HomeMy WebLinkAboutFollowUp1
Julia Medzegian
From:Jamie D. Thomas
Sent:Friday, August 17, 2018 5:04 PM
To:Don Persson; Armondo Pavone; Ruth Perez; Ed Prince; Ryan McIrvin; Carol Ann Witschi;
Randy Corman
Cc:Julia Medzegian; Jan Hawn; Denis Law; Robert Harrison
Subject:Finance Committee Follow Up
Attachments:CAG-18-021 Website Hosting.pdf; CAG-18-018 Marketing Iniatives and Strategies.pdf;
CAG-18-010 Retail Coach.pdf; Forma Work Order History.pdf
The following is a follow up from the 8/13/2018 finance committee meeting:
2
Follow up item from previous finance committee meetings:
Please let me know if you have additional questions.
Jamie Thomas
Fiscal Services Director
City of Renton
425‐430‐6929
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CITY tJF
AGREEMENT FOR COMPREHENSIVE RETAIL RECRUITMENT &
DEVELOPMENT PLAN
CAG-18-oio
THIS AGREEMENT, dated January 12, 2018, is by and between the City of Renton (the "City"), a
Washington municipal corporation, and The Retail Coach ("ConsultanY'), a national retail
consulting, market research and development firm. The City and the Consultant are referred to
collectively in this Agreement as the "Parties." Once fully executed by the Parties,this Agreement
is effective as of the last date signed by both parties.
1. Scope of Work: Consultant agrees to provide a comprehensive retail recruitment and
development plan as specified in Exhibit A, which is attached and incorporated herein
and may hereinafter be referred to as the "Work;" except that the City has not opted for
the "Ongoing Coaching & Recruitment—Optional Contract Extensions" work specified in
Exhibit A.
2. Chan es in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions,deletions or modifications.Any such changes
to the Work shall be ordered by the City in writing and the Compensation shall be
equitably adjusted consistent with the rates set forth in Exhibit A or as otherwise mutually
agreed by the Parties.
3.Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s) set forth in Exhibit A. All Work shall be performed by no later
than November 15, 2018.
4. Compensation:
A. Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $45,000, plus any applicable state and local sales taxes.
Compensation shall be paid based upon Work actually performed according to the
rate(s) or amounts specified in Exhibit A.The Consultant agrees that any hourly or flat
rate charged by it for its Work shall remain locked at the negotiated rate(s) unless
otherwise agreed to in writing or provided in Exhibit A. Except as specifically provided
herein, the Consultant shall be solely responsible for payment of any taxes imposed
as a result of the performance and payment of this Agreement.
B. Method of Pavment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed,the Consultant shall submit a voucher or invoice in a form
specified by the City, including a description of what Work has been performed, the
name of the personnel performing such Work, and any hourly labor charge rate for
such personnel. The Consultant shall also submit a final bill upon completion of all
Work9 Payment shall be made by the City for Work performed within thirty (30)
r .•c l d"iy after receipt and approval by the appropriate City representative of the
uq +er or invoice. If the Consultant's performance does not meet the requirements
b 4greement, the Consultant will correct or modify its performance to comply
h e nt.The City may withhold payment for work that does not meet thet.
r:Are+q i rr iof-tihis Agreement.
C. Effect of Pavment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant for failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provision applies.
5. Termination:
A. The City reserves the right to terminate this Agreement at any time, with or without
cause by giving ten (10) calendar days' notice to the Consultant in writing. In the event
of such termination or suspension, all finished or unfinished documents,data,studies,
worksheets, models and reports, or other material prepared by the Consultant
pursuant to this Agreement shall be submitted to the City, if any are required as part
of the Work.
B. In the event this Agreement is terminated by the City,the Consultant shall be entitled
to payment for all hours worked to the effective date of termination, less all payments
previously made. If the Agreement is terminated by the City after partial performance
of Work for which the agreed compensation is a fixed fee, the City shall pay the
Consultant an equitable share of the fixed fee. This provision shall not prevent the
City from seeking any legal remedies it may have for the violation or nonperformance
of any of the provisions of this Agreement and such charges due to the City shall be
deducted from the final payment due the Consultant. No payment shall be made by
the City for any expenses incurred or work done following the effective date of
termination unless authorized in advance in writing by the City.
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Page 2 of 10
6. Warranties And Ri ht To Use Work Product: Consultant represents and warrants that
Consultant will perForm all Work identified in this Agreement in a professional and
workmanlike manner and in accordance with all reasonable and professional standards
and laws. Compliance with professional standards includes, as applicable, performing the
Work in compliance with applicable City standards or guidelines (e.g. design criteria and
Standard Plans for Road, Bride and Municipal Construction). Professional engineers shall
certify engineering plans, specifications, plats, and reports, as applicable, pursuant to
RCW 18.43.070. Consultant further represents and warrants that all final work product
created for and delivered to the City pursuant to this Agreement shall be the original work
of the Consultant and free from any intellectual property encumbrance which would
restrict the City from using the work product. Consultant grants to the City a non-
exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and
display all final work product produced pursuant to this Agreement. The City's or other's
adaptation, modification or use of the final work products other than for the purposes of
this Agreement shall be without liability to the Consultant. The provisions of this section
shall survive the expiration or termination of this Agreement.
7. Record Maintenance: The Consultant shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required by
applicable Washington State records retention laws, but in any event no less than six
years after the termination of this Agreement. The Consultant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/or to comply with the Washington State Public Records Act
Chapter 42.56 RCW). The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Pubtic Records Act, Consultant shall make a due diligent search
of all records in its possession or control relating to this Agreement and the Work,
including, but not limited to, e-mail, correspondence, notes, saved telephone messages,
recordings, photos, or drawings and provide them to the City for production. In the event
Consultant believes said records need to be protected from disclosure, it may, at
Consultant's own expense, seek judicial protection. Consultant shall indemnify, defend,
and hold harmless the City for all costs, including attorneys' fees, attendant to any claim
or litigation related to a Public Records Act request for which Consultant has responsive
records and for which Consultant has withheld records or information contained therein,
or not provided them to the City in a timely manner. Consultant shall produce for
distribution any and all records responsive to the Public Records Act request in a timely
manner, unless those records are protected by court order. The provisions of this section
shall survive the expiration or termination of this Agreement.
9. Independent Contractor Relationship:
E.`r(' (' Page 3 of 10 J__
A. The Consultant is retained by the City only for the purposes and to the extent set forth
in this Agreement.The nature of the relationship between the Consultant and the City
during the period of the Work shall be that of an independent contractor, not
employee.The Consultant, not the City, shall have the power to control and direct the
details, manner or means of Work. Specifically, but not by means of limitation, the
Consultant shall have no obligation to work any particular hours or particular
schedule, unless otherwise indicated in the Scope of Work or where scheduling of
attendance or performance is mutually arranged due to the nature of the Work.
Consultant shall retain the right to designate the means of performing the Work
covered by this agreement, and the Consultant shall be entitled to employ other
workers at such compensation and such other conditions as it may deem proper,
provided, however, that any contract so made by the Consultant is to be paid by it
alone, and that employing such workers, it is acting individually and not as an agent
for the City.
B. The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program,or otherwise assuming the duties of an employer with respect to Consultant
or any employee of the Consultant.
C. If the Consultant is a sole proprietorship or if this Agreement is with an individual,the
Consultant agrees to notify the City and complete any required form if the Consultant
retired under a State of Washington retirement system and agrees to indemnify any
losses the City may sustain through the Consultant's failure to do so.
10. Hold Harmless: The Consultant agrees to release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney's or attorneys' fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the negligent
acts, errors or omissions of the Consultant in its performance of this Agreement or a
breach of this Agreement by Consultant, except for that portion of the claims caused by
the City's sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction,alteration, improvement,etc.,of structure or improvement attached to real
estate...) then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the
Consultant and the City, its officers, officials, employees and volunteers, Consultant's
liability shall be only to the extent of Consultant's negligence.
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Page 4 of 10
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
11. Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law, the Consultant shall not give a gift of any kind
to City employees or officials. Consultant also confirms that Consultant does not have a
business interest or a ctose family relationship with any City officer or employee who was,
is, or will be involved in selecting the Consultant, negotiating or administering this
Agreement, or evaluating the Consultant's performance of the Work.
12. Citv of Renton Business License: The Consultant shal) obtain a City of Renton Business
License prior to performing any Work and maintain the business license in good standing
throughout the term of this agreement with the City.
Information regarding acquiring a city business license can be found at:
http;//rentonwa.ov/business/default.aspx?id=548&mid=328.
Information regarding State business licensing requirements can be found at:
http://dor.va.ov/content/doingbusiness/re istermybusiness/
13. Insurance: Consultant shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liabitity, Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C. Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
D. Commercial Automobile Liabilityfor owned, leased, hired or non-owned,leased, hired
or non-owned, with minimum limits of $1,000,000 per occurrence combined single
limit, if there will be any use of Consultant's vehicles on the City's Premises by or on
behalf of the City, beyond normal commutes.
Page 5 of 10
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E. Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis.The City's insurance policies shall
not be a source for payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed to limit the liability of
Consultant to the coverage provided by such insurance or otherwise limit the City's
recourse to any remedy available at law or in equity.
F. Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G. Consultant shall provide the City with written notice of any policy cancellation,within
two (2) business days of their receipt of such notice.
14. Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays beyond the Consultant's reasonable
control occur,the City agrees the Consultant is not responsible for damages, nor shall the
Consultant be deemed to be in default of the Agreement.
15. Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
16. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return receipt
requested, by facsimile or by nationally recognized overnight courier service.Time period
for notices shall be deemed to have commenced upon the date of receipt, EXCEPT
facsimile delivery will be deemed to have commenced on the first business day following
transmission. Email and telephone may be used for purposes of administering the
Agreement, but should not be used to give any formal notice required by the Agreement.
CITY OF RENTON CONSULTANT
Cliff Long Kelly Cofer
1055 South Grady Way 86 Clark Blvd
Renton, WA 98057 Tupelo, MS 38804
Phone: (425) 430-6591 Phone: (662) 844-2155
clong@rentonwa.gov ckcofer@theretailcoach.net
Fax: (425j 430-7300 Fax: (662) 844-2738
17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification,the Consultant agrees as follows:
f?r r r(;
Page 6 of 10
A. Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or supplies.
B. The Consultant will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Consultant fails to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D. The Consultant is responsible to be aware of and in compliance with all federal, state
and local laws and regulations that may affect the satisfactory completion of the
project, which includes but is not limited to fair labor laws, worker's compensation,
and Title VI of the Federal Civil Rights Act of 1964, and will comply with City of Renton
Council Resolution Number 4085.
18. Miscellaneous: The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Consultant.
B. Consultant will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Consultant shall furnish all tools and/or materials necessary to perform the Work
except to the extent specifically agreed within the attached exhibits.
D. In the event special training, licensing, or certification is required for Consultant to
provide Work he/she will acquire or maintain such at his/her own expense and, if
Consultant employs,sub-contracts, or otherwise assigns the responsibility to perform
the Work, said employee/sub-contractor/assignee will acquire and or maintain such
training, licensing, or certification.
Page 7 of 10
A f`!
E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to
other entities, so long as there is no interruption or interference with the provision of
Work called for in this Agreement.
F. Consultant is responsible for his/her own insurance, including, but not limited to
health insurance.
G. Consultant is responsible for his/her own Worker's Compensation coverage as well as
that for any persons employed by the Consultant.
19. Other Provisions:
A. Approval Authoritv. Each individual executing this Agreement on behalf of the City
and Consultant represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Consultant.
B. Genera) Administration and Mana ement.The City's project manager is Cliff Long. In
providing Work, Consultant shall coordinate with the City's contract manager or
his/her designee.
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D. Conflicts. In the event of any inconsistencies between Consultant proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Consultant
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneous to the purpose for which it is referenced, the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E. Governin Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F. Joint Draftin Effort.This Agreement shall be considered for all purposes as prepared
by the joint efforts of the Parties and shall not be construed against one party or the
other as a result of the preparation, substitution, submission or other event of
negotiation, drafting or execution.
r----_.._____
Page 8 of 10 ea J(f ((1 `
G. lurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or
interpret this Agreement or any of its terms or covenants shall be brought in the King
County Superior Court for the State of Washington at the Maleng Regional Justice
Center in Kent, King County, Washington, or its replacement or successor.
H. Severabilitv. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement, which shall remain in full force and effect.
I. Sole and Entire A reement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J. Time is of the Essence. Time is of the essence of this Agreement and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Work is essential to the Consultant's performance of
this Agreement.
K. Third-Partv Beneficiaries. Nothing in this Agreement is in eclded to, r or shall be
construed to give any rights or benefits in tfi`greernenf to an,ydne qther tb an the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement will
be for the sole and exclusive benefit of the Parties and no one else.
L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns,
and legal representatives to the other party to this Agreement, and to the partners,
successors, assigns, and legal representatives of such other party with respect to all
covenants of the Agreement.
M. Waivers. All waivers shall be in writing and signed by the waiving party. Either party's
failure to enforce any provision of this Agreement shall not be a waiver and shall not
prevent either the City or Consultant from enforcing that provision or any other
provision of this Agreement in the future. Waiver of breach of any provision of this
Agreement shall not be deemed to be a waiver of any prior or subsequent breach
unless it is expressly waived in writing.
N. Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and alt of which will together
constitute this one Agreement.
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON CONSULTANT
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Page 9 of 10 r'c f I C J f I
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May r President&CEO
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Renton City Attorney
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CONTENTS PLEASE CONTACT:
About The Retail Coach p2 C. Kelly Cofer, CCIM
Our Team& Retaii Successes 03 President&CEO
The Retaif360 Process p4 The Retai!Coach
Project Overview 05 Ph. 662.844.2i55
Project Expectations 15 Fx. 662.844.2738
Successful Partnerships 17
Client Testimoniais g
Presented by The Retail Coach, LLC 1 TheRetailCoach_net i Austin,Texas&Tupelo, Mississippi
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Since 2000, we have provided the in the Past Five Years
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strategies needed to drive new retail
developments. 6 I111 IOtI
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research and development firm that Generated in Client Communities
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creative expertise to develop and deliver
high-impact retail recruitment and 450+
development strategies to local Communities Throughout the U.S.
governments, chambers of commerce and Trust The Retail Coach with Their
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Success in every community
we've worked with.
Member of the most exclusive
retail broker network. Matthew Lautensack Nancy Dees Mary Frances Stephens
Director of Research Director Design&Media
Development of Finance Coordinator
RETAiL.ERS WE'VE RECRUITED TO
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Project Manager - Project Manager - Project h7anager-
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Phase 1:
Analyzing
The Market \
A PROVEN PROCESS FOR RESULTS Phase 8: Phase 2:
Coaching& Determining
Retai1360 °. Ongoing Support Retail Opportunities
Moving Beyond Data to
Bring Retailers to Renton Phase 7: Phase 3:
Urban(or Identifying Development&
Retail recruitment is a process, not an Downtown) 9{ f ` Redevelopment
event.Through our proprietary Retai13600
process, we offer a dynamic system of
products and services that enable
communities to expand their retail base Phase 6: Phase 4:
and enerate additional sales tax revenue.
Recrui:ing Retaiiers Identitying Retailers&
g Developers Developers for
Phase 5:
Marketing&
Branding
Market-Based Solutions On-The-Ground Analysis Action Plan
The Retail Coach understands Just as each client has their In the implementation process,
that no two communities are own set of needs, we know that we recommend aggressive
the same and that each has its each client has a unique strategies for pursuing the ideal
unique set of development or position in the marketplace as retai ers. We coach the client
redevelopment needs. We it competes to recruit new through the recruitment and
work with our clients to retailers. We spend time in development process.
determine these needs and your community with leaders
offer custom,tailored solutions. and stakeholders. We are able
Our strategies are tailored,to determine your market
data driven, and verified position and identify retailers
through oi Retai1360 that fit your community. By
Process. analyzing community and
consumer ana ytics,
4
The Plan Focus
The plan will focus on the foliowing areas in Renton.
1. Southport - mixed-use development
2. The Landing - "urban" retail development
3. Downtown Renton
4. IKEA Retail Area
5
PHASE 1
Analyzing
The Market
Custom Retail Trade Areas
The Retail Trade Area is the foundation of the strategy, and its accuracy is critical.The retail trade area is the
geographical area from which a community's retail derive a majority of their business.
To best confirm a community's retail trade area,we will execute the following strategic steps:
Mobile Data for Location Decisions
TRC will utilize mobile location technology that analyzes location and behavioral data collected from mobile devices
to determine consumer visits to Renton.This high-confidence data is used to verify retail trade areas and validate
retail site selection decisions.
Retail Trade Area Mapping
TRC will delineate a boundary map of the retail trade area using mobile data collected.
Demographic Profiling
A community must be able to instantaneously provide information and data sets sought by retailers during the site
selection and site evaluation process.The data must be accurate,current,and readily available.
The Retail Coach will create comprehensive 2010 Census, 2017, and 2022 demographic profiles for the retail trade area
and Renton community.The profile includes population and projected population growth, ethnicities, average and
median household incomes, median age, households and household growth and educational attainment.
Psychographic Profiling
As retail site selection has evolved from an art to a science, psychographic lifestyle segmentation has become an
essential element of retailers'preferred location criteria. Understanding a consumer's propensity to purchase certain
retail goods and services—as well as specific retail brands—is valuable to national, regional, and independent retailers.
Based on the market segmentation system developed by ESRI,TRC will develop a Tapestry Segmentation profile of the
households in the retail trade area.This is done by using the most advanced socioeconomic and demographic data to
measure consumer attitudes, values, lifestyles, and purchasing behaviors to understand the categories and brands of
retailers that may be of interest.
Daytime Population
The workplace population or daytime labor market area is important to quick-serve and casual dining restaurants that
rely heavily on lunch business.
TRC will provide an employment summary report detailing the total number of establishments, by industry, and
employee counts within the designated labor market area.This report will provide insight into the"work here"population
versus the"live here"population.
6
PHASE 1
Determining
Retail Opportunities
Retail Gap Analysis
A Retail Gap Analysis will determine the level of retail demand for a designated retail trade area.The analysis computes
the retail potential of the retail trade area and then compares it to estimated actual sales in the community.The
difference is either a leakage, where Renton consumers are traveling outside the community to purchase certain retail
goods and services, or a surplus,where consumers are traveling from outside to Renton to purchase certain retail goods
and services.
TRC will perform a Retail Gap Analysis to calculate the approximate flow of retail dollars in and out of Renton.
The Retail Gap Analysis will:
Identify retail sales surpluses and leakages for more than 88 retail categories.
Distinguish retail categories with the highest prospect for success and quantify their retail potential.
PHASE 1
Identifying Development
Redevelopment Opportunities
Identifying & Marketing Vacancies & Development/Redevelopment Sites
Retailers are interested not only in the market data on your community, but also in evaluating all available sites that fit
heir site selection and location preferences.A community must create and maintain a database of prime available
properties along with accurate and current marketing information.
TRC will identify up to 15 prime retail vacancies and development/redevelopment sites to market. Selection criteria will
be based on the essential factors of regional and national retailers'site selection criteria, including existing market
conditions, retail trade area population,traffic counts and traffic patterns,site-line visibility from primary and secondary
traffic arteries, ingress/egress, adequate parking, site characteristics and topography and proximity to retail clusters.
Site Mapping
As an accredited ESRI Partner,TRC is able to deliver concise, easy-to-access data for Renton,along with the preloaded
15 retail vacancies and developmenUredevelopment sites we will be marketing to retailers and developers.Considering
retail site selectors do much of their research while in hotel rooms and in airports,this is a great advantage to Renton
Unique GISt maps and data can be hosted as a stand-alone application on your iPad or embedded within your
community's website for"touch of a button"universal usage by retailers, developers, real estate brokers, and existing
retailers in Renton.
GISt is a powerful platform that streamlines sites and data into one interactive and centralized location. Demographic,
socioeconomic,psychographic, and retail spending layers are detailed down to the block level. With customizable layers
to meet the needs of each individual user, real estate brokers, site selectors,and developers can see a community's
potential like never before. Each user-friendly map includes clickable layers revealing: Median household income,
population density, population growth, psychographic lifestyle segmentation, ethnicity median home value, median age.
7
PHASE 1
identifying Retailers &
Developers for Recruitment
TRC has been successful in recruiting leading retail brands to our ciient communities for more than 17 years. From
Chick-fil-A and In-N-Out Burger to Academy Sports and Costco, our process is driven by providing accurate and current
data sets and site-specific information to retailers, brokers and developers.
Identification of Retail Prospects
TRC must target national and regional retail brands that are a good"fiY'for the community which means the retail trade
area population,disposable incomes,consumer spending habits, and education levels meet the retailers'ideal location
criteria.
TRC will review a master list with Renton staff and work together to prepare a final target list of retailers for recruitment.
Identification of Developer Prospects
Much of recruitment success comes from establishing a network of national retail developers over the past 17 years.
Developer networking and developer recruitment have become key components in a community's retail recruitment and
development success. Retailers have specific property requirements based on their site location criteria.A mid-to high-
tier retailer might show interest in a community;however,there may not be sufficient ready-to-lease properties matching
their needs and brand requirements.
TRC will Identify retail real estate developers active in the Northwest for recruitment.
PHASE 1
Marketing
Branding
The most critical step in attracting targeted retailers is providing accurate and current site-specific information on the
community and real estate vacancies and sites to corporate site selectors, real estate brokers and developers.
Retail Market Profile
TRC will develop a retail market profile tailored to the specific needs of targeted retailers'essential site selection and
location criteria.The profile serves as a community introduction and includes:
Retail trade area map
Location map
Traffic count map
Demographic profile summary
Appropriate logo and contact information
Retail Feasibility Packages
TRC will create a comprehensive retailer-specific retailer feasibility package to address retailers'essential location
criteria.The feasibility package includes:
Community Overview
Real estate sites
Location Map
Retail Trade Area Map
Existing Retailer Aerial Map
Retailer Location Map
Retail Trade Area Demographic Profile Summary
Retail Gap Analysis Summary Table
Retail Trade Area Psychographic Profile
Retail Trade Area Demographic Profile
Community Demographic Profile
Area Traffic Generators
Retail Site Profiles
Appropriate logo and contact information
TRC will create an online community dashboard, which is available at www.theretailcoach.net,for visual presentation
and easy downloading of marketing information and data sets.
Retail Site Profiles
TRC will create a retail site profile for each identified vacancy and site with current site-specific information, including:
Location
Aerial photographs
Site plan
Demographic profile
Property size and dimensions
Traffic count
Appropriate contact information
Online Retaif Dashboard & Interactive Map
9
PHASE 1
Marketing
Branding (Cont.)
Real Estate Developer Opportunity Package
TRC will create a developer opportunity package for development and redevelopment sites that are identified and
analyzed.The package will profile each site based on real estate developers'site selection criteria.The developer
package includes:
Community Overview
Location map
Retail trade area
Demographic trends
Aerial imagery
Traffic counts
Site-line visibility from major and secondary traffic arteries
Ingress/egress for primary and secondary traffic arteries
Median cuts or possibilities
Traffic signal existence or possibilities
Site characteristics and topography
Appropriate zoning
Area retail
Residential clustering and support
Proximity to"anchor"retailers
Top employers
Workplace population
Potential retail tenants
TRC will also upload the developer opportunity package to the online community dashboard at www.theretailcoach.net.
Retail Conferences
TRC will assist in marketing Renton and its retail vacancies and real estate sites to retailers and real estate developers
we meet with at retail industry conferences attended.
TRC will attempt to set-up retailer, developer and broker meetings for Renton at jointly-attended conferences.
i0
PHASE 2
Recruiting Retailers
Developers
Recruitment of Retailers
TRC is the first national retail real estate advisory firm to introduce retailer and developer recruitment for communities.
Seventeen years and more than 450 projects later,the recruitment of retailers remains one of the primary metrics of
success.
While accurate and current data are necessary,one of the most important components of a retail strategy is proactive
recruitment. Since recruitment is a process, not an event,TRC is actively engaged in recruitment efforts starting day-one
and continuing over a 12-month period to ensure success.
Our retailer recruitment process includes the following steps:
Introductory emails and retail market profiles are sent to each targeted retailer.
Personal telephone calls are placed to measure interest level.
Personal emails and retailer feasibility packages are sent to each targeted retailer.
Personal emails and retail site profiles fQr prime sites are sent to the appropriate targeted retailer.
Personal emails are sent to inform targeted retailers of significant market changes.
A retailer status report is provided with each retailer's complete contact information and comments resulting from
recruitment activities.
Personal emails are sent to decision makers once per quarter to continue to seek responses regarding their
interest level.
A retailer status report is provided with retailer responses resulting from our continued recruitment activities.
Recruitment of Developers
M uch of our recruitment success comes from establishing a network of national retail developers over the past 17 years.
Developer networking and developer recruitment have become key components in a community's retail recruitment and
development success. Retailers have specific property requirements based on their site location criteria.A mid-to high-
tier retailer might show interest in a community;however,there may not be sufficient ready-to-lease properties matching
their needs and brand requirements. Relationships with developers are important in these situations to capitalize on
retailer interest and opportunity.
Our developer recruitment process includes the fotlowing steps:
Introductory emails and developer opportunity packages are sent to developers.
Personal telephone calls are placed to measure interest level.
Personal emails are sent to inform developers of the status of interested retailers and any significant market
changes.
A developer status report is provided with each developer's complete contact information and comments resulting from
recruitment activities.
11
PHASE 2
Downtown/Urban
Revitalization
Downtown Renton
A community benefits from a healthy balance of national, regional. Independent retailers, and leaders should not
abandon their vision for urban/downtown districts as a vibrant place for living,shopping, and dining.
Downtown districts are considered the core of many communities.TRC will conduct an assessment of the downtown
and provide targeted data sets and educational opportunities focused on enhancing existing retail businesses and
recruiting new ones.
Step 1: Discussions with Downtown Stakeholders
TRC will meet with public and private urban/downtown stakeholders to gather input on retail recruitment and retention,
development and redevelopment, and opportunities and challenges.
Step 2:Determining Downtown Retail Trade Areas
The urban/downtown retail trade area is the geographical area from which downtown retail businesses receive a majority
of their business.TRC will map the retail trade area, based on mobile phone data.
Step 3: Demographic Profiling
TRC will create a comprehensive summary of demographic profiles of the retail trade area for 2017 and 2022.
Step 4: Psychographic Profiling
TRC will develop an ESRI Tapestry Segmentation profile of the households in the urban/downtown retail trade area.
Step 5:Determining Daytime Population
TRC will provide an employment summary report detailing the total number of establishments by industry, associated
establishments, and employee counts within the urban/downtown district.
Step 6: Identifying Retaii Sector Opportunities
TRC will conduct a retail opportunity analysis that estimates the potential retail demand for a variety of retail categories.
Step 7:Retailer Workshops
As displaced and underemployed workers look for sources of long-term employment opportunities, we have seen a
national resurgence in attention to urban/downtown development and redevelopment.
TRC will conduct two downtown retail workshops to share retail trade area findings,demographic and psychographic
profiles,and specific retail sector opportunities.The workshops focus on existing retail businesses that may use the data
to make"informed"decisions about expanding their merchandise lines and/or pursuing new sector opportunities,as well
as entrepreneurs who are exploring new business opportunities.
Independent retail businesses face tremendous pressure from regional and national"brick-and-mortar"retail brands, as
weil as oniine retaii sales.The focus of our workshop is educational and uti izes our market research and analysis to
answer the following questions:
Who are my customers?
How do I compete with national brands?
What merchandise should I carry?
How do I market my business?
12
PHASE 2
Coaching &
Ongoing Support
Coaching
TRC wili partner with Renton on a long-term basis and be available when you have questions, new ideas, or need
access to GIST mapping and current data and statistics. We are also available if Renton would like to brainstorm with
someone who understands your opportunities as your community grows,develops and redevelops.
13
YEAR ONE
Project Expectatians
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PROJECT REPORTING COMMUNITY TRIPS PROJECT TIMELINE
TRC will provide written or TRC team will make three(3)site TRC is available to begin work
electronic project updates on a visits to Renton during the immediately upon agreement of
bimonthly basis. project.terms with a project duration of 12
months.
NOV 2017 NOV 2017 DEC 201_7 FEB 2018 FEB_2018_OCT_2018
r i
Kickoff Research Analysis Marketing Recruitment
All work outlined in the Scope of Services shall be ertormed and completed by November 15 2018.
PROJECT PRICING
Fees
The total fee for completion of this work shall not exceed$45 000 Fees shall be payable in three installments:
a) $14,000 upon execution of the agreement;and
b) $14,000 upon completion of Phases 1.,2 and 3;and
c) $14,000 upon presentation of the final plan.
Project fees are payable within 30 days after receipt of the invoice.
Should Renton proceed request a special assignment or additional work/travel not specifically referenced in the
contract,TRC will prepare a written authorization to be signed by Renton in advance of commencing any additional
work.
Reimbursable Project Expenses
It is estimated that reimbursable expenses will be approximately$3,000. Reimbursable expenses include:
a) All travel costs;
b) Cost of special data,renderings and maps,if any;
c) Cost of copies for reports and maps/drawings;and
d) Cost of shipping expenses,if any.
Project expenses are payable within 30 days after receipt of the expense invoice.
14
Deliverables
The Comprehensive Retail Recruitment&Development Plan deliverables include:
a) Unique Retail Trade Areas for Southport,The Landing, Downtown Renton and IKEA
b) Retail Trade Area Demographic Profiles for Southport,The Landing, Downtown Renton and IKEA Retail Area
c) Psychographic Profiles for Southport,The Landing, Downtown Renton and IKEA retail trade areas
d) Renton Daytime Population
e) Retail Gap Analysis
f) identification of 15 Key DevelopmenURedevelopment Sites
g) Site Mapping for 15 Development/Redevelopment Sites
h) Retail Market Profiles for Southport,The Landing, Downtown Renton and IKEA Retail Area
i) Site Profiles for 15 DevelopmenURedevelopment Sites
j) Online Dashboard
k) Retail Developer Opportunity Package
I) Recruitment Updates
m)Retail Workshops
16
SUCCESSFUL PARTNERSHIPS
Past Clients & References
4" r.lF a If'L''a411,.+.5 usrs: w k;Heic § ., i iitri d'•f
u- Ray Dunlap David Mitchell
ir,
Community Development Manager City Manager
Fairview Economic Development City of Harker Heights
Corporation Harker Heights,Texas
Fairview,Texas Phone:254.953.5611
lr•'...,Phone:972.886.4222 dmitchell@ci.harker-heights.tx.us
x rdunlap@fairviewtexas.org www.ci.harker-heights.tx.us
b'"t°X.E°.t_ k• www.fairviewtexasedc.com
t1[! F°t:1 3 i'Ei,T r!
ra,rr.r.
Brad Stafford Deborah Murray Darreil Newsom
City Manager Executive Director City Manager
City of Navasota Caldwe I County Economic City of Wolfforth
Navasota,Texas Development Commission Wolfforth,TX
Phone:936.825.6408 Lenoir, North Carolina Phone:806.855.4120
bstafford@ navasotatx.gov Phone:828.728.0768 dnewsom @wolfforthtx.us
www.navasotatx.gov/ d murray@ caldwelledc.org www.wolffo rthtx.us
www.caldwelledc.org
Sharewaod 1=
CIT'
e"
Tom Henderson Karen A.James,Community Michelle Hill
Mayor Development Director Senior Economic Development
City of Center Point Village of Shorewood Specialist
Center Point,Alabama Shorewood, Illinois City of Commerce City
Phone:205.854.4460 Phone:815-741-7708 Commerce City, Colorado
cpmayor@charter.net kjames@vil.shorewood.il.us Phone::303.289.3730
www.thecityofcenterpoint.org www.vil.shorewood.i l.us mhill @c3gov.com
www.redefiningcommerce.com
17
WHAT OTHERS SAY ABOUT TRC
lient Testimonials
As a customer of The Retail Coach I have witnessed first-hand success with Aaron Farmer and his skilled
team.The staff at The Retail Coach deliver the knowledge, skill, and rapport necessary to recruit retail into
regions seeking progression, all while taking the difficulty away from the municipalities. They are a strang
catalyst in retail expansion for any c mmunity#ha# i IQaking for increasecl ecanomic growth."
S an avereynder
conomic evelopment Director
Floydada,Texas
In my opinion, The Retail Coach's strategy and assistance has netted us over 325,000 square feet of
occupied retail development during one of the most significant retail downturns in the last 20 years. Money
well spent.°
Samuel D. R.Satterwhite
Executive Director
Wylie Economic Development Corporation
United Supermarkets showed interest in Brownwood directly through the efforts of the consulting firm The
Retail Coach which was hired by the City, Chamber and Brownwood Economic Development Corporation in
2010.Aaron Farmer of The Retail Coach initiated the idea of a location in Brownwood with United."
Mayor Stephen Haynes
City of Brownwood,Texas
The location of Sprouts Farmers Market was a direct result of ineetings coordinated by The Retail Coach
between our community and site selectors at ICSC/Recon in 2012."
Warren Unsicker,CEcD
ce President, Economic Development
Broken Arrow Economic Development Corporation
For years I researched firms to help me with retail development and The Retail Coach continued to surface
as the best choice provider. Over and over again I heard about their`service after the sale.'This was
important. You see a lot of firms can run data and put together fancy reports. What allows The Retail Coach
to stand out is their coaching.A tool is useless unless someone 'coaches'you on the best way to utilize it.
When you hire The Retail Coach you are not just buying data, you are hiring a coach to help you with your
retail development needs. I highly recommend them to any community seeking to effectivefy recruit retail
development."
Dave Quinn, CEcD, Executive Director
Previously Bastrop,Texas Economic Development Corporation
Currently Frisco,Texas
18
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Pr2sented by The Retail Coach, LLC I TheRetailCo ch.net I Austin,Texas&Tupelo, Mississippi
1
CITY
0000•Renton
AGREEMENT FOR ECONOMIC DEVELOPMENT MARKETING
INITIATIVES AND STRATEGIC CONSULTING SERVICES
CAG-18- 018
THIS AGREEMENT,dated January r 7 , 2018,is by and between the City of Renton (the "City"or
Client"), a Washington municipal corporation, and Atlas Advertising, LLC ("Consultant"), a
Colorado limited liability company.The City and the Consultant are referred to collectively in this
Agreement as the "Parties." Once fully executed by the Parties,this Agreement is effective as of
the last date signed by both parties.
1. Scope of Work: Consultant agrees to provide marketing initiatives and strategic
consulting for Downtown, city-wide economic development, and tourism as specified in
Exhibit A, which is attached and incorporated herein and may hereinafter be referred to
as the "Work:"
2. Changes in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions,deletions or modifications.Any such changes
to the Work shall be ordered by the City in writing and the Compensation shall be
equitably adjusted consistent with the rates set forth in Exhibit A or as otherwise mutually
agreed by the Parties.
3. Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s)set forth in Exhibit A.All Work shall be performed by no later
than December 31, 2018.
4. Compensation:
A. Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $99,500, plus any applicable state and local sales taxes.
Compensation shall be paid based upon Work actually performed according to the
rate(s)or amounts specified in Exhibit A.The Consultant agrees that any hourly or flat
rate charged by it for its Work shall remain locked at the negotiated rate(s) unless
otherwise agreed to in writing or provided in Exhibit A. Except as specifically provided
herein, the Consultant shall be solely responsible for payment of any taxes imposed
as a result of the performance and payment of this Agreement.
B. Method of Payment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed,the Consultant shall submit a voucher or invoice in a form
specified by the City, including a description of what Work has been performed,the
name of the personnel performing such Work, and any hourly labor charge rate for
such personnel. The Consultant shall also submit a final bill upon completion of all
Work. Payment shall be made by the City for Work performed within thirty (30)
calendar days after receipt and approval by the appropriate City representative of the
voucher or invoice. If the Consultant's performance does not meet the requirements
of this Agreement, the Consultant will correct or modify its performance to comply
with the Agreement.The City may withhold payment for work that does not meet the
requirements of this Agreement.
C. Effect of Payment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant for failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provision applies.
5. Termination:
A. The City reserves the right to terminate this Agreement at any time,with or without
cause by giving ten(10)calendar days'notice to the Consultant in writing.In the event
of such termination or suspension,all finished or unfinished documents,data,studies,
worksheets, models and reports, or other material prepared by the Consultant
pursuant to this Agreement shall be submitted to the City,if any are required as part
of the Work.
B. In the event this Agreement is terminated by the City,the Consultant shall be entitled
to payment for all hours worked to the effective date of termination,less all payments
previously made. If the Agreement is terminated by the City after partial performance
of Work for which the agreed compensation is a fixed fee, the City shall pay the
Consultant an equitable share of the fixed fee. This provision shall not prevent the
City from seeking any legal remedies it may have for the violation or nonperformance
of any of the provisions of this Agreement and such charges due to the City shall be
deducted from the final payment due the Consultant. No payment shall be made by
the City for any expenses incurred or work done following the effective date of
termination unless authorized in advance in writing by the City.
Page 2 of 14
6. Warranties And Right To Use Work Product: Consultant represents and warrants that
Consultant will perform all Work identified in this Agreement in a professional and
workmanlike manner and in accordance with all reasonable and professional standards
and laws. Compliance with professional standards includes,as applicable, performing the
Work in compliance with applicable City standards or guidelines (e.g. design criteria and
Standard Plans for Road,Bridge and Municipal Construction).Professional engineers shall
certify engineering plans, specifications, plats, and reports, as applicable, pursuant to
RCW 18.43.070. Consultant further represents and warrants that all final work product
created for and delivered to the City pursuant to this Agreement shall be the original work
of the Consultant and free from any intellectual property encumbrance which would
restrict the City from using the work product. Consultant grants to the City a non-
exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and
display all final work product produced pursuant to this Agreement.The City's or other's
adaptation, modification or use of the final work products other than for the purposes of
this Agreement shall be without liability to the Consultant. The provisions of this section
shall survive the expiration or termination of this Agreement.
7. Record Maintenance: The Consultant shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required by
applicable Washington State records retention laws, but in any event no less than six
years after the termination of this Agreement. The Consultant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/or to comply with the Washington State Public Records Act
Chapter 42.56 RCW). The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act,Consultant shall make a due diligent search
of all records in its possession or control relating to this Agreement and the Work,
including, but not limited to, e-mail,correspondence, notes, saved telephone messages,
recordings, photos,or drawings and provide them to the City for production. In the event
Consultant believes said records need to be protected from disclosure, it may, at
Consultant's own expense, seek judicial protection. Consultant shall indemnify, defend,
and hold harmless the City for all costs, including attorneys'fees, attendant to any claim
or litigation related to a Public Records Act request for which Consultant has responsive
records and for which Consultant has withheld records or information contained therein,
or not provided them to the City in a timely manner. Consultant shall produce for
distribution any and all records responsive to the Public Records Act request in a timely
manner, unless those records are protected by court order.The provisions of this section
shall survive the expiration or termination of this Agreement.
Page 3of14
9. Independent Contractor Relationship:
A. The Consultant is retained by the City only for the purposes and to the extent set forth
in this Agreement.The nature of the relationship between the Consultant and the City
during the period of the Work shall be that of an independent contractor, not
employee.The Consultant,not the City,shall have the power to control and direct the
details, manner or means of Work. Specifically, but not by means of limitation, the
Consultant shall have no obligation to work any particular hours or particular
schedule, unless otherwise indicated in the Scope of Work or where scheduling of
attendance or performance is mutually arranged due to the nature of the Work.
Consultant shall retain the right to designate the means of performing the Work
covered by this agreement, and the Consultant shall be entitled to employ other
workers at such compensation and such other conditions as it may deem proper,
provided, however, that any contract so made by the Consultant is to be paid by it
alone, and that employing such workers, it is acting individually and not as an agent
for the City.
B. The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program,or otherwise assuming the duties of an employer with respect to Consultant
or any employee of the Consultant.
C. If the Consultant is a sole proprietorship or if this Agreement is with an individual,the
Consultant agrees to notify the City and complete any required form if the Consultant
retired under a State of Washington retirement system and agrees to indemnify any
losses the City may sustain through the Consultant's failure to do so.
10. Hold Harmless:The Consultant agrees to release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney's or attorneys' fees, costs, and/or litigation expenses to or
by any and all persons or entities,arising from, resulting from, or related to the negligent
acts, errors or omissions of the Consultant in its performance of this Agreement or a
breach of this Agreement by Consultant, except for that portion of the claims caused by
the City's sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction,alteration,improvement,etc.,of structure or improvement attached to real
estate...)then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the
Consultant and the City, its officers, officials, employees and volunteers, Consultant's
liability shall be only to the extent of Consultant's negligence.
Page 4 of 14
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
11. Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law,the Consultant shall not give a gift of any kind
to City employees or officials. Consultant also confirms that Consultant does not have a
business interest or a close family relationship with any City officer or employee who was,
is, or will be involved in selecting the Consultant, negotiating or administering this
Agreement,or evaluating the Consultant's performance of the Work.
12. City of Renton Business License: The Consultant shall obtain a City of Renton Business
License prior to performing any Work and maintain the business license in good standing
throughout the term of this agreement with the City.
Information regarding acquiring a city business license can be found at:
http://rentonwa,gov/business/default.aspx?id=S48&mid=328.
Information regarding State business licensing requirements can be found at:
http://dor,wa.gov/content/doing;business/registermybusiness/,
13. Insurance: Consultant shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C. Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
D. Commercial Automobile Liability for owned,leased,hired or non-owned,leased,hired
or non-owned, with minimum limits of$1,000,000 per occurrence combined single
Page 5of14 0
limit, if there will be any use of Consultant's vehicles on the City's Premises by or on
behalf of the City, beyond normal commutes.
E. Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis.The City's insurance policies shall
not be a source for payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed to limit the liability of
Consultant to the coverage provided by such insurance or otherwise limit the City's
recourse to any remedy available at law or in equity.
F. Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements,shall be delivered to the City before performing the Work.
G. Consultant shall provide the City with written notice of any policy cancellation,within
two(2) business days of their receipt of such notice.
14. Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays beyond the Consultant's reasonable
control occur,the City agrees the Consultant is not responsible for damages,nor shall the
Consultant be deemed to be in default of the Agreement.
15. Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
16. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally,by registered or certified mail, return receipt
requested,by facsimile or by nationally recognized overnight courier service.Time period
for notices shall be deemed to have commenced upon the date of receipt, EXCEPT
facsimile delivery will be deemed to have commenced on the first business day following
transmission. Email and telephone may be used for purposes of administering the
Agreement, but should not be used to give any formal notice required by the Agreement.
CITY OF RENTON CONSULTANT
Cliff Long, Economic Development Director Guillermo Mazier, CEO
1055 South Grady Way 1860 Blake Street,Suite 8101
Renton,WA 98057 Denver, CO 80202
Phone: (425)430-6591 Phone: (303) 292-3300,x232
clong@rentonwa.gov guillermom@atlas-advertising.com
Fax: (425)430-7300
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0
17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification,the Consultant agrees as follows:
A. Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement,or procurement of materials or supplies.
B. The Consultant will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Consultant fails to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D. The Consultant is responsible to be aware of and in compliance with all federal, state
and local laws and regulations that may affect the satisfactory completion of the
project, which includes but is not limited to fair labor laws, worker's compensation,
and Title VI ofthe Federal Civil Rights Act of 1964,and will comply with City of Renton
Council Resolution Number 4085.
18. Miscellaneous:The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Consultant.
B. Consultant will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Consultant shall furnish all tools and/or materials necessary to perform the Work
except to the extent specifically agreed within the attached exhibits.
D. In the event special training, licensing, or certification is required for Consultant to
provide Work he/she will acquire or maintain such at his/her own expense and, if
Consultant employs,sub-contracts,or otherwise assigns the responsibility to perform
Page 7 of 14
the Work, said employee/sub-contractor/assignee will acquire and or maintain such
training, licensing,or certification.
E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to
other entities,so long as there is no interruption or interference with the provision of
Work called for in this Agreement.
F. Consultant is responsible for his/her own insurance, including, but not limited to
health insurance.
G. Consultant is responsible for his/her own Worker's Compensation coverage as well as
that for any persons employed by the Consultant.
19. Other Provisions:
A. Approval Authority. Each individual executing this Agreement on behalf of the City
and Consultant represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Consultant.
B. General Administration and Management. The City's project manager is Cliff Long,
Economic Development Director. In providing Work, Consultant shall coordinate with
the City's contract manager or his/her designee.
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D. Conflicts. In the event of any inconsistencies between Consultant proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Consultant
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneous to the purpose for which it is referenced,the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E. Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F. Joint Drafting Effort.This Agreement shall be considered for all purposes as prepared
by the joint efforts of the Parties and shall not be construed against one party or the
Page 8 of 14
other as a result of the preparation, substitution, submission or other event of
negotiation, drafting or execution.
G. Jurisdiction and Venue.Any lawsuit or legal action brought by any party to enforce or
interpret this Agreement or any of its terms or covenants shall be brought in the King
County Superior Court for the State of Washington at the Maleng Regional Justice
Center in Kent, King County, Washington,or its replacement or successor.
H. Severability. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement,which shall remain in full force and effect.
I. Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J. Time is of the Essence. Time is of the essence of this Agreement and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Work is essential to the Consultant's performance of
this Agreement.
K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties,and all duties and responsibilities undertaken pursuant to this Agreement will
be for the sole and exclusive benefit of the Parties and no one else.
L. Assigns and Successors.The Parties each bind themselves,their partners, successors,
assigns, and legal representatives to the other party to this Agreement, and to the
partners, successors, assigns, and legal representatives of such other party with
respect to all covenants of the Agreement.
M. Waivers.All waivers shall be in writing and signed by the waiving party. Either party's
failure to enforce any provision of this Agreement shall not be a waiver and shall not
prevent either the City or Consultant from enforcing that provision or any other
provision of this Agreement in the future. Waiver of breach of any provision of this
Agreement shall not be deemed to be a waiver of any prior or subsequent breach
unless it is expressly waived in writing.
N. Counterparts. The Parties may execute this Agreement in any number of
counterparts,each of which shall constitute an original,and all of which will together
constitute this one Agreement.
Page 9 of 14
0
IN WITNESS WHEREOF,the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON CONSULTANT
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Mayor CEO
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Agreement Form Updated 01/09/2018
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Page 10 of 14 0
EXHIBIT A
SCOPE OF WORK
2018 Scope of Work
City of Renton Marketing Initiatives
Monthly Search &Display Advertising Campaign
Atlas recommends Renton Economic Development and Renton Tourism continue with
Search Engine Marketing and advertising on Google's Content Network. Targeted
keywords and display advertising will significantly increase amount of impressions and
websites visits, bringing more exposure to the organization and city. Using creative ads,
Atlas will help Renton optimize impressions on Google's Content Network using several
tactics like topics advertising, managed placements, and audience lists.
During the research and setup phase,Atlas will:
Provide strategic direction for the campaigns, which will also dictate the ad
refresh needed
Optimize the different display tactics including managing placements, auto
placements,topics, and re-marketing
Report setup strategy where needed back to Renton team
Monthly SEM Campaign Management and Reporting
Our team will review key learnings from the previous economic development and tourism
campaign to set performance goals forthe future.We will also manage and optimize your
campaign on a weekly basis, ensuring that your marketing spend is providing the highest
return. Each month,your account manager will schedule a call with you to review detailed
campaign reports. Results are highlighted and specific recommendations are provided.
Atlas' part in the ongoing campaign management will include:
Running monthly paid search and lead generation reports to assess progress (via
Google Adwords)
Providing recommendations for optimizations and improvements
Having a monthly meeting with you to review results and recommendations for
improvement
Six Month SEO Campaign
Atlas will benchmark current traffic and search engine positioning by analyzing traffic
trends through log analysis software and creating a baseline search engine visibility index.
We will carry out a thorough study on current search engine positions and current,
effective keywords/key phrases where your website has achieved consistent, respectable
rankings across submitted-to search engines.
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Analyze popular keywords in specified categories/industries across major search
engines.Study top 20 position holders.
o Create keyword variations for different search engines
Create site-wide meta tags according to specifications of different search engines
and directories.
Optimize pages for search engines (site re-engineering)
o Site re-engineering optimizes an entire site with site content/navigation
using appropriate keyword weight.
During the course of an SEO project, we update clients with a report on the progress of
the campaign.The report addresses:
Modifying,editing,eliminating,and augmenting your suggested keywords,taking
advantage of the best use of keywords to direct searches to your website
Writing different site descriptions, complete with character and word counts, to
allow us to submit the maximum entry that an engine allows
Writing descriptive site titles of varying length, one of the most important
elements of effective promotion,to maximize the space allotted in these fields
Modifying site pages' HTML to include meta tags, site titles, and ALT tags, and
adding images where applicable
Atlas' part in the ongoing campaign management will include monthly SEO ranking
reports which summarize the following items:
The site URL
Rank achieved
Rank indexes
Champions Videos-Video Production and Editing
Atlas will develop a storyboard concept for a video to be produced with a local production
company that will be sourced by Atlas. Includes a 1.5-hour"working brainstorm session"
between Atlas and Client and script development for 3 2-5 minute community champion
videos to be used to promote the Renton region.Atlas will travel to direct the shoot.
Assumptions:
Atlas may bill Client separately for any necessary travel costs for location scouting
and creative direction; provided that such billings shall not exceed an aggregate
total of$499.00.
Includes two rounds of consolidated revisions to storyboards
Does not include production costs
Details:
Film eight interviews within two production days, delivering seven videos ranging in
length from :30 seconds — two minutes to use for advertising and promotions. These
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interviews will feel personal and informative. Our focus will be audience engagement
while delivering key information through motion graphics.
Assumptions:
Includes pre-production, filming, post-production, design, motion graphics,
project management, and delivery
Includes two rounds of revisions at editing stage
Workforce Messaging&Digital Campaign Development
Development of a workforce development campaign for Renton. Campaign will include
three digital ads. Atlas will provide two concepts for review and approval, and Client will
choose one concept to be used for final digital ads. Final deliverables will include:
Three digital-ready campaign ads to be used for local or national publications (standard
banner sizes), as well as social media.
Assumptions:
Digital ads are based on one concept, chosen by Client
Client will be responsible for the purchase of stock photography, if needed
Atlas Strategic Consulting and Miscellaneous Projects
The Atlas team will assist Renton on a consultative basis, reviewing all marketing
messaging and providing feedback and strategic direction. This budget will also cover
special projects as directed by Client.
Assumptions:
Assumes Client will provide all materials for review to Atlas strategic team
Assumes an hour-long monthly status meeting between Renton executive
leadership and Atlas strategic economic development lead
Pricing
Project/Service One Time Cost
Digital Lead Generation Campaign
Estimated media spend to be paid directly to
Google
20,000(not included in total costs)
Campaign Management and Optimization for
12 months($15,00 per month)
18,000
Six Month SE0 Campaign 9,000
Page 13 of 14
Workforce Messaging&Digital Campaign 12,500
Development
Business champions videos
Script Development and Creative Direction 20,000
Video Production 20,000
Atlas Strategic consulting(12 months of consulting)20,000
TOTAL COST 99,500
Payment Policy
Please note that this project is billed on a fixed price,fixed scope basis.Any changes from
the agreed to scope will result in a change order.
Month 1-6: monthly payments of$9,042(assumes the SEO campaign is done in the first
6 months vs.second 6 months)
Month 7-12:monthly payments of$7,542
Client Approval Date
6. .4 3 . I0S
Note: Both parties' signatures must appear below.
Consultant Client
By: G• ..
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Date: " - , --Date: 1 • 30 ' r g
Page 14 of 14 0
DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
CAG-18-121
AGREEMENT FOR HOSTING AND PRIME SUPPORT OF WEBSITE
SERVICES
THIS AGREEMENT, dated June 15, 2018, is by and between the City of Renton (the "City"), a
Washington municipal corporation, and Atlas Integrated ("Consultant"). The City and the
Consultant are referred to collectively in this Agreement as the "Parties." Once fully executed by
the Parties, this Agreement is effective as of the last date signed by both parties.
1. Scope of Work: Consultant agrees to provide website hosting and maintenance service
as specified in Exhibit A, which is attached and incorporated herein and may hereinafter
be referred to as the "Work."
2. Changes in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions,deletions or modifications.Any such changes
to the Work shall be ordered by the City in writing and the Compensation shall be
equitably adjusted consistent with the rates set forth in Exhibit A or as otherwise mutually
agreed by the Parties.
3. Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s) set forth in Exhibit A.All Work shall be performed by no later
than December 31, 2018.
4. Compensation:
A. Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $14,000, plus any applicable state and local sales taxes.
Compensation shall be paid based upon Work actually performed according to the
rate(s)or amounts specified in Exhibit A.The Consultant agrees that any hourly or flat
rate charged by it for its Work shall remain locked at the negotiated rate(s) unless
otherwise agreed to in writing or provided in Exhibit A. Except as specifically provided
herein, the Consultant shall be solely responsible for payment of any taxes imposed
as a result of the performance and payment of this Agreement.
B. Method of Payment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed,the Consultant shall submit a voucher or invoice in a form
specified by the City, including a description of what Work has been performed, the
DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
name of the personnel performing such Work, and any hourly labor charge rate for
such personnel. The Consultant shall also submit a final bill upon completion of all
Work. Payment shall be made by the City for Work performed within thirty (30)
calendar days after receipt and approval by the appropriate City representative of the
voucher or invoice. If the Consultant's performance does not meet the requirements
of this Agreement, the Consultant will correct or modify its performance to comply
with the Agreement.The City may withhold payment for work that does not meet the
requirements of this Agreement.
C. Effect of Payment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant for failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provision applies.
5. Termination:
A. The City reserves the right to terminate this Agreement at any time, with or without
cause by giving ten(10)calendar days' notice to the Consultant in writing. In the event
of such termination or suspension,all finished or unfinished documents, data,studies,
worksheets, models and reports, or other material prepared by the Consultant
pursuant to this Agreement shall be submitted to the City, if any are required as part
of the Work.
B. In the event this Agreement is terminated by the City,the Consultant shall be entitled
to payment for all hours worked to the effective date of termination, less all payments
previously made. If the Agreement is terminated by the City after partial performance
of Work for which the agreed compensation is a fixed fee, the City shall pay the
Consultant an equitable share of the fixed fee. This provision shall not prevent the
City from seeking any legal remedies it may have for the violation or nonperformance
of any of the provisions of this Agreement and such charges due to the City shall be
deducted from the final payment due the Consultant. No payment shall be made by
the City for any expenses incurred or work done following the effective date of
termination unless authorized in advance in writing by the City.
6. Warranties And Right To Use Work Product: Consultant represents and warrants that
Consultant will perform all Work identified in this Agreement in a professional and
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DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
workmanlike manner and in accordance with all reasonable and professional standards
and laws. Compliance with professional standards includes, as applicable, performing the
Work in compliance with applicable City standards or guidelines (e.g. design criteria and
Standard Plans for Road, Bridge and Municipal Construction). Professional engineers shall
certify engineering plans, specifications, plats, and reports, as applicable, pursuant to
RCW 18.43.070. Consultant further represents and warrants that all final work product
created for and delivered to the City pursuant to this Agreement shall be the original work
of the Consultant and free from any intellectual property encumbrance which would
restrict the City from using the work product. Consultant grants to the City a non-
exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and
display all final work product produced pursuant to this Agreement. The City's or other's
adaptation, modification or use of the final work products other than for the purposes of
this Agreement shall be without liability to the Consultant. The provisions of this section
shall survive the expiration or termination of this Agreement.
7. Record Maintenance: The Consultant shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required by
applicable Washington State records retention laws, but in any event no less than six
years after the termination of this Agreement. The Consultant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/or to comply with the Washington State Public Records Act
Chapter 42.56 RCW). The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act,Consultant shall make a due diligent search
of all records in its possession or control relating to this Agreement and the Work,
including, but not limited to, e-mail, correspondence, notes, saved telephone messages,
recordings, photos, or drawings and provide them to the City for production. In the event
Consultant believes said records need to be protected from disclosure, it may, at
Consultant's own expense, seek judicial protection. Consultant shall indemnify, defend,
and hold harmless the City for all costs, including attorneys' fees, attendant to any claim
or litigation related to a Public Records Act request for which Consultant has responsive
records and for which Consultant has withheld records or information contained therein,
or not provided them to the City in a timely manner. Consultant shall produce for
distribution any and all records responsive to the Public Records Act request in a timely
manner, unless those records are protected by court order. The provisions of this section
shall survive the expiration or termination of this Agreement.
9. Independent Contractor Relationship:
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DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
A. The Consultant is retained by the City only for the purposes and to the extent set forth
in this Agreement.The nature of the relationship between the Consultant and the City
during the period of the Work shall be that of an independent contractor, not
employee.The Consultant, not the City, shall have the power to control and direct the
details, manner or means of Work. Specifically, but not by means of limitation, the
Consultant shall have no obligation to work any particular hours or particular
schedule, unless otherwise indicated in the Scope of Work or where scheduling of
attendance or performance is mutually arranged due to the nature of the Work.
Consultant shall retain the right to designate the means of performing the Work
covered by this agreement, and the Consultant shall be entitled to employ other
workers at such compensation and such other conditions as it may deem proper,
provided, however, that any contract so made by the Consultant is to be paid by it
alone, and that employing such workers, it is acting individually and not as an agent
for the City.
B. The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program,or otherwise assuming the duties of an employer with respect to Consultant
or any employee of the Consultant.
C. If the Consultant is a sole proprietorship or if this Agreement is with an individual,the
Consultant agrees to notify the City and complete any required form if the Consultant
retired under a State of Washington retirement system and agrees to indemnify any
losses the City may sustain through the Consultant's failure to do so.
10. Hold Harmless: The Consultant agrees to release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney's or attorneys' fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the negligent
acts, errors or omissions of the Consultant in its performance of this Agreement or a
breach of this Agreement by Consultant, except for that portion of the claims caused by
the City's sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction,alteration,improvement,etc.,of structure or improvement attached to real
estate...) then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the
Consultant and the City, its officers, officials, employees and volunteers, Consultant's
liability shall be only to the extent of Consultant's negligence.
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DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
11. Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law,the Consultant shall not give a gift of any kind
to City employees or officials. Consultant also confirms that Consultant does not have a
business interest or a close family relationship with any City officer or employee who was,
is, or will be involved in selecting the Consultant, negotiating or administering this
Agreement, or evaluating the Consultant's performance of the Work.
12. City of Renton Business License: The Consultant shall obtain a City of Renton Business
License prior to performing any Work and maintain the business license in good standing
throughout the term of this agreement with the City.
Information regarding acquiring a city business license can be found at:
http://www.rentonwa.gov/cros/One.aspx?porta IId=7922741&pageld=9824882
Information regarding State business licensing requirements can be found at:
http://dor.wa.gov/doing-business/register-my-business
13. Insurance: Consultant shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C. Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
D. Commercial Automobile Liability for owned, leased,hired or non-owned,leased, hired
or non-owned, with minimum limits of $1,000,000 per occurrence combined single
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DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
limit, if there will be any use of Consultant's vehicles on the City's Premises by or on
behalf of the City, beyond normal commutes.
E. Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis.The City's insurance policies shall
not be a source for payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed to limit the liability of
Consultant to the coverage provided by such insurance or otherwise limit the City's
recourse to any remedy available at law or in equity.
F. Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G. Consultant shall provide the City with written notice of any policy cancellation, within
two (2) business days of their receipt of such notice.
14. Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays beyond the Consultant's reasonable
control occur,the City agrees the Consultant is not responsible for damages, nor shall the
Consultant be deemed to be in default of the Agreement.
15. Successors and Assigns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
16. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return receipt
requested, by facsimile or by nationally recognized overnight courier service.Time period
for notices shall be deemed to have commenced upon the date of receipt, EXCEPT
facsimile delivery will be deemed to have commenced on the first business day following
transmission. Email and telephone may be used for purposes of administering the
Agreement, but should not be used to give any formal notice required by the Agreement.
CITY OF RENTON CONSULTANT
Cliff Long Jennifer Wright
1055 South Grady Way 1860 Blake St Ste 8101
Renton, WA 98057 Denver, CO 80202
Phone: (425) 430-6591 Phone: (303) 292-3300
clong@rentonwa.gov jennifer@atlas-integrated.com
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DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification, the Consultant agrees as follows:
A. Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or supplies.
B. The Consultant will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Consultant fails to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
D. The Consultant is responsible to be aware of and in compliance with all federal, state
and local laws and regulations that may affect the satisfactory completion of the
project, which includes but is not limited to fair labor laws, worker's compensation,
and Title VI of the Federal Civil Rights Act of 1964,and will comply with City of Renton
Council Resolution Number 4085.
18. Miscellaneous:The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Consultant.
B. Consultant will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Consultant shall furnish all tools and/or materials necessary to perform the Work
except to the extent specifically agreed within the attached exhibits.
D. In the event special training, licensing, or certification is required for Consultant to
provide Work he/she will acquire or maintain such at his/her own expense and, if
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DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
Consultant employs,sub-contracts, or otherwise assigns the responsibility to perform
the Work, said employee/sub-contractor/assignee will acquire and or maintain such
training, licensing, or certification.
E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to
other entities, so long as there is no interruption or interference with the provision of
Work called for in this Agreement.
F. Consultant is responsible for his/her own insurance, including, but not limited to
health insurance.
G. Consultant is responsible for his/her own Worker's Compensation coverage as well as
that for any persons employed by the Consultant.
19. Other Provisions:
A. Approval Authority. Each individual executing this Agreement on behalf of the City
and Consultant represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Consultant.
B. General Administration and Management.The City's project manager is Cliff Long. In
providing Work, Consultant shall coordinate with the City's contract manager or
his/her designee.
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D. Conflicts. In the event of any inconsistencies between Consultant proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Consultant
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneous to the purpose for which it is referenced, the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein.
E. Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F. Joint Drafting Effort.This Agreement shall be considered for all purposes as prepared
by the joint efforts of the Parties and shall not be construed against one party or the
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DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
other as a result of the preparation, substitution, submission or other event of
negotiation, drafting or execution.
G. Jurisdiction and Venue.Any lawsuit or legal action brought by any party to enforce or
interpret this Agreement or any of its terms or covenants shall be brought in the King
County Superior Court for the State of Washington at the Maleng Regional Justice
Center in Kent, King County, Washington, or its replacement or successor.
H. Severability. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement, which shall remain in full force and effect.
I. Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J. Time is of the Essence. Time is of the essence of this Agreement.and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Work is essential to the Consultant's performance of
this Agreement.
K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement will
be for the sole and exclusive benefit of the Parties and no one else.
L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns,
and legal representatives to the other party to this Agreement, and to the partners,
successors, assigns, and legal representatives of such other party with respect to all
covenants of the Agreement.
M. Waivers. All waivers shall be in writing and signed by the waiving party. Either party's
failure to enforce any provision of this Agreement shall not be a waiver and shall not
prevent either the City or Consultant from enforcing that provision or any other
provision of this Agreement in the future. Waiver of breach of any provision of this
Agreement shall not be deemed to be a waiver of any prior or subsequent breach
unless it is expressly waived in writing.
N. Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will together
constitute this one Agreement.
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a
DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON CONSULTANT
c—DocuSigned by: ^/
By: By:7CF9F6E1A523427...
C.E. "Chip" Vincent Jennifer Wright
CED Administrator Integrator,Atlas Integrated
6/15/2018 1:43:15 PM PDT
49/gs ig
Date Date
Approved as to Legal Form
Shane Moloney
Renton City Attorney
Contract Template Updated 04/10/2018
PAGE 10 OF 10
DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
EXHIBIT A
STATEMENT OF WORK
Check one)_x_Original;Supplemental Number.
Note: Both parties'signatures must appear for Supplemental Statements of Work.
Consultant Customer
DocuSigned by:
CKIBy: By:
7CF9F6E1A523427... i
Coo
Title: Title: C E-b A-d m in i S 4r&o r
6/15/2018 1:43:15 PM PDT
Date: Date: (o /2 5 /I A
Included Technical Configuration Services
Hosting, Maintenance, and Prime Support
Annual Recurring
Product/Service 3 Year Term(For
Renton Tourism,
ED, and
Customer Consulting Services Agreement with Community Systems.
Downtown
Renton)
Prime Support 6,000.00
Training Included
Self Guided Digital Economic
Development University & Included
Certification
Hosting and Maintenance 8000.00
Total 14,000.00
Payment Policy
Please note that this project is billed on a fixed price, fixed scope basis. Any changes from the
agreed to scope will result in a change order.
All fees will be billed quarterly in advance, starting upon contract signing.
All fees for setup are charged to the year 1 amount.
Years 2 and beyond will be for software, data, hosting and analytics
The Customer has two ways to pay:
1) The Customer will receive invoices via email quarterly in advance. To select this
option, check here:
When paying Invoices, please make checks payable to Community Systems
Mail to: 1860 Blake Street B101
Denver, CO 80202
All invoices are payable within 30 days (our grace period). Should extended delays in payment
beyond 45 days from invoice creation date), Consultant will discontinue Customer's access to
the website or web applications provided under the contract.
Note: All contracts for less than $2,500 per year require a credit card on file, even if Option 1
Customer Consulting Services Agreement with Community Systems.
DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
is chosen.
2) The Customer's credit card will be charged quarterly in advance. To select this option,
check here:
Credit Card Authorization Form
Credit Cardholder Information
Vis American
Type of credit card: a MasterCard Express
Name as listed on credit card:
Card number:
Expiration Date:
Billing Address(associated with
card): Street
Apt/Suite/Etc.
City
State Zip code
Authorized User of Credit Card
Name:
Company:
Phone Number:
Email Address:
Relation to Card Owner/Position:
Type of Charges Authorized:
Authorized Amt per Transaction:
Date(s)ofAuthorization:
Customer Consulting Services Agreement with Community Systems.
DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
AUTHORIZATION OF CARD USE
I certify that I am the authorized holder/user of the credit card
referenced above. I certify that all information above is complete
and accurate.
I hereby authorize collection of payment for all charges indicated
above.Charges may not exceed the amount listed above in the
AUTHORIZED AMT PER TRANSACTION"field. I understand this is
only for up to this amount during the time periods of"DATE(S)OF
AUTHORIZATION"referenced above. If additional charges are to be
authorized,a new form must be completed.
Authorizing Name:
Signature: Date:
Note: Both parties'signatures must appear Attachment B. Compensation.
Consultant Customer
By: By:
Title: Title:
Date: Date:
Customer Consulting Services Agreement with Community Systems.
DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
HOSTING SUPPORT POLICIES
Unlimited Free Support Services
Any requests due to loss of service or technical issues not the Customers responsibility will not
be billed to the Customer. Additionally, Consultant shall provide the following Support
Services free of charge, to up to three designated Customer representatives, using the
supDort®communitysys.com email address, and company phone number:
Bug fixes
Answering general questions
Virtual Instructor Led Training
Community Systems Digital Economic Development University
User Documentation
Videos/Recordings
Value Added, Paid Enterprise Services
Consultant also offers the following paid Value added support services. All of the below
services will only be performed if previously authorized within a written contract, and will be
billed as work is completed hourly:
Data Cleaning Services
Data Integration Services, including importers
Data Entry
Data Collection and Research
Partner Engagement and Communications
Support for Partner relationships
Marketing Automation Consulting
Partner Response Consulting
Third Party Software Integration
Website Hosting
To ensure that your website performs up to expectations and has easy access to all of the
latest updates, we will provide hosting services, billed on a quarterly basis in advance.
Further, updates are free if hosting with Community Systems. Community Systems maintains
its systems to a 99.9% uptime standard, exclusive of planned maintenance windows.
Product Enhancements and Updates
Consultant maintains a backlog of suggested non critical enhancements at all times that it
reserves the right to prioritize as it sees fit. These enhancements can include updates to
existing functionality, adding updates that make content that is currently not configurable by
the customer configurable, new features not yet imagined, as well as customer requested
improvements. Should a single Customer wish to influence the order and pace of
improvements, they may pay to accelerate a feature development themselves. If multiple
customers wish a feature to be moved up in priority, then Consultant may accelerate the
development of that feature at it's own cost on it's own time table. Any product
enhancements asked for by a single customer will be subject to a fee based on level of effort.
Customer Consulting Services Agreement with Community Systems.
DocuSign Envelope ID:8C7D6C37-384B-4D53-8451-7AC645CC32F6
Service Level Agreement for Products and Hosting
As described below, services level agreements are for the current release level of the Product
and the previous release level thereof:
Problem reporting, tracking and monitoring by electronic mail via the Internet;
Reasonable telephone support to up to three designated contacts for problem
determination, verification and resolution on a call-back basis during Company
normal business hours of 9 a.m. to 5 p.m. Mountain Standard Time; and
Diligent efforts to promptly resolve defects and errors in the Product in accordance
with the following schedule:
ERROR PRIORITY (1) RESPONSE (2) RESOLUTION (3) EXAMPLE
P1 1 Hour 1 Hour Public site unavailable
P2 1 Hour 1 Day Site avail, Feature level issues
P3 Same day 5 days Page speed issues
P4 Same day 15 days Minor misconfiguration
P5 Weekly As scheduled Enhancements
1) Priority:
P1- Catastrophic product or module failures that do not have a viable
detour or work around available.
P2- Problems that have been substantiated as a serious inconvenience to
users. This includes any priority A failure for which a viable detour or work around is available.
P3+- All other problems which the user can easily avoid or detour for which
there is no urgency for a resolution.
Maximum File or Database Sizes
Certain file sizes are recommended for use with our products, as larger file sizes may impact
site performance:
KML file overlays are recommended to be smaller than 2 MB after being generalized.
Video or large graphic files are recommended to be no more than 10MB.
Property or graphic databases over 100MB may be subject to additional hosting or
bandwidth fees.
Browser Support Restrictions
Customer recognizes that web-based works delivered by consultant shall be compatible with a
limited number of internet browser applications as outlined below.
Websites and web-based applications delivered by Community Systems are maintained for
compatibility with the following browsers:
Most recent 3 versions of Microsoft's browser (including versions of Edge)
Most recent 3 versions of Chrome on Windows and MacOS
Customer Consulting Services Agreement with Community Systems.
DocuSign Envelope ID:8C7D6C37-3848-4D53-8451-7AC645CC32F6
Most recent 3 versions of FireFox on Windows and MacOS
Most recent version of Safari on MacOS
Most recent version of Safari Mobile on iOS
Most recent version of Android Browser/Chrome Mobile for Android
Community Systems cannot guarantee compatibility with any browser or access method not
defined in the preceding list.
Customer Consulting Services Agreement with Community Systems.
Year
# Work
Orders
issued
Total Payments
Made
Average Paid
per Work
Order
2018 YTD 10 314,410 31,441
2017 14 1,400,339 100,024
2016 31 3,034,805 97,897
2015 36 2,758,589 76,627
2014 23 1,801,225 78,314
2013 5 760,909 152,182
FORMA Work Orders
Through 7/31/2018