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R-1242 - 02/26/2013 - TASTE - Resolutions Supporting DocumentsITEM 6.F.3) �Z,PAye AGENDA ITEM Regular Board of Trustees Meeting of February 26, 2013 SUBJECT: Taste of Oak Brook Event Planner Contract FROM: David Niemeyer, Village Manager BUDGET SOURCE/BUDGET IMPACT: $19,800 - Sports Core RECOMMENDED MOTION: Motion to approve Resolution 2013- TASTE -AG -R -1242, a resolution approving the waiver of competitive bidding and authorizing the execution of an agreement by and between the Village of Oak Brook and Ravenswood Event Services to provide event planning services for the Taste of Oak Brook 2013. Background/History: Last year, Ravenswood Event Services was hired as the Village's event planner for the Taste of Oak Brook. They did a good job and we are seeking to renew them for another year. The estimated cost of the contract is $19,800. This is slightly higher than last year's contract of $19,200. They are also seeking to maintain the 20% of the proceeds from sponsorships they solicit up to $25,000 in sponsorship fees. Renewal sponsorships would be at the 10% level, which is the same as last year. They would not receive any money from sponsors the Village solicits. The Board should approve this contract and should also vote to waive bids Recommendation: That the Village Board authorize staff to waive bids and hire Ravenswood Event Services at an estimated cost of $19,800 plus 20% of all new sponsorships solicited by Ravenswood Event Services and approve Resolution R -1242 for the 2013 Taste of Oak Brook event. RESOLUTION 2013 - TASTE -AG -R -1242 A RESOLUTION APPROVING THE WAIVER OF COMPETITIVE BIDDING AND AUTHORIZING THE EXECUTION OF AN AGREEMENT BY AND BETWEEN THE VILLAGE OF OAK BROOK AND RAVENSWOOD EVENT SERVICES TO PROVIDE EVENT PLANNING SERVICES FOR THE TASTE OF OAK BROOK 2013 WHEREAS, the Village is hosting its annual Taste of Oak Brook on July 3, 2013; and WHEREAS, Ravenswood Event Services of Chicago, Illinois ( "Ravenswood') successfully planned the 2012 Taste of Oak Brook; and WHEREAS, the Village and Ravenswood desire to enter into an agreement for Ravenswood to provide the event planning services for an estimated amount of $19,800.00 ( "Agreement'), which Agreement is attached to this Resolution as Exhibit A; and WHEREAS, the Village Manager recommends that the Village waive competitive bidding and approve the Agreement for the event planning services, and WHEREAS, the President and Board of Trustees, have determined that it is in the best interests of the Village and its residents to so waive competitive bidding and to approve the Agreement; NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows: Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook. Section 2: Waiver of Competitive Bidding Requirements. The advertising and bidding requirements for the purchase of event planning services shall be, and they are hereby, waived in accordance with Section 1 -7-4 of the Village Municipal Code. Section 3: Approval of Purchase of Event Planning Services. The purchase of event planning services from Ravenswood for an estimated amount of $19,800.00 shall be, and is hereby, approved. Section 4: Approval of the Agreement. The President and Board of Trustees hereby approve the Agreement by and between the Village and Ravenswood in substantially the same form as attached as Exhibit A and in a final form approved by the Village Attorney. Section 5: Execution of Agreement. The Village President and the Village Clerk shall be, and are hereby, authorized to execute the final Agreement on behalf of the Village. Section 6: Effective Date. This Resolution shall be in full force and effect from and after its passage by two- thirds of the Trustees and its approval in the manner provided by law. [SIGNATURE PAGE FOLLOWS] APPROVED THIS 26t" day of February, 2013 Gopal G. Lalmalani Village President PASSED THIS 26" day of February, 2013 Ayes: ATTEST: Charlotte K. Pruss Village Clerk #12472388_vl Resolution 2013 — TASTE -AG -R -1242 Event Planning Contract - Ravenswood Page 2 of 2 EXHIBIT A �1100W.GinnskFA Unit 0411 oka6a t 66600_ Fh"OgMA33.2600 • i8c312.43349000 TASTE OF OAK BROOK EVENT SUPPORT AGENCY AGREEMENT This agreement (the "Agreement ") made February 11, 2013 between the Village of Oak Brook, of 1200 Oak Brook Road, Oak Brook, Illinois (the "Village "), and Ravenswood Special Events, Inc., dba Ravenswood Event Services (RES), dba Shop Class (Shop Class) of 1100 West Cermak Road, Suite B411, Chicago, Illinois. 1. EMPLOYMENT OF EVENT SUPPORT AGENCY. The Village contracts with RES to provide festival support for the Taste of Oak Brook (the "Event "), scheduled to take place on July 3, 2013 at the Oak Brook Polo Grounds. 2. TERM OF AGREEMENT. This Agreement is to commence on the effective date stated above, and to terminate on July 31, 2013. 3. DUTIES OF RAVENSWOOD EVENT SERVICES EVENT OPERATIONS A. EVENT OPERATION AGENT. As the Village's exclusive Event Operation Agent, RES will: i. Conduct site surveys as necessary and produce maps or plans for distribution. ii. Attend all relevant meetings with Oak Brook staff, community representatives and safety (Police and Fire) personnel. iii. In conjunction with Oak Brook staff, create a comprehensive budget for the event. iv. In conjunction with Oak Brook staff, create a parking plan and implement day of event parking operations. V. Source potential live entertainment, and pending Oak Brook approval, book and coordinate live entertainment for the event that appeals to a diverse audience with a special emphasis on entertainment geared toward young families. vi. Determine quantities and specifications for equipment and materials used for the event and solicit proposals from qualified vendors and /or subcontractors for services or equipment used at the event. Submit qualified bids to Oak Brook for budget approval. vii. Prepare a comprehensive vendor information and requirement package for distribution to potential food & beverage vendors at the event. viii. Coordinate a food & beverage service plan in conjunction with Oak Brook Staff and committee of experienced vendors. ix. Draft schedule for pre - production, load -in, and event day. X. Supervise and coordinate installation and dismantling of event site including tents, stages, barricades, electrical distribution, etc. A. Provide a labor crew during set -up, execution and dismantling phases of event at pre- specified times, pay rates and levels as agreed to in the production . schedule and event budget. xii. Create a communications plan and supervise the distribution of communications equipment. xiii. Insure that any subcontractor or third party vendor has obtained any necessary licenses or permits and provide evidence of such to Oak Brook. B. EVENT OPERATION FEES. The Village agrees to pay RES the following: Management Fees $8,000.00 Event Labor (estimate) $8,000.00 Maintenance Labor (estimate) $3,800.00 The above estimates are based on the following RES Labor Rates Labor supervision $36 /hr Set -Up and Operation Staff $28 /hr Maintenance Staff $20 /hr SPONSORSHIP A. SPONSORSHIP AGENT. As the Village's non - exclusive sponsorship agent, SHOP CLASS will: i. Develop strategies to attract and retain business /corporate sponsors at all giving levels especially from $500 - $25,000. ii. Research corporate prospects for possible sponsorships at all levels. iii. Cultivate and steward business and corporate sponsorship. iv. Assist Village Staff in preparing solicitations /proposals, supplemental materials and thank you letters for corporate prospects and existing sponsors. V. Ensure corporate benefit requirements are implemented including signage, logo placement, special promotions, talking points, receptions, and all sponsorship related recognition /benefits. vi. Ensure compliance with sponsorship requirements, including complying with the terms and conditions of the Sponsorship Agreement, providing full payment of Sponsorship fee, and providing in -kind donation. B. SPONSORSHIP FEES. The Village agrees to pay SHOP CLASS for any sponsorships received during the term of this Agreement based the following fee schedule: i. 20% of Sponsorship Revenue totaling up to $25,000.00. ii. 25% of Sponsorship Revenue exceeding $25,000.00. iii. $500.00 for each In -Kind donation. Value of In -Kind Sponsorship must exceed $2,000.00. iv. In the event that an existing sponsorship is renewed due to SHOP CLASS's efforts during the term of this Agreement, the Village shall pay SHOP CLASS 10% of the Sponsorship Revenue generated by the renewal of that sponsorship. V. All sponsorship agreements solicited by SHOP CLASS will be between the sponsor and SHOP CLASS. #11105738_vl vi. Commissions to SHOP CLASS will be paid upon receipt of sponsorship fees, or in the case of in -kind sponsorships, following the completion of services. vii. The balance of sponsorship fees (after commissions) will be paid to the Village within 15 days upon receipt of said fees with an accompanying statement detailing the transaction. C. NON EXCLUSIVITY. i. SHOP CLASS will only solicit sponsorship to pre- approved sources. ii. Sponsorship commissions will only apply to sponsorship agreements solicited solely by SHOP CLASS and will not be applied to any sponsorships that are or were negotiated by the Village of Oak Brook. VILLAGE RESPONSIBILITIES A. DUTIES OF VILLAGE. The Village shall: i. Provide overall event marketing strategies including concept, sponsorship and public relations. ii. Coordinate public safety and provide security personnel for the event. iii. Secure (or require third party vendors to secure) all temporary permits for the event including liquor, food and fireworks permits. iv. Assist RES with community relations, specifically in obtaining the approval and cooperation of the local residents, city officials and police. V. Oak Brook will secure event insurance and name Ravenswood Event Services as additionally insured. 4. PERFORMANCE CONTRACTS. Prior to entering into any and all Agreements for the Event, RES must receive written consent from the Village to enter into such Agreement. Written consent may be granted by the Village via e-mail, facsimile or U.S. mail. The Village shall not be liable for any obligations or liability arising out of any Agreements entered into by RES for the Event. 5. REPRESENTATIONS AND WARRANTIES. Each party hereto represents, warrants and covenants to others as follows: • It has the full right and legal authority to enter into and fully perform this Agreement in accordance with the terms and conditions hereof; and • The execution, delivery and performance of this Agreement does not and will not violate or case 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. 6. INSURANCE. RES will purchase and maintain insurance of the following types with the following minimum limits: • Comprehensive General Liability Bodily Injury & Property Damage ...............$5,000,000 • Comprehensive Automobile Liability Bodily Injury & Property Damage ...............$1,000,000 Workers' Compensation ...............Statutory benefits required in Illinois 3 #11105738_vl RES will furnish evidence of such insurance to the Village prior to the Start of the Event. The evidence shall be in the form of a Certificate of Insurance which shall name the Village as an additional insured. The certificate shall contain a clause indicating that a 30 -day notice of cancellation or material change will be provided to the Village. RES shall keep such insurance in effect during the Term of the Agreement. 7. INDEMNITY. RES agrees to indemnify, hold harmless, and defend (or pay the VILLAGE for the costs of defense) the VILLAGE and any of its officers, employees, or agents from and against all liability, claims, demands, and causes of action arising out of or related to any loss, damage, injury, death, or loss or damage to property resulting from any negligence, errors or omissions by the RES in the performance of this Agreement, unless such loss, damage, injury, or loss or damage to property results from or arises out of the negligent acts or omissions by the VILLAGE or its officers, employees or agents. VILLAGE agrees to indemnify, hold harmless, and defend (or pay the RES for the costs of defense) the RES and any of its officers, employees, or agents from and against all liability, claims, demands, and causes of action arising out of or related to any loss, damage, injury, death, or loss or damage to property resulting from any negligence, errors or omissions by the VILLAGE in the performance of this Agreement, unless such loss, damage, injury, or loss or damage to property results from or arises out of the negligent acts or omissions by the RES or its officers, employees or agents. In the event of joint or concurrent negligence of RES and VILLAGE, each shall bear that portion of the loss or expense that its share of the joint or concurrent negligence bears to the total negligence (including that of third parties) which caused the personal injury or property damage. 8. GOVERNING LAW. This Agreement has been entered into in Illinois, is subject to and governed by the laws of that state, and may be specifically enforced there. RES consents to the service of process in any action under this Agreement by registered mail, return receipt requested, and further consents to the jurisdiction of the courts of Illinois in any such action. 9. ENTIRE AGREEMENT. This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement. 10. MODIFICATION OF AGREEMENT. Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party. 11. EFFECT OF PARTIAL INVALIDITY. The invalidity of any portion of this Agreement will not and shall not be deemed to affect the validity of any other provision. If any provision of this Agreement is held to be invalid, the parties agree that the #11105738_vl remaining provisions shall be deemed to be in full force and effect as if they had been executed by both parties subsequent to the expungement of the invalid provision. 12. NO WAIVER. The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. 13. COUNTERPARTS. This Agreement may be executed in one or more counterparts and by facsimile signature, each of which shall be deemed original, and all of which together will constitute one and the same instrument. In witness whereof, this Agreement is executed as of the date set forth above. Ravenswood Event Services L- Date: #11105738_vl Village of Oak Brook By: Its: Village Manager Date: