HomeMy WebLinkAbout2011-076 Visitor's Bureau - Jennings & Company for Marketing $12,000,~ ~/~
NORTH CAROLINA
ORANGE COUNTY
PROFESSIONAL SERVICES AGREEMENT FOR MARKETING COMMUNICATIONS
MANAGEMENT RENEWAL AGREEMENT
THIS RENEWAL AGREEMENT, is made and entered into as of this the 1St day of
January 2011, by and between Orange County, North Carolina, 200 S. Cameron Street,
Hillsborough, North Carolina, (the "County") for and on behalf of The Chapel Hill/Orange
County Visitors Bureau (hereinafter "CHOCVB") and Jennings & Company, 104 A North
Elliott Road, Chapel Hill, North Carolina 27514, (hereinafter "Agency").
WHEREAS, the Parties hereto have entered into that certain Professional
Services Agreement (the "Renewal Agreement") effective as of the 1St day of July 2010;
and
WHEREAS, the Renewal Agreement specifies that the Agreement shall
terminate on December 31, 2010 unless the Agreement is renewed in writing by the
parties; and
WHEREAS, the parties desire to renew the Agreement for the period beginning
January 1, 2011 and terminating on June 30, 2011; and
WHEREAS, the parties may enter into a separate agreement in the near future
for services to be provided by the Agency to the CHOCVB during the 2011/2012 fiscal
year.
NOW THEREFORE, in consideration of the mutual covenants and
considerations hereinafter set forth, the parties hereto agree as follows:
A. Article 5.01 of the Agreement is hereby further amended to permit the renewal of
the Agreement for a period beginning on July 1, 2010 and terminating on June
30, 2011. The Agreement is hereby renewed until June 30, 2011.
B. The $3,000 fee per month shall be paid as the Account Management Fee.
C. The following additional "Special Provisions" are hereby incorporated into Article
VI of the Agreement:
6.08 Agency is an independent contractor of the County. Agency represents that
it has or will secure, at its own expense, all personnel required in performing the
services under this Agreement. Such personnel shall not be employees of or
have any contractual relationship with the County. All personnel engaged in
work under this Agreement shall be fully qualified and shall be authorized or
permitted under state and local law to perform such services. It is further agreed
by Agency that it shall obey all State and Federal statutes, rules and regulations
which are applicable to provisions of the services called for herein. Neither
Agency nor any employee of the Agency shall be deemed an officer, employee
or agent of the County.
6.09 Agency shall obtain, at its sole expense, all insurance as required by the
County's Risk Manager and shall not commence work until such insurance is in
effect and certification thereof has been received by the County's Risk Manager.
Such insurance shall name the County as Additional Insured under both General
Liability and Auto Liability policies.
6.11 Agency agrees to defend, indemnify, and hold harmless the County, for all
loss, liability, claims or expense (including reasonable attorney's fees) arising
from bodily injury, including death or property. damage, to any person or persons
caused in whole or in part by the negligence or misconduct of the Agency, except
to the extent same are caused by the negligence or willful misconduct of the
County. It is the intent of this section to require Agency to indemnify the County
to the extent permitted under North Carolina law.
D. All other terms of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto intending to be mutually bound
hereby have caused this instrument to be duly executed by their authorized
representatives as of the day and year first above written.
JENNINGS & COMPANY ORANGE O NTY
By. ~~ ~~~ I t By. - ~ 2 - ~ ~
P ige Zinn, O Frank Clift unty Manager
This nstr ent hasb n~app~d as to technical co ent
urie P olicelli, D pa ent Director
This instrument has been pre-audited in the manner required by the Local Government
B/u~d/get and Fis~Jcal Control Act.
Clarence ~ Grier, Finance Director
b',
This instrument has been approved as to form and legal sufficiency
Office of t e ounty Attorney