CM-09-02-025HOST PARTNER AGREEMENT
THIS AGREEMENT (the "Agreement") is executed effective as of date of signing (the
"Effective Date") by and between KILLER `B' PROMOTIONS/GARY B. BECK ("KILLER
B/BECK") having offices at Post Office Box 11, Batesville, Virginia 22924, and the CITY OF
ROUND ROCK, TEXAS (the "CITY/HOST"), a Texas home -rule municipality having offices
at 221 East Main Street, Round Rock, Texas 78664, regarding CITY/HOST's desire to become
an "Official Host Partner" of the TEEN MASTERS BOWLING REGIONAL QUALIFYING
EVENT (the "Event") in Round Rock, Texas, on or about March 7 through May 30, 2009 and at
or near the same dates in 2010.
NOW, THEREFORE, in consideration of the premises herein set forth and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
KILLER B/BECK and CITY/HOST agree as follows:
1. Designation and Rights as Official Host Partner
(a) CITY/HOST shall be designated as an "Official Host Partner" as part of
the Teen Masters Bowling Regional Qualifying Event.
(b) As "Official Host Partner," CITY/HOST will be recognized as the
Presenting Sponsor of Round Rock's Teen Master Bowling Regional
Qualifying Event.
2. KILLER B/BECK's Rights and Responsibilities
(a) KILLER B/BECK shall obtain and maintain in full force and effect a
general liability insurance policy covering the Round Rock portion of the
Event, and said insurance policy shall fulfill all requirements of the City
of Round Rock, Texas as to amount and coverage. A copy of such
insurance certificate shall be provided to CITY/HOST in advance of the
Event. KILLER BBECK shall, upon the direction of CITY/HOST,
include City and designated sponsors as additional insureds on such
insurance policy at no additional cost or charge to CITY/HOST.
(b) KILLER B/BECK, at its own expense, shall have the sole responsibility
for establishing, organizing, and operating the Round Rock portion of the
Event.
(c) KILLER B/BECK shall ensure that CITY/HOST's Convention and
Visitors Bureau receives identification during the Event as the Presenting
Sponsor.
(d) KILLER B/BECK shall ensure that at least three (3) of CITY/HOST's
partnering hotels are listed on Event websites and webpages.
00153205/jkg
0130.0900
5.
(e)
KILLER B/BECK shall ensure that an Event webpage is created for
CITY/HOST and the Event on TeenMastersBowling.com.
(f) KILLER B/BECK shall ensure that CITY/HOST is listed in the weekly
Bowlers Journal Cyber Report Calendar and on industry websites such
as Bowl.com.
(g) KILLER B/BECK shall ensure that CITY/HOST and the Event are listed
on event posters, flyers and counter cards.
3. Fees and Costs
As consideration for the rights and benefits granted herein, and provided that
KILLER B/BECK is in compliance with all terms of this Agreement, CITY/HOST
shall pay to KILLER B/BECK the following:
(a) Sponsorship Commitment of One Thousand Eight Hundred and No/100
Dollars ($1,800.00) for 2009 and One Thousand Eight Hundred and
No/100 Dollars ($1,800.00) for 2010.
4. Terms
Subject to the recited terms and provisions of this Agreement, the term of this
Agreement shall commence immediately upon the execution hereof by both
parties and shall end by operation of its own terms after completion of the final
second -year Event in approximately May 2010.
5. Representations and Warranties
Each party hereto represents and warrants to the other party as follows:
(a) It has the full right and legal authority to enter into and fully perform this
Agreement in accordance with the terms and conditions hereof.
(b) This Agreement, when executed, will be its legal, valid and binding
obligation enforceable against it in accordance with the terms and
conditions hereof, except to the extent that enforcement hereof may be
limited by bankruptcy, insolvency or other similar laws affecting
creditors' rights generally.
(c) The execution, delivery and performance of this Agreement does not and
will not violate or cause a breach of any other agreements or obligations to
which it is a party or by which it is bound, and no approval or other action
by any governmental authority or agency, or any other individual or entity,
is required in connection herewith.
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(d) Each of the foregoing representations, warranties and covenants shall be
true at all times during the term hereof
6. No Joint Venture
This Agreement does not constitute and shall not be constructed as constituting a
partnership, employer-employee, or joint venture between or among KILLER
B/BECK or CITY/HOST. KILLER B/BECK is an independent contractor and is
not CITY/HOST's employee. Neither party shall have any right whatsoever to
obligate or bind the other party in any manner whatsoever, except as expressly
set forth herein. Neither party has authority to enter into contracts or
relationships or to perform acts as agent for the other party.
7. Assignment
This Agreement shall be binding on the parties and their respective successors and
assigns. Notwithstanding the preceding sentence, neither party may assign this
Agreement without the prior written consent of the other party.
8. Notice
Whenever notice is required to be given by either party to the other under this
Agreement, it shall be sent by certified U.S. mail with receipt confirmed to the
following:
To KILLER B/BECK: Gary B. Beck, President
Killer "B" Promotions
Post Office Box 11
Batesville, VA 22924
434-823-2650 (Voice)
434-832-2750 (Fax)
garyb@killerbpromotions.com
To CITY/HOST:
Assistant City Manager
City of Round Rock
221 East Main Street
Round Rock, Texas 78664
Each party shall have the obligation to notify the other of any change in address
for these notice purposes.
9. Termination and Cancellation
(a) If the other party materially defaults in the performance of this Agreement,
and if such default is not cured within thirty (30) days following written
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notice of such default to the defaulting party, then and in that event either
party hereto may terminate this Agreement without prejudice to any legal
or equitable rights to which such terminating party may be entitled, and
such termination shall be effective upon delivering notice to the other
party of such termination.
(b) CITY/HOST may terminate this Agreement, in whole or in part, for
convenience and without cause, at any time upon thirty (30) days' written
notice to the other party.
(c) Termination of this Agreement for any reason provided herein shall not
relieve either party from its obligation to perform up to the effective date
of such termination or to perform such obligations as may survive
termination.
10. Indemnification
To the extent allowed by law, CITY/HOST hereby agree to hold harmless
KILLER B/BECK, and its affiliates and subsidiaries, and the agents,
representatives, officers, directors, employees and shareholders of the foregoing,
from and against any and all claims, suits, demands, damages, causes of action,
expenses and liabilities of any kind or character (including reasonable attorneys'
fees and costs) related to or arising out of, whether directly or indirectly, (i)
CITY/HOST's intentional or negligent actions or omissions under this
Agreement, and (ii) any breach of this Agreement by CITY/HOST.
To the extent allowed by law, KILLER B/BECK hereby agree to hold harmless
CITY/HOST, and its affiliates and subsidiaries, and the agents, representatives,
officers, directors, employees and shareholders of the foregoing, from and against
any and all claims, suits, demands, damages, causes of action, expenses and
liabilities of any kind or character (including reasonable attorneys' fees and
costs) related to or arising out of, whether directly or indirectly, (i) KILLER
B/BECK's intentional or negligent actions or omissions under this Agreement,
and (ii) any breach of this Agreement by KILLER B/BECK.
Each party will promptly notify the other of any claim. The terms, provisions and
conditions of this Section 10 shall survive the expiration or earlier termination of
this Agreement.
11. Entire Agreement
This Agreement constitutes the entire agreement between CITY/HOST and
KILLER B/BECK with respect to the subject matter herein and shall supersede
any and all other agreements, whether oral or otherwise, between the parties.
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Any amendments or modifications of this Agreement must be in writing and
signed by authorized representatives of both parties.
12. Limitation of Liability
Notwithstanding anything contained herein to the contrary, in no event shall either
party be liable to the other party for any consequential, incidental, punitive,
special, or indirect damages of any kind.
13. Confidentiality
The parties hereto expressly acknowledge that CITY/HOST is a Texas
municipality and, as such, is subject to and will obey the Texas Open Records
Act and Freedom of Information Act and other related statutes.
Notwithstanding the foregoing, the parties hereto agree to maintain in confidence
the terms and conditions of this Agreement and any other information disclosed
that such disclosing party has reasonably designated as confidential except for
disclosures to the parties' respective employees, agents, or representatives to the
extent necessary to implement this Agreement, and except where a proposed
disclosure of any specific terms or conditions hereof is authorized in advance in
writing by the parties, and except for disclosures required in the course of legal
proceedings arising out of this Agreement, in addition to any other remedies
available, injunctive relief shall be available to any aggrieved party. This
foregoing shall not apply to any information that becomes generally known
through no fault of the parties bound hereunder.
14. Execution
This Agreement may be executed in counterparts and shall be deemed executed
and binding upon signature by both parties hereof.
15. Governing Law
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all of the terms
or conditions herein, exclusive venue for same shall lie in Williamson County,
Texas. This Agreement shall be governed by and construed in accordance with
the laws and court decisions of the State of Texas.
16. Severability
Whenever possible, each provision of this Agreement shall be interpreted in such
a manner as to be effective and valid under applicable law, but if any provision of
this Agreement shall be invalid or enforceable under applicable law, such
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provision shall be ineffective to the extent of such unenforceability or in
invalidity, without invalidating the remainder of such provision or the remaining
provisions of this Agreement. All obligations and rights or the parties expressed
herein shall be in addition to, and not in limitation of, those provided by
applicable law.
17. No Waiver
No failure or delay on the part of any of the parties in the exercise of any right,
power, or remedy under this Agreement shall operate as a waiver by such party
thereof, nor shall exercise by any of the parties of any right, power or remedy
preclude other or further exercise thereof by such party or such party's exercise of
any other right, power or remedy. No waiver or modification of this Agreement
or of any provision herein, including this section, shall be valid unless it is in
writing and duly executed by the party charged with it.
18. Headings
The headings contained in this Agreement are for convenience only and shall not
be construed as an interpretation of any of the language contained herein.
19. Survival
All rights and obligations that accrue pursuant to this Agreement prior to the
expiration or termination of this Agreement, as the case may be, and the
representations and warranties made in and the indemnifications provided
pursuant to this Agreement shall survive the expiration or earlier termination of
this Agreement.
20. Force Majeure
No party hereto will be responsible for the performance of any of its obligations
hereunder if prevented, delayed or hindered by war, riots insurrection, embargoes,
strikes, concealed acts of workmen, casualty, accidents, acts of terror, or any other
occurrence beyond such party's control, excluding weather.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties hereby execute this Agreement as of the date or
dates indicated below.
Killer `B' Promotions Inc.
By: Gcc 'I
Name: Gary B. di°ck
Title: President, Killer `B' Promotions
Date Signed: 18 February 09
City of Round Rock, Texas
By:
Name:
Title: �w
Date Signed:'
For City:
ATTEST:
34/141/1-10
Sara L. White, City Secretary
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OVED AS O FORM:
L.
Steph. n L. Sheets, City Attorney
DATE: February 23, 2009
SUBJECT: City Manager - February 27, 2009
ITEM: Consider City Manager approval to execute a Host Partner
Agreement with KILLER `B' PROMOTIONS/GARY B. BECK to use
Hotel Occupancy Tax monies for hosting the TEEN MASTERS
BOWLING REGIONAL QUALIFYING EVENT.
Department: Convention and Visitor Bureau
Staff Person: Nancy Yawn, Director, Convention and Visitors Bureau
Justification:
The Convention and Visitors Bureau bid on and was awarded the opportunity
to host the TEEN MASTERS BOWLING REGIONAL QUALIFYING EVENT. This
event supports our tourism industry, as well as our"Sports Capital of Texas"
branding campaign.
Outside Resources: N/A
Funding:
Cost: $1,800.00
Source of funds: Hotel Occupancy Tax
Background Information: None
Public Comment: N/A