R-1103 - 06/14/2011 - AGREEMENT - Resolutions Supporting DocumentsITEM 6.F.3)
134 J
AGENDA ITEM
Regular Board of Trustees Meeting
of
June 14, 2011
SUBJECT: Taste of Oak Brook Sponsorship Agreement
FROM: David Niemeyer, Village Manager
BUDGET SOURCE/BUDGET IMPACT:
RECOMMENDED MOTION: Motion to approve the Sponsorship Agreement between the
Village of Oak Brook and McDonald's Corporation for Taste of Oak Brook/Independence Day
Fireworks Event.
Back ¢ round /Mstorv:
Every year the McDonald's Corporation co- sponsors the Village's Annual Taste of Oak Brook event
by making a generous donation to the Village of Oak Brook. Without this donation, this event would
not be able to take place. McDonald's also actively participates by giving away their world famous
french fries and hosts a visit from Ronald McDonald.
Every year we have had a signed sponsorship agreement with McDonald's. The sponsorship
agreement attached is the same agreement as in the past, just updated to reflect the change in times and
day /date.
McDonald's active participation and generous donation is a large reason and essential for the success
of the Taste of Oak Brook event.
Recommendation:
Staff recommends that the Village Board approve the Sponsorship Agreement between the Village of
Oak Brook and McDonald's Corporation for Taste of Oak Brook/Independence Day Fireworks Event.
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RESOLUTION 2011 -AG-EX1 -R-1 103
A RESOLUTION APPROVING AND AUTHORIZING THE EXECUTION
OF AN INDEMNIFICATION AND SPONSORSHIP AGREEMENT BY AND BETWEEN
THE VILLAGE OF OAK BROOK AND MCDONALD'S CORPORATION
WHEREAS, the Village and McDonald's Corporation ( "McDonald's ") desire to execute an
agreement for the provision of sponsorship activities related to the Village's Independence Day/Taste of
Oak Brook celebration ( "Sponsorship Agreement"); and
WHEREAS, the President and Board of Trustees have determined that it is in the best interests of
the Village to enter into the Sponsorship Agreement in substantially the form attached to, and by this
reference incorporated into, this Resolution as Exhibit A.
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: Approval of the Sponsorship Agreement. The President and Board of Trustees
hereby approve the Sponsorship Agreement by and between the Village and McDonald's in a form
substantially the same as attached to this Resolution as Exhibit A and in final form acceptable to the
Village Manager and the Village Attorney.
Section 3: Authorization and Execution of the Fireworks Agreement. The Village President
and Village Clerk shall be, and hereby are, authorized to execute the final Sponsorship Agreement on
behalf of the Village.
Section 4: Effective Date. This Resolution shall be in full force and effect upon passage and
approval in the manner provided by law.
APPROVED THIS 14th day of June, 2011.
PASSED THIS 141h day of June, 2011.
Ayes:
Nays:
Gopal G. Lalmalani
Village President
ATTEST:
Charlotte K. Pruss
Village Clerk
Resolution 201 1-AG-EXI-R-1 103
Approving and Authorizing the Execution of the
Indemnification and Sponsorship Agreement
Page 2 of 2
EXHIBIT A
SPONSORSHIP AGREEMENT
INDEMNIFICATION AND SPONSORSHIP AGREEMENT,
BY AND BETWEEN THE VILLAGE OF OAK BROOK AND
McDONALD'S CORPORATION
THIS AGREEMENT is made this 14th day of June 2011, by THE VILLAGE OF
OAK BROOK (the "Village "), and McDONALD'S CORPORATION ( "McDonald's ") as
follows:
INDEMNIFICATION
I. In the event that as a result of the agreement dated June 2, 2011, by and between the
Village and Johnny Rockets Fireworks Display Company (JOHNNY'S) for provision of a
fireworks display for the Village's Independence Day /Taste of Oak Brook celebration (the
"Fireworks Agreement "), or any activities arising out of or related to the Fireworks Agreement
and/or the Village's Independence Day/Taste of Oak Brook celebration event (the fireworks
display and all of the activities related to the Village's Independence Day /Taste of Oak Brook
celebration events shall be collectively referred to as the "Events "), McDonald's or its
subsidiaries, affiliates, franchisees, and the officers, agents, employees, volunteers and licensors
of any of the foregoing (collectively, the "McDonald's Indemnified Parties ") are made a party
defendant in any litigation, or any claim or demand is made against any such party, the Village
agrees to defend, indemnify and hold harmless any such party, individually and collectively,
from and against any and all suits, claims, demands, set offs, or other action, including but not
limited to judgments arising therefrom ( "Indemnified Claims "). The obligation of the Village
with regard to Indemnified Claims shall include and extend to payment of reasonable attorneys'
fees for the representation of any such party in any litigation or investigation, and shall further
include expenses, court costs and all other fees associated with any Indemnified Claims. . The
obligations of the Village under this Section I shall not extend to any Indemnified Claims that are
caused by the negligence of any or all of the McDonald's Indemnified Parties.
II. As part of its obligations hereunder, the Village shall maintain and provide proof of
insurance covering the Events and naming the McDonald's Indemnified Parties as additional
insured's at the levels specified in subsection (a) below:
(a) Minimum scope of insurance and minimum insurance limits.
(1) Workers compensation insurance as required by the State of Illinois
(2) Employers liability insurance of $1,000,000 per accident.
(3) $1,000,000 combined single limit automobile liability insurance per
accident for bodily injury and property damage.
(4) $1,000,000 broad form comprehensive general liability insurance
(including, but not limited to, personal injury, blanket contractual liability,
property damage, products and completed operations, and explosion, collapse and
damage to underground property), and shall provide coverage (either by special
endorsement or otherwise) for any and all claims arising out of or related to the
use of fireworks, fireworks display, or any similar type of explosive device.
Additionally, the Village shall assure that any agreement it makes with JOHNNY'S (or
any other third party for the provision of a fireworks display for the Events) shall require
JOHNNY'S (or such other third party) to procure and maintain or cause to be procured and
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maintained, with respect to any and all services and fireworks display (the "Work ") furnished
pursuant to the Fireworks Agreement, insurance against claims for injuries to persons or
damages to property which may arise from or in connection with the performance of such Work
by JOHNNY'S, its contractors, agents, representatives, employees or subcontractors, at the
levels of coverage specified in subsection (b) below:
(b) Minimum scope of insurance and minimum insurance limits.
(1) Workers compensation insurance as required by the State of Illinois.
(2) Employers liability insurance of $1,000,000 per accident.
(3) $1,000,000 combined single limit automobile liability insurance per
accident for bodily injury and property damage.
(4) $8,000,000 broad form comprehensive general liability insurance
(including, but not limited to, personal injury, blanket contractual liability,
property damage, products and completed operations, and explosion, collapse and
damage to underground property), and shall provide coverage (either by special
endorsement or otherwise) for any and all claims arising out of or related to the
use of fireworks, fireworks display, or any similar type of explosive device.
(c) The Comprehensive General Liability shall be endorsed to contain the following:
(1) The Village and the McDonalds Indemnified Parties are to be covered as
insured's or additional insured's as respects all Work performed under this
Agreement.
(2) The insurance procured pursuant to the provisions of this paragraph shall
be primary to the maximum extent allowed by law as respects the Village
and the McDonald's Indemnified Parties, and any insurance or self
insurance maintained by any such party shall be excess of the insurance
procured by or on behalf of JOHNNY'S (or other applicable third party)
and shall not contribute with it.
(3) Any failure to comply with the reporting provisions of the policies shall
not affect coverage provided to the Village and the McDonald'
Indemnified Parties.
(4) Each policy required by this paragraph shall be endorsed to state that thirty
(30) days' prior written notice by regular mail or personal delivery of
cancellation or nonrenewal must be made to the Village.
The Village shall fumish McDonald's with a certificate of insurance evidencing
its coverage obligations as set forth above. Likewise, JOHNNY'S shall be required to
furnish or cause to be furnished to the Village certificates of insurance with original
endorsements affecting all coverage required by this paragraph. The certificates and
endorsements are to be received and approved by the Village before the commencement
of any Work, and shall be provided to McDonald's upon request.
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SPONSORSHIP
III. McDonald's hereby agrees to sponsor the firework display (pyrotechnics) feature of
the Oak Brook Independence Day/Taste of Oak Brook Celebration. As such, McDonald's agrees
to pay the sum of $100,000.00 to the Village to provide support for the Events. Additionally,
McDonald's will provide up to $20,000.00 of in -kind contributions of free product samplings
and a Ronald McDonald appearance.
(a) The Village agrees to allow McDonald's the right to display banners to
indicate corporate recognition and their sponsorship of the Events in
locations agreeable to the Village so as to not cause a safety concern.
(b) The Village also agrees that should it create and display any banners or
marketing or advertising for the Events, McDonald's will be listed and
noted as the presenting sponsor on the materials and McDonald's will be
provided a copy for review in advance of the release date.
(c) The Village and McDonald's agree that any press release created for the
event shall be approved by both parties in advance of release.
(d) The Village agrees to provide McDonald's with 350 food vendor tickets,
valued at $1 each, to be used at the Taste of Oak Brook for food and/or
beverage items.
(e) The official name of the event will be: Taste of Oak Brook sponsored
by McDonald's. The official name will be used on all advertising and
signage referring to the event.
(f) Village of Oak Brook will provide McDonald's with one sponsorship tent
for the duration of the Events. Tent size —10' x 10'. This tent will be
designated for McDonald's crew. It will remain open and staffed between
the hours of 3:00 PM and 9:00 PM.
(g) The Village of Oak Brook will provide McDonald's with one (1) 10' x 20'
tent with (4) chairs and (1) tables to be designated for "Meet Ronald
McDonald" and will remain open between the hours of 5:00 PM and 8:00
PM
(h) The Village agrees to provide (2) signs for the McDonald's tents. One (1)
sign for the food tent and one (1) sign for Ronald's tent. Signs with
gramits, to be hung above the entrance to each tent. Final sign sizes to be
determined. (Sign to be approved by McDonald's before production).
(i) (6) 30- second announcement spots at the event (McDonald's to provide
the script cards 7 days before event)
(j) Incorporate "McDonald's" at the beginning of the pyrotechnic show via
announcement
(k) Village will provide (4 2) 4- person golf carts for McDonald's use from
11:00 am —11:45 pm
(1) Village to provide (25) VIP parking passes for Management at Oak Brook/
Butler Golf Club. Additional access for (35) vehicles for parking at the
field or at the sports core complex to be finalized closer to date
(m) Village will permit McDonald's to bring in mobile kitchen and driving
access to final placement.
(n) Village agrees to remove all polo ground boards surrounding perimeter of
the field if applicable
(o) McDonald's will be able to set up the mobile kitchens and related items on
the morning of Saturday, July 2, 2011
(p) Village to provide security for mobile kitchens on the field for the night of
July 2, 2011
(q) Village agrees that none of the McDonald's restaurant chain competitors
in the quick service or fast casual restaurant segments (e.g., Starbucks,
Dunkin Donuts, Burger King, Subway, Arby's, Panera Bread) will be
permitted to sponsor or otherwise participate as vendors in connection
with the Events.
In return, McDonald's hereby agrees to provide:
(a) Script cards for their 30- second spots 7 days before the event.
(b) Any additional signage, i.e. entryway, stage, beer tent, etc.
(c) Appearance by Ronald McDonald during the event from 5:00 PM to 8:00 PM
(d) Staffing for both tents
(e) Distribution of promotional items (minimum of 2000 food and/or beverage
item samplings)
(f) All deliveries to be made the morning of July 3, 2011
CANCELLATION
V. The parties acknowledge and agree that the Events are currently scheduled to
occur on July 3, 2011. In the event of inclement weather or other circumstances beyond the
control of the Village, the Village reserves the right to cancel the restaurant tasting portion of the
Events and conduct fireworks only on July 4, 2011 instead. In the event that the Village cancels
the restaurant tasting portion of the Events but conducts the fireworks on July 4, 2011,
McDonald's shall be entitled to a partial refund of $20,0000. If the Village does not conduct
fireworks display for any reason on either July 3 or July 4, 2011, McDonald's shall be entitled to
a partial refund of $60,000, such partial refund to be paid to McDonald's within 10 days
following cancellation of the fireworks display.McDonald's is not responsible for food product
or Ronald other than July 3, 2011.
IN WITNESS WHEREOF, the undersigned parties have approved this Agreement, as
executed by its authorized agent.
APPROVED this Day of 2011
Village of Oak Brook:
Gopal G. Lalmalani
Village President
Attest:
Charlotte K. Pruss
Village Clerk
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McDonald's Corporation:
Kevin Ozan
Senior Vice President