly to potential applicants for participation. Section 8. Complimentary Entry Fees. Client and SEM may agree to give away a certain amount of complimentary entry fees to local and national sponsors, invited guest, politicians, celebrities, etc., and, if so, such terms shall be set forth jointly between the two parties no later than ten days prior to the event. Section 9. censorship Commissions. Client grants SEM the right to develop and sell corporate cash and in-kind sponsors into the event. Sponsors may become official sponsors of the event as set forth within the agreement between SEM and sponsor. Client agrees to pay SEM a 17% commission for cash sponsors secured for the event by SEM. Client further agrees to pay SEM a 3% commission for cash sponsors secured for the event by Client. Any in-kind sponsors secured by SEM for the event will be excluded from any commissions unless specific sponsor provides budget -relieving expenses. In-kind sponsors that provide budget relieving expenses will be commissioned'`at a 10% rate after a fair market value is determined between the Client and SEM. In-kind sponsors that are budget relieving can include services such as neutral support services, donation of VIP services, or donations of equipment, goods or services. 6 Sedion 10. Indemnification. A. SEM shall indemnify, defend and hold Client harmless from any and all claims arising out of the production'. and management by SEM, its officers, directors or employees, of the event, provided that this indemnity.shall not extend to any claims arising out of or in connection with any acts or omissions of Client, whether or. not such acts or omissions amount to negligence. B. Client shall indemnify, defend and hold SEM harmless from any and all claims arising out of or in connection with (i) any acts or omissions of Client, its officers, directors or employees, (ii) the use of SEM's name or logo by Client, (iii) the use, operation or transportation of any of Client's equipment, whether or not such acts amount to negligence and (iv) the conduct of any promotion by Client in any way related to the event, SEM or the location of the event. C. Insurance. The parties agree to purchase an event policy covering all athletes, spectators, workers and volunteers. This liability insurance policy will have amounts minimally of $2,000,000. The cost of this policy will be placed into the overall operating budget. Both parties shall be included on the policy as insured holders of the policy. Failure of either party to request such coverage shall not be deemed a waiver of this requirement. D. SEM maintains an insurance policy for money collection. This policy covers theft and loss up to $20,000 per occurrence. SEM maintains a collection procedure that is in accordance with our carrier. The theft and money collection policy is enforced only if SEM is collecting money on -behalf of client, supervising and managingcollections during the event. E. CSEM maintains an auto insurance policy for coverage on vehicles owned, leased, rented or borrowed with respect to the operations of SEM workers for use during Event. This policy includes $1,000,000 liability, $500,000 collision and $500,000 comprehensive. F. SEM maintains an off -premise insurance policy that covers lose of rented equipment held by SEM for the client during transportation to and from the event or during the operation of the Event. G. CSEM maintains a workers compensation policy for its employees as required by the State of Illinois. Section 11. Pickup and Deliveries. SEM owns vehicles that are available for pickup and delivery usage on a scheduled basis. Transportation can be provided in advance with proper notification (not less than 48 hours) prior to the pickup or delivery arranged by Client or as•part of the operations of the event. The cost of a pickup or delivery is $200.00 for a three hour minimum. If multiple pickup or deliveries are needed and more than three hours is incurred, the additional charge will be $50.00 per hour after the initial three hours. Section 12. Web Site Design and Management. SEM owns the website and address listed as www.tourofelkQrove.com and maintains content on the website for the purpose to promote the Clients event. Each year a line item expense will be implemented into the budget that covers the cost of maintenance and web hosting. All updates will be made within 5 working days after the Clients approves or outlines updates by either a personal meeting, email transmission and documented phone conversation. Sedion 13. Rental Equipment. SEM will act on -behalf of the client as an agent when ordering supplies and or rental equipment. SEM maintains an insurance policy with a $1500 deductible, which covers all rental equipment used for all events. SEM will be responsible for the usage of this equipment unless the equipment is used directly by the client, its VA employees or volunteers. Equipment used by any of the client's designated workers or volunteer's remains the responsibility of the client if loss or damage occurs during the usage of the rented or leased equipment. Section 14. Further Assurance. Each party to this Agreement, upon the request of any other party to this Agreement, will execute, acknowledge and deliver such further documents or instruments and perform such further acts as may be necessary, desirable or proper to carry out more effectively the purpose of this Agreement. Each of the individuals executing this Agreement certifies that he or she is duly authorized to do so. Section 15. Employee Wages. SEM may hire key and Event experienced personnel for temporary employment to work in various capacities within Events. Such temporary personnel shall be charged to Client as a reimbursable expense subject to section four of this Agreement at the rates listed immediately below. SEM shall at all times be responsible for the management and performance of such temporary personnel. The rates listed below cover the cost of workmen's compensation insurance, general liability insurance, administrative cost and federal and state tax statements. Average wages are as follows: ➢- Supervisor. $20.00-$25.00 per hour ➢ Data inputting: $15.00-$20.00 per hour ➢: General Labor. $15.00-$22.00 per hour 9. Stagehands/Managers $20.00-$25.00 per hour Cleaning Labor. $17.00-$20.00 per hour Sedion 16. Assignment This Agreement or any part hereof will not be assigned or transferred by SEM to any person, firm, corporation, or partnership that acquires ownership or management of SEM. This Agreement or any part hereof shall not be transferred, conveyed or assigned by Client, nor shall the use of the rights, duties or obligations granted under this Agreement in whole or in part be granted by Client without the prior written consent of SEM. Section 17. Relationship of the Parties. The parties are acting herein as independent contractors. Nothing herein contained shall create or be construed as creating a partnership or joint venture. SEM shall act as an agent on behalf of the Client for its general event consultation, vendor ordering, on-site production and municipal request as it pertains to the event and this.agreement. The parties agree that neither entity shall have the authority to bind the other in any respect without prior approval between the two parties. Client shall be solely responsible for all wages, income taxes, worker's compensation and any other requirements for all its personnel and any of its supplies pursuant to this agreement. Sales taxes, if any, shall be the responsibility of the Client for any goods or services sold on-site by client. Section 18. Successors and Assigns. All of the terms of this Agreement shall apply to, be binding upon and inure to the benefit of the parties hereto, their successors, assigns, heirs and legal representatives, and all other persons claiming by, through or under them. Section 19. Entine Agreement and Modification. This Agreement contains the entire agreement between the parties relating to the subject matter hereof and all prior agreemerits relative hereto which are not contained herein are terminated. This Agreement may not be amended, revised, or terminated orally but only by a written instrument executed by the parry against which enforcement of the amendment, revision, or termination is asserted. Any alleged amendment, revision or 8 termination, which is not so documented, shall not be effective as to any party. With respect to termination, either party may terminate this agreement by providing written notice, in writing, of the intended termination. The notice to terminate must be delivered within 90 days following the Event in any calendar year set forth herein, or any renewals thereof. Section 20. Applicable Law. This Agreement shall be governed by and construed according to the laws of the State of Illinois from time to time in effect. Section 21. Force Maioure. The failure of either party hereto to comply with the terms and conditions hereof because of an act of God, strike, labor troubles, war, fire, earthquake, act of public enemies, action of federal, state or local governmental authorities or for any reason beyond the reasonable control of such party, shall not be deemed a breach of this agreement except in the event of cancellation, SEM shall be entitled to a specific expense payments as outlined in this agreement in Section 24. Section 22. Notices. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been given if hand delivered or express mailed, signature requested. (a) If to Client, as follows: Elk Grove Village Municipal Building 901 Wellington Ave Elk Grove Village, Illinois 60007 Attn. Deputy Village Manager And, (b) if to SEM, as follows: Chicago Special Events Management 2221 W. 43nd Street Chicago, Illinois, 60609 Attn. Hank Zemola Section 23. Payment Schedule. Client agrees to the following payments annually during the term of this agreement: 1. $10,000.00 on or before by January 1st of each year 2. $15,000.00 by February 1 st of each year 3. $25,000.00 by March 1st, of each year 4. $15,000.00 by April 1st, of each year 5. $25,000.00 by May 1st, of each year 6. $25,000.00 by June 1st, of each year 7. $25,000.00 by July 1st, of each year 9 8. $40,000.00 by August 1st of each year 9. $15,000.00 by September 1st of each year Excess income_ over expenses (if any) will be distributed to the Client from SEM within 45 working days after the event. Section 24. Conditions. A: The Client shall contribute a base amount of $195,000.00 which are to be made by the dates listed in Section 23 as a payment schedule. Client will reimburse SEM the final balance due on all approved budgeted expenses incurred beyond the scope of the contract and which exceed the amount of income derived from but not limited to: Village contribution (Client) as listed in Section 23; Sponsorship fees paid to participate in the event; registration fees paid by athletes participating in the event; retail on-site sales; vending fees; hospitality income; or other incomes mutually agreed upon and set forth into the budget as income. B. SEM agrees that it will guarantee a minimum of $25,000.00 in corporate sponsorship for the event. If SEM fail to meet this guarantee, the difference will be deducted from its management fee. C. The Client is responsible to raise a minimum of $250,000.00 in corporate sponsorship each year to meets. its commitment for an income contribution to the approved budget. If Client raises less than $250,000.00, the Village of Elk Grove will compensate this difference. D. If Client requests changes in the approved budget that will increase the expense amount (attached as Exhibit "A-), SEM will submit in writing the expected amount of increase and a signature of acknowledgement from the village staff authorizing such transaction will be required. E. If SEM increases an approved budgeted line item, SEM accepts the liability for the increased amount F. Should the event be canceled due to conditions beyond the control of SEM within thirty days of the event, i.e., Acts of God, War, Terrorism, Severe Property Damage Due to Weather, Client will reimburse SEM its management fees to date for administrative cost and planning plus documented expenses already incurred and not recoverable by refunds. For the purpose of outlining management fees, the amount of the fees will be based on a eight month cycle starting in January of each year and continuing through August of each year. This will be the factor to access management fees. Should the event be canceled within seven days of the event, SEM will be entitled to its full management fee plus documented non-refundable expenses. Likewise, the Client shall be reimbursed for all payments made pursuant to Section 23, which will not be paid due to the cancellation. The spirit of this agreement is based on mutually cooperation. This spacer intentionally left empty — please see next page for signatures 10 AGREED AND ACCEPTED on this 131h _,day of April 2010. ELK GROVE VILLAGE By: Craig B. Johnson , Craig B. Johnson, Mayor Attested: Judith M. Keegan Judith M. Keegan, Village Clerk 2 CHICAGO RUNNING AND SPECIAL EVENTS MANAGEMENT, INC. 11 Henry R. Zemola, CEO