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HomeMy WebLinkAboutContract 1562 © O Eiy January 3, 2013 SPONSORSHIP AGREEMENT The following represents an Agreement for the City of Cathedral City(hereinafter"City)to begin participation as a Premier Sponsor of the AMFM: arts, music, film and more festival to be produced by Film 4 Change, LLC (a New Mexico based Limited Liability Company) (hereinafter "Film 4 Change"), which is made and entered into this 3 day of January, 2013 ("Agreement"). 1. Term The term of this Agreement is for one (1) calendar year from the date listed above and specifically includes sponsorship for the 2013 festival to be held June 13-16, 2013 in the Mary Pickford Theater/Desert IMAX/City Center in downtown Cathedral City. 2. Right of First Refusal Notwithstanding, the City has within its discretion, the right of first refusal to renew this Agreement on an annual basis for an additional three (3) calendar years. The City of Cathedral City must exercise its first option to renew on or before the one (1) year anniversary of this Agreement. 3. Benefits As a Premier Sponsor of the AMFM. arts, film, music and more festival, the City of Cathedral City will receive the following rights and benefits: Naming Rights - The name of the festival is tentatively titled "AMFM: arts, film, music and more sponsored by Cathedral City." Sponsorship Status-The City of Cathedral City as Premier Sponsor of the- - - - festival will be recognized as a Premier Sponsor such in all promotional materials and activities. Right of First Refusal - The City of Cathedral City will have the right of first refusal to renew its sponsorship for the 2014 festival, the 2015 festival and the 2016 festival. Logo Use -The City of Cathedral City will have the right to use the AMFM logo and trademarks for co-branding and marketing opportunities. Preferred Marketing -The City of Cathedral City will have preferred position in all collateral materials including but not limited to festival posters, postcards, festival program, festival schedules and festival badges. Commercial - City of Cathedral City-produced 30-second commercial, shown in-theatre before festival screenings. Advertising Inclusion - The City of Cathedral City Logo inclusion (preferred position)in all AMFM advertising, print, electronic and internet. 1 Logo Inclusion -The City of Cathedral City Logo in festival film trailers shown in theaters before each festival screening. Reserved Space-Reserved table at sponsored event and other special events. Venue Advertising - Name/logo on daily events board on display at all major venues Signage -On-site permanent signage (banners) at all festival venues including but not limited to: filmmakerMP lounges. Festival Box Office, Acting and Filmmaking workshops and panels. Banners -City of Cathedral City banners prominently displayed at AMFM special events, including but not limited to: Festival Lineup Announcement Party, Filmmaker Kickoff reception, Opening Night Party and Awards Ceremony. Acknowledgement - Acknowledgment as a Premier Sponsor in all festival press releases. Acknowledgement - Verbal acknowledgment a Premier Sponsor before all festival screenings. Space-Exhibit space area in the filmmakerNIP lounges. Program -Full-page color program ad (premium position). Product Placement - Opportunity to include product, promotional materials and information in the Festival VIP/Filmmaker goodie bags. Web Branding-Logo and hotiink on the AMFM website(home page). Information-Access to festival databases(filmmakers and public). Tickets-20 V.I.P.festival passes&50 individual screening passes. Discounts - Discount on festival tickets and passes for all City of Cathedral City employees. Award-The City of Cathedral City will give its name to a major festival award(i.e. Best Film that Captures the New American Spirit) and City representative will present the award. Donation Surcharge - Film 4 Change LLC will charge a $0.25 surcharge for each ticket sold for the festival, including admission tickets for films and/or concerts, and will donate those funds received from this surcharge to the Cathedral City Downtown Foundation. Misc.-City of Cathedral City will receive other benefits as mutually agreed upon. In consideration for the above benefits,and other benefits to be mutually agreed upon, the City of Cathedral City will provide Film 4 Change a$50,000 contribution including in-kind support per year. 2 4. Schedule of Support Cash Sponsorship Payment#1: Within five (5) business days of the execution of this Agreement the City of Cathedral City agrees to pay to Film 4 Change a$20,000 USD cash sponsorship fee ("Initial Funding") for the 2013 festival, subject to the following commitment by Film 4 Change. • Within five (5) business days after receipt of Initial Funding, Film 4 Change will file all applications, paperwork, and documentation, as well as pay all necessary premiums to acquire event insurance securing an amount no less than $50,000 in coverage naming Cathedral City as a beneficiary in guarantee that the event occurs as planned. Payment#2:Within sixty(60)days after the Initial Funding payment, the City agrees to pay to Film 4 Change a second payment of$20,000 USD cash sponsorship fee for the 2013 festival, subject to the following benchmarks by Film 4 Change: • Provide an in-kind match for the initial$20,000 USD cash sponsorship fee; • Identify Award recipients; • Obtain approved letter of intent with UltraStar Theater Group (Mary Pickford theater and Desert IMAX theater) confirming use of theaters for Film 4 Change; • Secure at least nine(9)films(titles identified); • Identify confirmed educational workshops and professional panels; • Identify confirmed activities to take place outside of film (e.g., opening and closing events, and receptions); and • Identify confirmed vendors. Payment#3: No later than thirty (30) days prior to the date of the festival, the City agrees to either pay to Film 4 Change, LLC the remaining $10,000 USD or provide the equivalent thereof in In Kind Support, subject to the following benchmarks by Film 4 Change: • All financing secured; • All theater spaces reserved; • All theater spaces scheduled (best effort); • All films secured and scheduled (changes in schedule acceptable • All workshops and panels confirmed (changes in schedule acceptable); • All activities to take place outside of film confirmed(changes in schedule acceptable); • 75%of pre-sale ticket sales completed; and • 90%of vendors secured. In Kind Support The in-kind support, referred to as "City Deliverables" will be determined through mutual agreement and can include but is not limited to the following, as well as other forms of support mutually agreed upon: • The donation of the Mary Pickford Theater and the Desert IMAX gratis; • Shuttles, trolle , transportation; • Police,fire and assistance from other city services; • Barricade services; • Use of City venues/facilities(i.e. the Cathedral City-City Center)for AMFM events; 3 • Office space; • Office equipment; • Phone and cable services provided; • Festival advertising/promotion in any government based media; • Food services provided; • Festival promoted in city publications, brochures, newsletter, web site; • Printing of festival collateral materials (program, posters, postcards)- if the city has special deals/rates with local printer(s); • Production and display of festival street banners; and • Use of non-City venues/facilities to which the City of Cathedral City has free access. Should the AMFM Festival not take place, for any reason, Film 4 Change shall reimburse the City of any and all funds received by Film 4 Change from the City, including the Initial Funding and any subsequent payments to Film 4 Change; however, any and all amounts will be reduced by those funds received by the City under the Event Insurance policy mentioned in clause 4 of this Agreement or any subsequent insurance that is secured which names the City of Cathedral City as a beneficiary 5. Indemnification Film 4 Change shall defend, indemnify and hold harmless the City, its officers, employees, directors, representatives and agents, from and against those actions, suits, proceedings, claims, demands, losses, costs and expenses, including legal costs and attorney's fees, for any personal injuries, deaths, property damage (including property owned by the City) which may arise out of Film 4 Change's negligent or intentional performance of the services described in this Agreement, unless such losses or damages are proven to be caused by the City's own negligence or that of its officers or employees. 6. Non-liability of City Officers and Employees In no event whatsoever, shall the City's officers, employees, directors, representatives and /or agents be liable, either in an official or personal capacity, to FILM 4 CHANGE, or AMFM, or any successor in interest, 7. Independent Contractor Status It is the express intention of the Parties that Film 4 Change is an independent contractor and not an employee, agent, joint venturer, or partner of City. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between the City and Film 4 Change or any employee or agent of Film 4 Change. Both Parties acknowledge that Film 4 Change is not an employee for state or federal tax purposes or any other purpose. Film 4 Change shall retain the right to perform services for others during the Term of this Agreement (and during any Option Periods, if applicable). 4 The value of the in-kind support provided by the City of Cathedral City to Film 4 Change will be evaluated by the City of Cathedral City. The city has the option to increase the cash component of its sponsorship to diminish any agreed upon in-kind support IN WITNESS WHEREOF,this Agreement is executed as of the date and year first above written. City of Cathedral City Film 4 Change, C 1 BY: fA ' G I Name:Andy : Name: Rich Henrich J Title:City Manager Title: Managing Member CATH\0001\DOC\2905.DOC 1\3\13 9:15 law 5