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HomeMy WebLinkAboutActive Network, Inc. - 2011-03-07PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND THE ACTIVE NETWORK, INC. THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and THE ACTIVE NETWORK, INC., a Delaware corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to lead negotiations between the CITY and private companies to provide sponsorship opportunities to the CITY; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: I. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Don Schulte who shall represent it and be its primary contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 65243 1 Of l l 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on 20_LL (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than six (6) months from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a percentage of sales (commission) basis at the rate specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses. CITY agrees to pay CONSULTANT an amount not to exceed 15% (fifteen percent) of the gross cash compensation derived from business agreements concluded between the CITY and the parties identified to the CITY by the CONSULTANT for services performed pursuant to this Agreement. 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 65243 2 of 11 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all third party claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall have reasonable consultation in the selection of CONSULTANT's counsel. Neither party shall be liable to the other for indirect, consequential, punitive or special damages of any type under this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are 65243 3 of 11 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY in the event of a claim that would require CONSULTANT's indemnification under this Agreement, a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention in excess of $,100JI00-without. the express written consent of CITY; however an insurance policy "deductible" of n Thousand Dollary ($1.0,000.00) or less is permitted. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that 65243 4of11 insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall fumish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall in the event of a claim that would trigger CONSULTANT's indemnification under this Agreement have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all 65243 5 of 11 payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY . shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of .termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. CITY will pay CONSULTANT's commission on all sponsorship agreements executed prior to snation. Termination shall not ha the payment of commissions due -`�K CONSULTANT for closed deals under this Agreement. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY except that CONSULTANT may assign this Agreement in the event of a sale or merger of all or substantially all of its assets. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 65243 6 of I I 14. . COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in.the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach The Active Network, Inc. ATTN: City Manager Attn: Legal Department 2000 Main Street 10182 Telesis Court Huntington Beach, CA 92648 San Diego, CA 92121 17. CONSENT When CITY's consent/approval is required under this Agreement, its consentlapproval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 65243 7 of 11 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the -construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and . provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be 65243 8 of 11 curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each parry shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 65243 9 of 11 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. CONSULTANT's initials A%L' 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that parry's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 65243 10 Of 1 I 29. EFFECTIVE DATE IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. ACTIVE NETWORK, INC. - j�lo print name ITS: (circle one) Chairma residenv'Vice President AND By: print name ITS: (circle one) Secretary(Ehief Financial Officer Asst. Secretary — Treasurer 65243 11 of l l CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California APP OVED AS TO FORM: City Attorney Date �• Lh - 1 l PROFESSIONAL SERVICES CONTRACT BETWEEN. THE CITY OF HUNTINGTON BEACH AND THE ACTIVE NETWORK, INC Table of Contents 1 Scope of Services.....................................................................................................1 2 City Staff Assistance................................................................................................2 3 Term; Time of Performance.....................................................................................2 4 Compensation..........................................................................................................2 5 Extra Work...............................................................................................................2 6 Method of Payment..................................................................................................3 7 Disposition of Plans, Estimates and Other Documents...........................................3 8 Hold Harmless.........................................................................................................3 9 Professional Liability Insurance..............................................................................4 10 Certificate of Insurance............................................................................................5 11 Independent Contractor............................................................................................6 12 Termination of Agreement.......................................................................................6 13 Assignment and Delegation......................................................................................6 14 Copyrights/Patents...................................................................................................7 15 City Employees and Officials..................................................................................7 16 Notices......................................................................... • ............... 7 17 Consent....................................................................................................................8 18 Modification.............................................................................................................8 19 Section Headings ............................................ .........................................................8 20 Interpretation of this Agreement..............................................................................8 21 DupIicate Original....................................................................................................9 22 Immigration............................................................................................................... 9 23 Legal Services Subcontracting Prohibited................................................................9 24 Attorney's Fees..........................................................................................................10 25 Survival.....................................................................................................................10 26 Governing Law.........................................................................................................10 27 Signatories.................................................................................................................10 28 Entirety......................................................................................................................10 29 Effective Date................................................................................. I I EXHIBIT A SCOPE OF WORK STEP 1: Revenue Potential • Active will meet with designated City Staff in order to continuously develop and add to the City's existing inventory list and a prospective sponsor and partner target list. This process will assist Active to better gauge the size of the City's revenue opportunities. • Active will review all current contracts and assist the City in the development of a set of program policies to guide the work of the City in pursuit of sponsorships and partnerships. • Active will conduct a creative "Blue Sky" session with City staff. Knowledge from this session will aid in analyzing and prioritizing the partnership categories. • Site Visitation/Inventory Assets: In addition to the City's list of possible assets and opportunities, Active staff will inspect and evaluate City assets offering additional promising marketing opportunities. STEP 2: Corporate Sponsorship & Partnership Timeline The Corporate Sponsorship & Partnership Timeline will be developed defining potential categories and outlining the benefits and policy considerations for each opportunity. The timeline will include an inventory of new and existing assets and projections for revenue generating opportunities for the key categories. • Create a Corporate Sponsorship & Partnership Timeline • Develop and prioritize sponsorship and partnership categories • Define category specific policies and procedures • Develop prospective sponsorship and partnership target lists for each category STEP 3:13evelopment of Marketing Packages • Active will help prioritize and pursue the top sponsorship and partnership categories. Active will develop a Corporate Partnership Package for each designated category that reflects an agreed -on price/value strategy, and includes the customized rights and benefits for each category. • Develop sales and marketing collaterals; including sales materials and presentations. • Next we will guide the City in formulation of category specific Request for Proposals. Also included is the management of the RFP process, allowing the City to select opportunities that meet their marketing needs and confirm the ability of the City to 62324 deliver prospects requests. STEP 4:Solicitation of Sponsorships & Partnerships • Active will initiate a multilevel marketing sales campaign for priority prospects. • We will conduct presentations at multiple executive levels within the corporate structure and escort the prospects on site visitations as needed. Active will provide them with all of the necessary information and education to get a clear understanding of the assets that the City is offering in exchange for the opportunity to promote their brand, product and service marketing plans. • We will deliver the designated RFP to qualified prospects and guide them through the RFP process. Active will manage all phases of negotiation with one or more corporate partners. Prior to submission of their proposals, Active will repeatedly contact and encourage participating prospects to compete aggressively in bidding against their leading business rivals. • Active shall obtain and evaluate offers from each prospect indicating the willingness to enter into a sponsorship or partnership agreement with the City. STEP 5:Negotiation, selection, and final contract • Active will provide the City with an Evaluation Report comparing the benefits offered by each prospect. We will organize negotiation meetings between Staff and prospects and monitor and advise throughout the selection process. • Active will meet with Staff to review their bids, analyze the content and make recommendations for prospect selections. • Given preliminary Staff agreement to the selected prospects, Active will organize presentations of the proposal by the recommended prospects to City Staff. • Upon selection of a marketing sponsor or partner their offer will be referred to the City Legal Department to complete final stages of a formal agreement. The agreement shall be presented to the City Staff for approval. STEP 6: Implementation of Program • Once final contracts have been signed Active will oversee the rollout of each new sponsorship or partnership program. • Active will develop performance evaluation protocols to oversee the successful implementation of the new program. • Active will remain engaged with ongoing management of each sponsorship or partnership agreement throughout each respective contract term. 62324 EXHIBIT B FEE AND COMPENSATION STRUCTURE Active will receive a 15% commission on all revenues relating to sponsorship, advertising, and partnership agreements that arise out of Active's efforts under this Agreement. Revenues shall be defined as all revenues, income, and payments received by the City from sponsorship and advertisement agreements entered into by the City where Active was the source of the lead that led to the sponsorship or advertisements. • CONSULTANT will be entitled to commissions for the duration of each advertising/sponsorship agreement with which CONSULTANT assists the City, including any extension, renewal, modification, amendment, or renegotiation thereof. Commissions will apply only to contracts/agreements for which negotiation with the City began during the term of this Agreement. Except as otherwise set forth herein, no commission fees will be paid for transactions that occur or relationships that are entered into by the City after the termination of this Agreement. • Any and all revenues generated as a result of re -negotiations or extensions of Agreements that were entered into prior to the date of this Agreement shall not be subject to commission to CONSULTANT unless CONSULTANT is involved in the negotiation process. i- 1 a ,�� V CERTIFICATE F LIABILITY INSURANCE DATE (MM/DD/YYYY) 04/14/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Chantel Popadluk Woodruff -Sawyer & Co. PHONE 949-435-7361 FAX 949-476-3118 Ext : AIC No 2 Park Plaza, Suite 500 MAILo ADDRESS: C o adiuk wsandco.com Irvine, CA 92614 (888) 646-9636 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Federal Insurance Company 20281 INSURED INSURER B : Travelers PropeM Casualty Company of Am 25674 INSURER C : Chartis Specialty Insurance Company 26883 Active Network, Inc 10182 Telesis Ct., Suite 300 San Diego, CA 92121-4777 INSURER D : INSURER E : INSURER F. COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS. A GENERAL LIABILITY 35877916 04/16/2011 04/16/2012 EACH OCCURRENCE $ 1,000,00 -b-A-MAGETO RENTED PREMISES (Ea occurrence) $ 1,000,00 X COMMERCIAL GENERAL LIABILITY MED EXP (Any one person) $ 10,00 CLAIMS -MADE Fx OCCUR PERSONAL & ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,00( $ POLICY PRO LOC A AUTOMOBILE LIABILITY 73546685 04/16/2011 04/16/2012(Ea accident) LIMIT $ 1,000,00 BODILY INJURY (Per person) $ X ANY AUTO BODILY INJURY (Per accident) $ ALL OWNED SCHEDULED AUTOS OS NON -OWNED HIREDAUTOS AUTOS PeOPERTYtDAMAGE $ $ L A X UMBRELLA LIAB X OCCUR 79865288 04/16/2011 04/16/2012 EACH OCCURRENCE $ 12,000,00 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 12,000,0010 DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) N / A HEUB388IN7461 1 04/16/2011 04/16/2012 WC STATU- OTH- X TORY LIMITS I I ER E.L. EACH ACCIDENT $ 1,000,00 E.L. DISEASE - EA EMPLOYEE $ 1,000,00 E.L. DISEASE - POLICY LIMIT $ .1,000,00 If yes, describe under DESCRIPTION OF OPERATIONS below C Errors & Omissions 017547897 04/16/2011 04/16/2012 Limit $10,000,000 / SIR $100,000 Retroactive Date: 07/10/03 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) RE: Municipal Marketing Consulting Services. GtK I IF-IGA I t HULULK t ANt r_L.1_A I tUIM City of Huntington Beach Attn: Simone Slifman 2000 Main Street Huntington Beach, CA 92648 LOAN #: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ID #: (� 19BB-2010 AGURU GUKNUKA I IUN. All rights reserves. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD - 0 Liability Insurance Endorsement Policy Period 04/16/2011 to 04/16/2012 Effective Date Policy Number 35877916 Insured Active Network, Inc Name of Company Federal Insurance Company Date Issued 04/14/2011 This Endorsement applies to the following forms: Under Who Is An Insured, the following provision is added: Who Is An Insured Scheduled Person Or Subject to all of the terms and conditions of this insurance, any person or organization shown in organization the Schedule, acting pursuant to a written contract or agreement between you and such person or organization, is an insured; but they are insureds only with respect to liability arising out of your operations, or your premises, if you are obligated, pursuant to such contract or agreement, to provide them with such insurance as is afforded by this policy. However, no such person or organization is an insured with respect to any: • assumption of liability by them in a contract or agreement. This limitation does not apply to the liability for damages for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. • damages arising out of their sole negligence. City of Huntington BeachAttn: Simone Slifman 2000 Main Street Huntington Beach, CA 92648 Liability Insurance Additional Insured - Scheduled Person Or Organization continued Form 80-02-2367 (Rev. 8-04) Endorsement Page 1 Who Is An Insured Scheduled Person Or Schedule Organization (continued) Liability Insurance Persons or organizations that you are obligated, pursuant to written contract or agreement between you and such person or organization, to provide with such insurance as is afforded by this policy; but they are insureds only if and to the minimum extent that such contract or agreement requires the person or organization to be afforded status as an insured. However, no person or organization is an insured under this provision who is more specifically described under any other provision of the Who Is An Insured section of this policy (regardless of any limitation applicable thereto). All other terms and conditions remain unchanged. Authorized Representative Additional Insured - Scheduled Person Or Organization last page Form 80-02-2367 (Rev. 8-04) Endorsement Page 2 Council/Agency Meeting Held: Deferred/Continued to: Appr ed ❑ Conditionally Approved ❑ Denied le 's Sign ure Council Meeting Date: March 7, 2011 Department ID Number: ED 11-010 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Bob Hall, Deputy City Manager SUBJECT: Approve selection of Active Network, Inc. to provide Municipal Marketing Consulting Services, and authorize execution of a Professional Services Contract Statement of Issue: Approve selection of Active Network, Inc. to provide municipal marketing consulting services. Active Network will look at potential sponsorship opportunities for various City facilities and programs. Active Network will develop marketing materials to find potential partners. Financial Impact: No direct costs for the services. If successful, sponsorships are obtained. Active will be paid a commission. Recommended Action: Motion to: Approve and authorize the Mayor and City Clerk to execute all documents necessary for the Professional Services Contract between the City of Huntington Beach and Active Network, Inc. for Municipal Marketing Consulting Services. Alternative Action(s): Do not approve the selection and direct staff as appropriate. H -281- Item 9. - 1 REQUEST FOR COUNCIL ACTION MEETING DATE: 3/7/2011 DEPARTMENT ID NUMBER: ED 11-10 Analysis: The nature of -the current" economy has created a need for public agencies to become more creative in identifying alternative sources of revenue. Public agencies throughout the nation, including Huntington Beach, have engaged in partnerships with private companies in recent years to generate revenue from private companies in exchange for the ability of a company to, for example, sponsor or receive naming rights for a public facility, or other types of recognition. California agencies that have been actively involved in similar projects include San Diego, Garden Grove, Costa Mesa, Glendale, Santa Clara County, the Los Angeles Unified School District, and Moreno Valley. Successful programs have also been implemented in Colorado Springs, CO; Las Vegas, NV; Arlington, TX; and Arlington County, VA, to name but a few. Most of these agencies contract with an outside consultant to locate, negotiate, and to provide ongoing management of these public -private relationships. Huntington Beach is considered one of the pioneering agencies in this realm, having engaged several years ago in the nation's first municipal partnership with Coca-Cola, which is no longer active, but produced significant revenue throughout its ten-year lifetime. There are currently agreements in place with Abercrombie & Fitch/Hollister to provide revenue to the City in exchange for the rights to mount cameras facing the Pier and broadcast the live images into Hollister stores nationwide. In addition, Toyota supplies Marine Safety motor vehicles in exchange for recognition as the "Official Vehicle of Huntington Beach." As private companies have continued to demonstrate interest in partnership programs nationwide, staff published a Request for Qualifications (RFQ) in December 2010 to determine which, if any, consulting firms were qualified to provide service to Huntington Beach to deliver these programs. The RFQ was posted on the City's website, sent to the Chamber of Commerce, and a copy of the RFQ was directly sent to 27 firms. A total of. seven proposals were received. The proposals were evaluated by representatives from Administration, Community Services, Economic Development, and Finance Departments. The three firms considered most qualified were interviewed by the evaluation committee. As a result, Active Network, Inc. was selected to serve as the City's municipal marketing consultant. Active Network is a Huntington Beach -based firm located Downtown and was known previously as Public Enterprise Group, which was responsible for the creation of the prior beverage rights partnership between the City and Coca-Cola. Since that time, Active Network has developed a reputation for creating fruitful partnerships for Santa Clara County, Costa Mesa, Glendale, Lancaster, Garden Grove, Long Beach, Moreno Valley, Las Vegas, NV, Arlington, TX, Colorado Springs, CO, and the New York Health and Hospital Corporation. Their success has included naming rights for the Volcom Skate Park in Costa Mesa, multi -year beverage and snack rights, provision of in -kind equipment, media services, bus shelter advertising, and sponsored recycling programs. They are also under contract to several other cities nationwide to develop similar programs for them. As the municipal marketing consultant for Huntington Beach, Active Network will evaluate the revenue potential of the various City facilities and programs, create marketing materials, and then utilize their expertise in the field to market Huntington Beach to potential partners nationwide. They will work with the City to negotiate agreements with approved partners, and Item 9. - 2 HB -22- REQUEST FOR COUNCIL ACTION MEETING DATE: 3/7/2011 DEPARTMENT ID NUMBER: ED 11-10 help to implement the program by developing performance protocols, evaluating performance, and ensuring programs are implemented as agreed. In exchange for their efforts, Active Network will receive a 15 percent commission on all revenues it raises for the City upon successfully negotiating and closing any sponsorship and partnership contracts. If Active does not generate revenue, they will not be paid for their efforts, including any necessary travel expenses they may incur in order to meet with potential partners. While proposals were received from highly -qualified firms throughout the nation, the most qualified and appropriate firm was determined to be in our own community. Selection of a local business for this important task illustrates the City's efforts to support the local business base as much as possible, as identified in the City's Ten Point Plan for Local Business. Environmental Status: None Strategic Plan Goal: Maintain financial viability and our reserves Attachment(s): HB -283- Item 9. - 3 �_ e, p Jy � 5 .gF EN • I 1 Item 9. - 4 HB -284- REQUEST FOR QUALIFICATIONS MUNICIPAL MARKETING CONSULTING SERVICES Office of the City Manager CITY OF HUNTINGTON BEACH Released on December 9, 2010 Submittal Deadline: January 20, 2011 by 4:00 PM H -- Item 9. - 5 MUNICIPAL MARKETING CONSULTING SERVICES REQUEST FOR QUALIFICATIONS (RFQ) I. BACKGROUND The City of Huntington Beach is seeking corporate sponsorship to generate additional revenue to enhance public service delivery through long-term partnerships with commercial enterprises. The City seeks qualified firms to seek and secure this support on its behalf. Huntington Beach has previously engaged in public -private partnerships resulting in the donation of in -kind donation of vehicles, as well as specific revenues achieved through vending machineibeverage rights, branded credit cards, and a live video feed of the Huntington Beach Pier. The goal of this project is to create new long-term partnerships through sponsorship of city events and facilities, room and location naming opportunities and the like, while further supporting and enhancing the City's image and profile through various cross -promotional and other marketing opportunities. This is an exceptional opportunity for a qualified firm interested in creating opportunities for long-standing promotional access to the approximately 200,000 residents and 16 million visitors annually to Huntington Beach. 2. SCHEDULE OF EVENTS This Request for Qualifications will be governed by the following schedule: Release of RFQ December 9, 2010 RSVP Deadline — Pre -Submission Phone Conference December 15, 2010 Optional Pre -Submission Phone Conference December 16, 2010 Deadline for Written Questions December 17, 2010 Responses to Questions Posted on Web December 22, 2010 Statement of Qualifications Due January 20, 2011 Finalists Contacted (tentative) February 14, 2011 2. SCOPE OF WORT{ The City desires to leverage its assets through "community appropriate" partnerships with private -sector entities. Such entities may be seeking opportunities to engage in cross - promotional and other marketing opportunities through sponsorship of city events and facilities, room and location naming opportunities and the like, while further enhancing and supporting the City's image and profile as a family, tourist and business -friendly community. The selected consultant will be responsible for marketing the City of Huntington Beach to secure support that will achieve these objectives. The City is not seeking a consultant to prepare a feasibility analysis of the opportunities available for sponsorship or corporate support. A list of such potential assets and opportunities is attached Page 12 Item 9. - 6 HB -286- as Exhibit B, and is not inclusive of all possibilities, as others may become available or may be removed from consideration. Responders may use this list in executing the tasks necessary to prepare their response, which, for purposes of this RFQ will be referred to as a Statement of Qualifications (SOQ). The RFQ is the first step in the City's selection process of the consultant(s). Responses will be reviewed by the City, and the top candidates may be invited to submit a proposal, the requirements of which will be distributed to invited candidates. Those invited to submit a proposal will also be required to make a presentation of no more than twenty (20) minutes to the City's selection committee. Although the preference is to select one consultant, the City reserves the right to select more than one firm. If that were to occur, each would be selected on a basis of seeking support only for specific assets. Further, the City reserves the right to review the initial responses received and select one consultant without continuing with any further proposal process. Responders shall prepare a Statement of Qualifications letter (limited to 25 pages, inclusive of Exhibits A-D) that must include: A. Vendor Application Form and Cover Letter Complete Appendix A, "Request for Qualifications -Vendor Application Form" and attach this form to the cover letter. A cover letter, not to exceed three pages in length, should summarize key elements of the proposal. An individual authorized to bind the consultant must sign the letter. The letter must stipulate that the compensation structure contained within the RFQ will be valid for a period of at least 180 days. Indicate the address and telephone number of the contractor's office located nearest to Huntington Beach, California and the office from which the project will be managed. B. Summary of the Responder's qualifications and experience, including: 1) The proposed project manager and team for the engagement; 2) How the firm is organized, including an Organizational Chart and listing and qualifications of all individuals to be assigned to the project; 3) Detailed listing of other specific California projects similar in scope and complexity in the past five (5) years, particularly highlighting those undertaken with local governments with populations in excess of 100,000. Listing for each project must include type and total of support/sponsorship received (cash, in -kind, etc), total amount, term, and structure of revenue (lump sum, monthly, annual, etc). If term is ongoing, be certain to include the total amount of anticipated revenue over the life of the sponsorship. 4) References, including name, project, and email/phone contact information. C. Discussion of Responder's methods to successfully complete this project, including marketing, development and negotiation of sponsorship agreements, and implementation and management of each sponsorship through each contract term. D. Responder's proposed fee and compensation structure for the implementation of a corporate sponsorship program. Page 13 H - 87- Item 9. - 7 4. SOQ FORMAT GUIDELINES Statement of Qualifications (SOQ) should be typed and should contain no more than 25 typed pages using a 12-point font size, items detailed above including Index/Table of Contents tables charts, and Exhibits A-D. Each SOQ will adhere to the above -described order and content of sections. SOQs should be straightforward, concise and provide "layman" explanations of technical terms that are used. Emphasis should be concentrated on conforming to the RFQ instructions, responding to the stated requirements, and on providing a complete and clear description of the offer. Responses, which appear unrealistic in the terms of technical commitments, lack of technical competence or are indicative of failure to comprehend the complexity and risk of this contract, may be rejected. 5. PROCESS FOR SUBMISSION OF THE STATEMENT OF QUALIFICATIONS ® The SOQ and all related exhibits must be submitted using the format as indicated within the guidelines of this RFQ. ® Each SOQ submission shall be prepared simply and economically, avoiding the use of elaborate promotional material beyond those sufficient to provide a complete, accurate and reliable presentation. Submit eight (8) copies plus one disk copy of your SOQ submission in sufficient detail to allow for thorough evaluation and comparative analysis. Completed SOQs and all related exhibits must be submitted in sealed envelopes and received no later than 4:00 p.m. (P.S.T) January 20, 2011 to the address below. Submissions will not be accepted after this deadline. Faxed or e-mailed submissions will not be accepted. Carrie Gonzales, Administrative Assistant City of Huntington Beach Finance Department 2000 Main Street Huntington Beach, CA 92648-2702 RE: Municipal Marketing Consulting Services ® Inquiries Questions about this RFP must be directed in writing, via e-mail to: Jim Slobojan, Fiscal Services Manager j sloboj an@surfcity-hb. org From the date that this RFQ is issued until a firm is selected through the RFQ and the and the selection is announced, firms are not allowed to communicate for any reason with any Page 14 Item 9. - 8 HB -288- City employee other than the contracting officer listed above regarding this RFQ, except during the RSVP to the pre -proposal conference, the conference itself, and submission of questions. Refer to the Schedule of Events of this RFQ or the City webpage to determine if a pre -proposal conference has been scheduled. The City reserves the right to reject any submission for violation of this provision. No questions other than written will be accepted, and no response other than written will be binding upon the City. ♦ Conditions for Acceptance of Submission This RFQ does not commit the City to award a contract or to pay any costs incurred for any services. The City, at its sole discretion, reserves the right to accept or reject any or all submissions received as a result of this RFQ, to negotiate with any qualified source, or to cancel this RFQ in part or in its entirety. All submissions will become the property of the City of Huntington Beach, USA. If any proprietary information is contained in the submission, it should be clearly identified. 6. EVALUATION CRITERIA The City's consultant evaluation and selection process is based upon Qualifications Based Selection (QBS) for professional services. The City of Huntington Beach may utilize a rating scale of 1-10, with 10 being best, using some or all of the following criteria in its evaluation and comparison of Responders' submissions. Likelihood that the proposed scope of work will lead to revenue -generating partnerships and skillfully navigate associated policy challenges Demonstrated knowledge and experience with developing and implementing local government sponsorship/marketing partnerships for agencies with resident populations of at least 100,000 Qualifications and experience of proposed project manager and team for the engagement Fee and compensation structure The City may also contact and evaluate the bidder's and subcontractor's references; contact any bidder to clarify any response; contact any current users of a bidder's services; solicit information from any available source concerning any aspect of a proposal; and seek and review any other information deemed pertinent to the evaluation process. The evaluation committee shall not be obligated to select the RFQ containing the lowest financial commitment by the City, but shall make an award in the best interests of the City. After written submissions have been reviewed, discussions with prospective firms may or may not be required. If scheduled, the oral interview will be a question/answer format for the purpose of clarifying the intent of any portions of the submissions. The individual from your firm that will be directly responsible for carrying out the contract, if awarded, should be present at the oral interview. A Notification of Intent to Award may be sent to the vendor selected. Award is contingent upon the successful negotiation of final contract terms. Negotiations shall be confidential and not subject to disclosure to competing vendors unless an agreement is reached. If contract Page 15 H - - Item 9.=9 negotiations cannot be concluded successfully, the City may negotiate a contract with the next highest scoring vendor or withdraw the RFQ. 7. OPTIONAL PRE -SUBMISSION PHONE CONFERENCE An optional Pre -Submission meeting will be held via conference call at 9:00 AM on Thursday, December 16, 2010. The purpose of this conference call meeting will be to explain the scope of work and answer questions regarding the RFQ. RSVPs are due no later than 4:00 PM on December 15, 2010. RSVP via email to: Simone Slifman, Economic Development Project Manager Simone. Slifman;u;surfcity-lib.org While the conference itself is optional, RSVPs are required so that call -in instructions may be provided to attendees in advance of the conference. 8. STANDARD TERMS AND CONDITIONS Amendments The City reserves the right to amend this RFQ prior to the proposal due date. All amendments and additional information will be posted to the Huntington Beach Procurement Registry, Huntington Beach - Official City Web Site - Business - Bids & RFP's; responders should check this web page daily for new information. ♦ Cost for Preparing Submission The cost for developing the entire submission is the sole responsibility of the bidder. All submissions become the property of the City. s Contract Discussions Prior to award, the apparent successful firm may be required to enter into discussions with the City to resolve any contractual differences. These discussions are to be finalized and all exceptions resolved within one (1) week from notification. If no resolution is reached, the submission may be rejected and discussions will be initiated with the second highest scoring firm. ® Confidentiality Requirements The staff members assigned to this project may be required to sign a departmental non -disclosure statement. Submissions are subject to the Freedom of Information Act. The City cannot protect proprietary data submitted in proposals. ® Financial Information The City is concerned about responders' financial capability to perform, therefore, may ask you to provide sufficient data to allow for an evaluation of your firm's financial capabilities. Insurance Requirements Page 16 Item 9. - 10 HB -2 0- City Resolution 2008-63 requires that licensees, lessees, and vendors have an approved Certificate of Insurance (not a declaration or policy) on file with the City for the issuance of a permit or contract. Within ten (10) consecutive calendar days of award of contract, successful bidder must furnish the City with the Certificates of Insurance proving coverage as specified in Appendix C. Failure to furnish the required certificates within the time allowed will result in forfeiture of the Proposal Security. Please carefully review the Sample Agreement and Insurance Requirements before responding to the Request for Qualifications enclosed herein. The terms of the agreement, including insurance requirements have been mandated by City Council and can be modified only if extraordinary circumstances exist. Your response to the Request for Qualifications must indicate if you are unwilling or unable to execute the agreement as drafted as well as providing the insurance requirements. The City will consider this in determining responsiveness to the Request for Qualifications. Page 17 H -21- Item 9. - 11 APPENDIX A Item 9. - 12 HB -292- REQUEST FOR PROPOSAL MUNICIPAL MARKETING CONSULTING SERVICES VENDOR APPLICATION FORM[ TYPE OF APPLICANT: ❑ NEW ❑ CURRENT VENDOR Legal Contractual Name of Corporation: Contact Person for Agreement: Corporate Mailing Address: City, State and Zip Code: E-Mail Address: Phone: Contact Person for Proposals: Title: Business Telephone: Is your business: (check one) ❑ NONPROFIT CORPORATION Is your business: (check one) ❑ CORPORATION ❑ INDIVIDUAL ❑ PARTNERSHIP Fax: E-Mail Address: Business Fax: ❑ FOR PROFIT CORPORATION ❑ LIMITED LIABILITY PARTNERSHIP ❑ SOLE PROPRIETORSHIP ❑ UNINCORPORATED ASSOCIATION 1 of 2 H -23- Item 9. - 13 Names & Titles of Corporate Board Members (Also list Names & Titles of persons with written authorization/resolution to sign contracts) Names Federal Tax Identification Number: Title Phone City of Huntington Beach Business License Number: (If none, you must obtain a Huntington Beach Business License upon award of contract.) City of Huntington Beach Business License Expiration Date: 2 of 2 Item 9. - 14 H -294- H -25- Item 9. - 15 Exhibit B LIST OF POSSIBLE ASSETS AND OPPORTUNITIES AVAILABLE FOR SPONSORSHIP This list provides an example of potential assets and opportunities available for possible sponsorship, naming rights and corporate support. It is not inclusive of all possibilities, as others may become available or may be removed from consideration. • Huntington Central Park (HCP) / Sports Complex: Naming rights for sports complex, fields, scoreboards, disc golf course, rename the lakes in HCP (and at Chris Carr Park and Greer Park), • Beach: Lifeguard towers, Tower Zero, Beach Public Services Center, existing events • Junior Lifeguard building (V.G. Moorhouse lifeguard headquarters already named) • Community Parks: Softball fields, basketball courts, racquetball courts, tennis courts, Edison Community Park sponsored by " " • Clubhouses: Renaming of an existing clubhouse (i.e. Lake Park Clubhouse) or have it "sponsored by" as noted under community parks • Future Senior Center: Fitness Center, dance room, exercise room, craft room, etc. • City Gym and Pool: Meeting rooms, pool, gymnasium • Adventure Playground • Trash Receptacles: Downtown (96); Parks (492) • Bus Shelters/Benches: Shelters (164); Benches (303); Shelter/Bench Combinations (137) • Main Promenade Parking Structure: Clock Tower (only) Item 9. - 16 H -- .APPENDIX C B- 7- Item 9.-17 CD CO of r: CITY OF HUNTINGTON BEACH INSURANCE REQUIREMENTS Minimum Insurance Itequirengents ,.... Additional Vendor Type' , Automobile Professional Property Insured - Liability � General Liability Liability Insurance Workers' Comp Endorsements Huntington Beach City Council Resolution No. 2008-63 requires submittal of certificates of insurance evidencing the following minimum limits with a California admitted carrier with a current A.M. Best's Rating of no less than A: VIL See Exhibits AI - 4 for sample forms. Any deductible other than those allowed in this matrix, self -insured retentions or similar forms of coverage limitations or modifications must be approved by the Risk Manager and City Attorney of the City of Huntington Beach. NOTE: Waivers and/or modifications are discouraged and will be considered only under extraordinary circumstances. Contractors: Any persons or entities who Minimum of Combined single State statutory Include the contract with the City and/or provide services to $1,000,000 per limit bodily injury limits of policy number the City which are readily available and occurrence for and property damage. $250,000 bodily and Additional efficiently procured by competitive bidding. bodily injury, Minimum of injury by Insured personal injury $1,000,000 per disease, policy Endorsement and property occurrence. Allows limit, and Requirement Permittees: Any persons or entities who make application to the City for any use of or damages. Allows up to $5,000 $100,000 bodily statement encroachment upon any public street, waterway, tip to $1,000 deductible. injury each below. (See Note pier, or City property. deductible.(See (Additional Insured employee for 3 below.) Note 1 below.) Endorsement is always required with General accident or disease per Vendors: Any persons or entities who transfers property or goods to the City which Liability Ins.) occurrence. may or may not involve delivery and/or (See Note 2 installation. below.) Note 1 - Automobile Liability: The City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers must be named as certificate holder and as additional insured by separate attached endorsement. Permittees who do not use vehicles or equipment in connection with the permit shall not be required to provide auto insurance. To be exempt from this requirement, permittees must execute a declaration such as Exhibit 1 attached. Note 2 - Workers' Compensation Exemption: If entity has no employees, a signed Declaration of Non -Employee Status form is required. Note 3 - Additional Insured Endorsement Requirements: The City, its officers, elected or appointed officials, employees agents, and volunteers are to be covered as additional insureds by separate attached endorsement(s) as respects liability arising out of action performed by or on behalf of the contractor, products and completed operations of the contractor, premises owned, occupied or used by the contractor, or automobiles owned, leased or borrowed by the contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City. HB Ir e Matrix revised 10-27-08 06, CITE' OF HUNTINGTON BEACH INSURANCE REQUIREMENTS Any deductible other than those allowed in this matrix, self -insured retentions or similar forms of coverage limitations or modifications must be approved by the Risk Manager and City Attorney of the City of Huntington Beach. NOTE: Waivers and / or modifications are discouraged and will be considered only under extraordinary circumstances. Design Professionals: Professional service contractors who contract with the City and/or provide_ architectural and/or engineering services to the City. Minimum of $1,000,000 per occurrence and in the aggregate. Allows lows u p to Professional Services: Services that involve the exercise of professional discretion 0 and independent judgment based on an advanced deductible. or specialized knowledge, expertise or training gained by formal studies or experience or services which are not readily or efficiently procured by competitive bidding pursuant to HB Muni Code 3.02. Services includes but is not limited to those services provided by appraisers, architects, attorneys, engineers, instructors, insurance advisors, physicians and other specialized consultants. Claims made policies are acceptable it the policy turther provides that: 1) The policy retroactive date coincides with or precedes the professional services contractor's start of work (including subsequent policies purchased as renewals or replacements). 2) The professional services contractor will make every effort to maintain similar insurance during the required extended period of coverage following project completion, including the requirement of adding all additional insureds. 3) If insurance is terminated for any reason, professional services contractor agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this agreement or permit. 4) The reporting of circumstances or incidents that might give rise to future claims. I CD HB Insurance Matrix revised 10-27-08 2 of 3 CD 3 C.0 O sir CITY OF HUNTINGTON BEACH INSURANCE REQUIREMENTS Minimum Insurance Requirements Automobile Professional Property Additional Insured Vendor: Type Liability ; General Liability Liability Insurance Workers' Comp Endorsements .. Huntington Beach City Council Resolution No. 2008-63 requires submittal of certificates of insurance evidencing the following minimum limits with a California admitted carrier with a current A.M. Best's Rating of no less than A: VIZ See Exhibits AI - 4 for sample forms. Any deductible other than those allowed in this matrix, self -insured retentions or similar forms of coverage limitations or modifications must be approved by the Risk Manager and City Attorney of the City of Huntington Beach. NOTE: Waivers and / or modifications are discouraged and will be considered only under extraordinary circumstances. Licensees/Lessees: Any persons or entities Combined single Full State statutory Include the who contract with the City for the use of public limit bodily injury replacement limits of policy number property. and property damage. cost with no $250,000 bodily and Additional Minimum of coinsurance injury by Insured $1,000,000 per penalty disease, policy Endorsement occurrence. Allows provision. limit, and Requirement up to $5,000 $100,000 bodily statement deductible. injury each below. (See Note (Additional Insurance employee for 2.) Endorsement is always accident or required with General disease per Liability Ins.) occurrence. (See Note 1 below.) Note 1 - Workers' Compensation Exemption: If entity has no employees, a signed Declaration of Non -Employee Status form is required. Note 2 - Additional Insured Endorsement Requirements: The City, its officers, elected or appointed officials, employees agents, and volunteers are to be covered as additional insureds by separate attached endorsement(s) as respects liability arising out of action performed by or on behalf of the contractor, products and completed operations of the contractor, premises owned, occupied or used by the contractor, or automobiles owned, leased or borrowed by the contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City. HB lr. e Matrix revised 10-27-08 ,4CaR—D. CERTIFICATE OF LIABILITY INSURANCE DATE(MMlDDrFYTTI )DUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AMEND. EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING. COVERAGE NAIC # INSURED KS/PERA:: INSUREAB: ERC_ INSURER M MISURMF— 1 _L1VP9A(-FS THE F?OL}CIES OF WSLAUNCE LLSTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED- NOTIMTHSTANDING ANY REQUIREMENT. TERM OR COMMON OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES_ AGGREGATE LFMITS SHOWN MAY HAVE SEEN REDUCED BY PAID CLAIMS- uiSR POLJGYEFFECiiVE POUCYEWIRAT10N LWIT8 C.CNERALLTABRftY COMMERCIALGENSRALLIMLRY (3AIMSMAOf F—1 occuR _ EACHOCg/RRENCE i AiLSES 000irance� s $ PERSONAL&AMUCRIRY S GEIOIRALAGGREGATE s G6KLAGGREGATEUMMAPPUESPM PRO-JECT LOC POLICY n PRODUCTS-COMPIOPAGG S AVTOM08AE LMBRJTY ANYAUTO ALL 01YNED AUTOS SCHEDULEDAUTOS HIREOAUTOS NON-OwNEDAUTOS L✓�J IN, C0MBINEDS#4GLE UNT (6acdQnv!} S BODILYINJURY (pwpers<a) S BODILY INJURY (Pu aaidenU S PROPEFUYDAMAGE (Pa aoOdcntl E C.Atu1GELJA81L7[Y AWAUTO P \ / { ,\ AUTOONLY-EAACCIDENT S OTHER Oik% EAACC AUTOONI.Y_ AGG S S EXCESS&WRRO-LAUASUTY OCCUR CiA1MSMADE DEOLIGMLE RETENTION S /// EACHOCCURRENCE S AGGREGATE S f S S WORK0MCOMPENSATAONAND EAIP(AYER!V UA9R.T(Y ANYf'R0PRiEr0RRARTHERIEXECWnVP OyFFFeIICERM�EREXCLA)DED? SPECL4LPR(YdSTONS below WCSTATu- Ont- I E.L EItlCM ACCJDENT S p E.LSEASE-DISEASE I E.L. LASEASC -POUCY L%4T S OTHER DESCMPTWNOFOPERATIONS I LOCATIONS! VEJBQESl VACLUSIONS ADDED BY ENDORSEMENTISPECtAL PROVISIONS _ SHOULD ANY OF THE ABOVE OESCRMeD POUGiES BE CANCELLED BEFORE THE EXPB(ATION DATE THEREOF. THE LSSUM0 INSURER will ENOFAVOR TO MAIL .30 DAYS WRFif£N NOTICE TO THE CERTWWATE HOLDER NAMED TO THE LEFT, 8UT FAILUII£ TO DO SO SHALL fAiPOSE No 08UGATIOH OR LIABIUTY OF ANY RIND UPON THE NSURER ITS AGENTS OR REPRESENTATIVES. AUTHORRED REPRESENTATIVE ACORD 2s(2001108) EXHIBIT A-1 of 4 OACORD CORPORATION 1988 HB - o1- Item 9. - 21 tWsuruL1011 1'40. LVva-va fMPORTAN T If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed_ A statement on this certificate does not confer rights to the certificate holder in Lieu of such endorsement(s)_ If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endofsement(s). DISCLAIMER The Certificate of Insurance on the reverse sine of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it aflirmativety or negatively amend, extend or after the coverage afforded by the policies listed thereon. NI.VKL/ G, tCUU ! f u4) EXHIBIT A-2 of 4 Item 9. - 22 HB -- KeSolution NO. ZUUZS-b3 POUCY NUMBER: COMMERCIAL. GENERAL LYXI'itCl -r THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. 13mirl'16*13 Thj$ enddriement modifies insurance provided under the following: COMW RCIAL GENERAL LIABILnY SCHEDULE Name of Person or Organization; THE CITY OF HUNTINGTON BEACH 2000 plain Street Huntington Bleach, CA 92648 (If no entry appears above_ information required to completa ;.his endorsementwlIl be shown in the Declarations as applicable to this endarsement.) WHO 1S AN INSURED {Section IQ is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "y world for that insured by or for you RE: ALL OPERATIONS OF THE NAMED INSURED FOfi THE CERTIFICATE HOL.Utaf2. City of Huntington Beach, its elected or appointed officials, agents, officers, employees and volunteers CG 20 so Zt 65 Copyright. Insurance Services Office, Inc.. 19t3.4. EXHIBIT A-3 of 4 FIB - - Item 9. - 23 Ht S co �;;f' yjn .� Q +' tt��il: •�I�1•'1�`Y YII t..' :'�•IiJ.f �'• Iy��/. CGS C1 �, .r''�t��.;•�� lld'.r' •1 ' L' � •,rt ' per, .ii�'u. W IQ I � irk •I .5. t'!.� t i 1•� tu cr Je Q .Ata ° r Q CL z 2S. Aw �m ui L (4 Y N Resolution No. 2008-63 DECLARATION OF PERMITTEE I certify that no vehicle(s) will be used or operated in the performance of the task(s) or event(s) for which this permit is granted. I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued in connection with or in the performance of said task(s) or event(s) if any vehicle(s) is used. Signature of Permittee .Print name Company name (if applicable Date signed. 16407 . EXHIBIT i H -305- Item 9. - 25 ATTACHMENT Item 9. - 26 H -6- Igo 4 CD 3 Q0 'J FIRMS WHICH WER' :CTLY PROVIDED WITH RFQ FOR MUNCIPAL MAk— PING CONSULTANT SERVICES AD3 Inc. - Advertising & Design 27 Aller Court Glendale CA 91206 818-637-2423 bob@ad3desipn.corn Candelaria Advertising 3905 San Fernando Rd. Studio C Glendale CA 91204 818-550-0696 andw@candelaria-adv.com no longer in Chalfouh International 11936 Magnolia Blvd. Valley Village CA 91607 service Clear Channel 3400 W. Olive Ave #550 Burbank CA 91505 818-566-4757 petennartinezfaclearchannel.coni Davies/Blaze 225 Santa Monica Blvd 3rd Floor Santa Monica CA 90401 310-395-5050 crexraad@blaz r.corn DMC - DePinto Morales 10435 Mary Bell Ave. Los Angeles CA 91040 818-352-7618 ddepm±o'r,�depintomorales.cnm Communications Inc. Drizen-Dohs Corporate 9555 Cazyeroft Ave Chatsworth CA = 91311 ,818 7,"2-955S rdd@drizen�dohs cam �..; Communications, Inc .. ; x A, emmis Marketing Group 2600 W. Olive Ave. #800 Burbank CA 91505 818-238-6630 holdo-trir>d em .c rnrnis.com Hershey/Cause Response 1336 Fifth Street Santa Monica CA 1 90401 310-656-1001 dvrilson@hersheycause.com. Ideaology Advertising Inc. 4223 Glencoe Ave. A-127 Marina Del Rey CA 90292 310-306-6501 rsacksr. idc ac]loKv.b;r. Industrial Strength Advertising, Design & Comm. 23564 Calabasas Rd. #105 Calabasas CA 91302 818-223-9426 industrialstrenQtt7@sbc&IobaLnet Macy + Associates Inc. 411 Culver Boulevard Playa Del Rey CA 90293 310-821-5300 kmacv@macyinc.com fD 3 Cfl 00 I FIRMS WHICH WERE DIRECTLY PROVIDED WITH RFQ FOR MUNCIPAL MARKETING CONSULTANT SERVICES MLC & Associates 3525 Hyland Ave. Suite 265 265 Costa Mesa CA 92626 949.222.1202 bob. takemuraC(�mIca ndassociate S,corn Modern Design Group 19352 Bluefish Lane #103 Huntington Beach CA 92648 714-960-7603 Laui,i@ModernDesip,,ii.com Mustang Marketing 1090 Calle Arroyo Thousand Oaks CA 91360 805-498-8718 Ext. 105 scoff rnustar} mkt .earn Nmi - Natural Marketing, Inc. 1700 E. Walnut Ave. 1 #240 El Segundo CA 90245 310-322-9911 Ext. 100 ally herr;i,r,aturalrnarketin .corn The Pathfinder Group 1641 S Ponce de Leon Ave Atlanta GA 30307 800-477-2559 eaid pathgrp.com RDZigns 100 N. Brand Blvd. #416 Glendale CA 91203 818-539-2209 Ext. 416 ,am @ rdzi ns.corn Roland Communications 3940 Laurel Canyon Blvd #146 Studio City CA 91602 818-509-3080 ro1and4prftsbca1obal nc?t Smith Asbury Inc. 225 North Lima Street #6 Sierra Madre CA 91024 626-836-3300 udyt�sm'rhasbur .con, X,S Tribune Media Group Los Angeles 1 5800 Sunset Blvd. Los Angeles I CA 1 90028 1 323-460-5250 ftiiui-rietta@ktIa.com Trimark Advertising 209 E. Alameda Ave. #100 Burbank CA 91502 818-848-2858 eduard(a,trimarkfirm.com Velocity Sports & Entertainment 4960 Almaden Expressway Suite 309 San Jose FCA -T 95118 POST 1L/y: Premier Partnerships 11148 4th Street Isanta Monica ICA 1 90403 1 (310) 656-2500 randy(c7premierpartnerships.cam ATTACHMENT #3 HB - 09- Item 9. - 29 OF i REQUEST FOR QUALIFICATION FOR MUNICIPAL MARKETING CONSULTANT SERVICES Presented By Active Network 101 Main Street, Suite 260 Huntington Beach, CA 1 92648 aCtilVeNETWORK • TABLE OF CONTENTS A. Cover Letter (Vendor Application Form) .......... .... ................... 1 B. Qualifications and Experience......................................................... 5 1. HB Project Team................................................................ 5 2. Firm Organization............................................................... 6 3. Project History................................................................... 9 4. References....................................................................... 11 C. Project Methods ................... ..................................................... 12 D. Proposed Fee and Compensation Structure ............ ........... ............ 15 E. Additional Services Provided.......................................................... 1 1. Live Events and Entertainment ............................................... 16 2. City of Huntington Beach My City Web page ................................ 19 H -311- Item 9. - 31 A. COVER LETTER (VENDOR APPLICATION FORM) Active Network ("Active") is pleased to present a proposal to the City of Huntington Beach, California ("City") to provide municipal marketing consulting services for revenue generation through long-term partnerships with commercial enterprises. Active can provide the City with a team of marketing and sales professionals who are experts in developing and implementing strategic partnerships, sponsorships and events for municipalities with the objective of obtaining incremental revenue through long- term appropriate sponsorship and partnership programs. These programs are also designed to enhance the Huntington Beach brand, support local visitors and convention objectives and stimulate economic growth for local businesses. The City has shown initiative and foresight by envisioning the benefits of implementing a comprehensive corporate sponsorship and partnership program. We understand the City desires the services of a consultant to leverage the City's assets and assist in the management of the program, and to provide experience and marketing skills to complement the City's staff. Active will work closely with the project manager for the City and other City officials to accomplish the ultimate objective of generating a new profit center that will provide immediate and long-term revenue for the City. We will define community appropriate marketing partners for multiple revenue generating categories; then package and present the City's assets to selected private sector companies in approved Requests for Proposals; and assist in negotiating long term contractual agreements that will mutually benefit both the City and it's partners. Active will then engage in the management of each sponsorship and partnership throughout the terms of their contracts. We understand that: • Given that some of these may be the first programs of their kind within their respective categories, each program will need to be undertaken cautiously, carefully, and thoughtfully, with great consideration given to public sensitivities. • It is to be an overall effort developed systematically with City staff, with each marketing component to be implemented with the approval of City Council. • The effort must adhere to a disciplined schedule of work in its development. • The proposed compensation structure contained in this response will remain valid for a minimum period of 180 days. The Active is confident that the initial assets and opportunities identified by the City represent tremendous revenue generating potential that can be packaged and executed immediately. With our intimate understanding of the City, combined with our extensive client contacts in the industry, we have already provoked a high level of interest in municipal sponsorship and partnerships with the City of Huntington Beach. Item 9. - 32 H -- In a program of this magnitude, one that utilizes all of the City's tangible and intangible assets, there are always additional discoveries unique to the City. Our job is to identify, evaluate and package these other unique assets. Examples of added value opportunities are identified in our Additional Services Offered section of this response. Our stated scope of work will provide us with the information necessary to make realistic revenue estimates that correspond with the approved program categories and our existing customized municipal marketing RFP templates wilt allow us to move quickly and will provide the roadmap to monetizing these categories. With our Team's broad experience in. the field of municipal marketing, media and live events we know what to expect; we know that to be successful we need to educate and promote the understanding of these municipal marketing programs throughout the community, local government and the individual City departments. There will be challenges to overcome and successes to celebrate and the only way to successfully market and implement profitable sponsorship and marketing programs is to follow a well organized and proven work plan similar to what we have been executing for brand marketers, cities and counties for the past eleven years. We are confident that the Active Team is the right consultant to represent our City of Huntington Beach to national brand marketers, regional corporations and local businesses thereby creating tong term sponsorships and partnerships that will be mutually beneficial for all parties. We are excited by the prospect of moving forward with this project at your earliest convenience and please note that the project manager's contact information and office location are as follows: Don Schulte Director Business Development Active Network Municipal Marketing 101 Main Street, Ste. 260 Huntington Beach, CA 92648 714.374.3330, ext. 5011 ulte@activenetwork.com Agent Signature James Reyes, General Manager Print Name and Title HEM -31 -- Item 9. - 33 B. QUALIFICATIONS AND EXPERIENCE 1. HB Project Team Don Schulte, Project Manager Don was founder and C00 of Public Enterprise Group, Inc., a Huntington Beach corporation that was acquired by Active Network in 2005. It was the nation's first municipal marketing organization focused on strategic planning and new business development for cities and counties. Don will provide the full range of his experience in valuing and marketing municipal assets to the development of our plans for the City. Prior to founding PEG, Don was a partner with the Eagle International Group that handled sponsorships for international events. He continued these efforts for Hunt Sports Enterprises as Vice President of Marketing, focusing on naming rights and raising revenue for major league sports teams and facilities across the country. There he developed corporate partnerships and sponsorships for such events as Pacific Bell Park, Ryder Cup (Spain), Summer Olympics (Atlanta), NCAA Bowl Coalition, Hyundai Motor Golf Classic, 1998 Senior Open (Riviera CC), Super Bowl (1997, 1998, 1999), Kansas City Wizards, and the World Volleyball Grand Prix (Asia). In 1990 Don was Director of Marketing and Sales for the 1994 FIFA World Cup that was held in the USA 1990-1994. In that capacity he developed and marketed sponsorships and premier ticket packages to major corporations throughout the United States, Europe and South America. Previously, Don served as Director of Marketing for Pillsbury's Burger King Corporation, and later as Director of Marketing for Pepsico/Taco-Bell. Don began his career with the North American Soccer League's (NASL) Tampa Bay Rowdies. Don is a graduate of the University of South Florida, Tampa. Don resides in Huntington Beach with his wife and four children. Tim Kennedy, Media With over 20 years of experience Tim Kennedy has built a multi -faceted career in the out of home advertising industry. Most recently (2005-10) Kennedy was President/GM of Clear Channel Outdoor NY responsible for revenue and cash flow of the 55mm NY plant as well as the 140mm national sales team based in NY. The CCO NY plant consisted of 90+ employees and six offices/facilities in the tri-state area. In addition to sales/marketing/revenue generation, he had daily oversight/interaction in the areas of development, public tenders, government affairs, operations and finance. Before moving up to the President/GM role Kennedy was VP Sales and Marketing for CCO NY (1998-2005) overseeing a team of 30+ Account Executives, Marketing Team and Administrative staff. During this period, local plant revenue grew from 25mm to over 65mm with double-digit sales growth every year. The national sates revenue also grew from 74mm to over 140mm. From 1993-98 Tim was a National AE for Allied Outdoor, a leader in the NY/NJ billboard sector with 90+ premier faces. He grew his revenue significantly year to year before Allied sold out to what is now CCO. Prior to this, Tim was at Gannett Transit (1988-93) where he directly supervised the build out of 2000+ transit shelters in NYC. Upon the completion of the build out, he focused on the Item 9. - 34 H -1- 5 operations and sales service of the program. Kennedy began his career in the industry as a Field Supervisor for Van Wagner's Superclock program (1987-88), which consisted of over 5000 place, based signs in supermarkets nationwide. Tim resides in -New York City with his wife and children. Judy Anderson, Communications Judy was co-founder and CEO of Public Enterprise Group, Inc. and has helped the firm to develop a business concept that has transformed the way municipalities; healthcare networks and educational foundations view their marketing opportunities. Judy has over 20 years of marketing communications, strategic planning and project management experience supporting the revenue goals of government clients as well as promoting the sales of Fortune 500 corporations. In addition Judy is an internationally acclaimed professional speaker, having worked in corporate communications and advocacy for such companies as Hewlett Packard, Dell Computer, PeopleSoft, Epson and United Airlines. Her international experience includes work for Canon USA, Sanyo, and Nissan. She has appeared as a corporate spokesperson on The Today Show, Good Morning America, Evening Magazine, and many others. A graduate of the University of California at Berkeley in the field of Kinesiology, she attended Arizona State University for post -graduate work in Corporate Management. Judy resides in Huntington Beach with her husband and four children. Anne Buchanan, Client Services Anne joined the Active municipal marketing division in 2005 and has streamlined our client services department, specializing in the areas of operations and client support. She provides a great depth of experience in new business development, account service support and public relations. Prior to her current position, Anne spent the past fifteen years as a project leader and administrator for non-profit organizations throughout southern California and served on the board of directors for six organizations. Her expertise spans all facets of program policy development, event planning and coordination as well as organizational management. Anne is a graduate of California State University, Long Beach in Communications Studies with a focus on Organizational Communication. Anne resides in Huntington Beach with her husband and three children. 2. Firm Organization Active Network provides a foundation for exceptional access and distribution of marketing products and services. The City of Huntington Beach is a prime example of one of Active's long-term government customers that utilizes Active's proprietary software in the Finance and Community Services Departments. The Active Network, Inc. was incorporated in Delaware in 1999 and provides technology applications and marketing access to community service organizations worldwide. The company's application services help organizations increase efficiency, while reducing the cost and complexity of delivering services, managing community activities and H -315- Item 9. - 35 fundraising events. Organizations of all size use the company's technology to automate payment management processes, information collection, service delivery, activity registration, facility reservation, membership and fundraising management. With over 2,800 employees worldwide, Active is a private company positioned to help our clients achieve their organizational objectives in customer satisfaction, service delivery and marketing goals. Active's focus is: • Marketing services that deliver innovative marketing campaigns and bottom line results for corporations that position them among active consumers in authentic and relevant ways. • Customized technology solutions that increase productivity for governments and deliver greater access to services for communities. • Relentless pursuit of new opportunities by identifying strategic partnerships and new business opportunities that bring added value to our offerings for customers. ® Provide superior results for investors by delivering high value through operational excellence and market leadership. Active's financial resources continue to expand in an economy where many companies are forced to cut back. For the third year in a row Active was named one of North America's fastest -growing technology companies in the Deloitte Technology Fast 500, a ranking of the 500 fastest -growing technology companies in North America by percentage revenue growth over five years. Active has one the largest local government customer bases in the technology industry with over 1700 customers. Active's 2009 revenues exceeded $250m with 40% of its revenue generated from the local government market. Active's corporate headquarters are located at 10183 Telesis Court, Suite 100, San Diego, California 92121. The multiple company solutions, services and media properties allow our Municipal Marketing division deep resources for attracting sponsorships and partnerships. See below for a snapshot Company Overview of Active Network Media Properties: • www.Active.com - Leading online community for people who want to discover, learn about, share, register for and ultimately participate in activities about which they are passionate ® www.eteamz.com, www.clubspaces.com - Largest website publishing platform and team/league management service in the U.S. • www.ActiveGolf.com, www.Click4TeeTimes.com, www.FreeGolfInfo.com - Online resources for local golf information and online tee time reservations throughout the U.S. and Canada Item 9. - 36 H -16- mac ® NETWORK' • www.ActiveG[obal.com - One of the largest searchable databases of athletic events in the world • www.CoolRunnin .com - Online resource for runners of all ability that includes information, services and tools for the running community • www.LaxPower.com - Online community for high school and college lacrosse players and fans • www.SportsPower.com - Online community for high school schedules, scores, ratings and rankings for baseball, football, basketball, lacrosse and softball • www.ActiveTrainer.com - Online resources for individuals to create training plans to help reach fitness goals • www.ReserveAmerica.com - Online resource to make campsite reservations in North America • www.iHoops.com - Online resource for youth basketball designed to enhance the athletic, educational and social experience of the participants The division of Active Network that will be responsible for this project is Active Municipal Marketing, located at 101 Main Street, Suite 260, Huntington Beach, California. H -317- Item 9. - 37 3. Project History Our experience with other clients is reflected in the quality of our work history. Please note that the projects outlined below are similar in size and scope to the City of Huntington Beach. This five (5) year client project history includes the development and management of corporate partnership programs. Item 9. - 38 H -318- 'Ca City of Las Vegas, NV $5m ® Online Commercial 10 years (Annual/ Mapping Quarterly) ® Public Space Recycling ® Media Services • My City Web Page ® Official Car Rental City of Arlington, TX 1$2.5m • Public Event Parking 10 years (Annual/ ® Beverage & Snack Quarterly) • Media Services City of Colorado Springs, CO 1.5 Million . Beverage & Snack 10 years (Annual/ ® Public Space Quarterly) Recycling ® My City Web Page New York — Health & Hospital $18m ® Beverage & Snack 10 years Corporation, NY (Annual) City of Scottsdale, AZ TBD In Progress 2010 - Present City of Pittsburgh, PA TBD In Progress 2007 - Present City of Allentown, PA TBD In Progress 2009 - Present City of Janesville, WI TBD In Progress 2010 — Present Village of Howard, WI TBD In Progress 2010 - Present HB -319- Item 9. - 39 4. References Client Reference Project Project .Duration Las Vegas, Nevada ®Online Commercial Corporate Partnership Et Marketing Program Mapping Esther Carter, Administrative Services ® Public Space Recycling 2007 -Present ecarter@LasVegas Nevada. GOV ® Media Services (702) 229-6672 ® My City Web Page • Car Rental Official Partner Arlington, Texas Market Based Revenue Opportunity Program Trudy Lewis, Revenue Enhancement Specialist • Public Event Parking P.O. Box 90231 o Beverage Et Snack 2008 - Present Arlington, Texas 76004-3231 ® Media Services Trudy. Lewis@artingtontx.gov (817)459-6347 Santa Clara County, California Corporate Partnership Program ® Beverage Et Snack Pat Love, Project Director . Banking 2008- Present patrick95125@gmail.com a Multi -Functional Copiers (408) 981-1777 Alliance for Innovation Corporate Partnership Et Marketing Program Pam Muse, Western Regional Director o Partnership/Sponsorship 2008- Present pmuse@transformgov.org Program (888) 468-6450 Sacramento, California Green Partnership Program Mark Prestwich Special Projects Manager (Currently in Phase 1) 2009 - Present mprestwich@cityofsacramento.org (916) 808-7618 Item 9. - 40 H - 0- 11 1 �, OR a s C. PROJECT METHODS SCOPE OF WORK Readily available categories that are identified and mutually approved by Active and the City, will be immediately packaged and marketed. Active is submitting herewith the methodology to successfully complete this project with the purpose of assisting the City with marketing, development and negotiation of sponsorship agreements, and implementation and management of each sponsorship agreements through each contract term. STEP I: Revenue Potential • Active will meet with designated City Staff in order to continuously develop and add to the City's existing inventory list and a prospective sponsor and partner target list. This process will assist Active to better gauge the size of the City's revenue opportunities. • Active will review all current contracts and assist the City in the development of a set of program policies to guide the work of the City in pursuit of sponsorships and partnerships. • Active will conduct a creative "Blue Sky" session with City staff. Knowledge from this session will aid in analyzing and prioritizing the partnership categories. • Site Visitation/Inventory Assets: In addition to the City's list of possible assets and opportunities, Active staff will inspect and evaluate City assets offering additional promising marketing opportunities. STEP 2: Corporate Sponsorship Ft Partnership Timeline The Corporate Sponsorship l:t Partnership Timeline will be developed defining potential categories and outlining the benefits and policy considerations for each opportunity. The timeline will include an inventory of new and existing assets and projections for revenue generating opportunities for the key categories. • Create a Corporate Sponsorship Et Partnership Timeline • Develop and prioritize sponsorship and partnership categories • Define category specific policies and procedures • Develop prospective sponsorship and partnership target lists for each category STEP 3: Development of Marketing Packages • Active will help prioritize and pursue the top sponsorship and partnership categories. Active will develop a Corporate Partnership Package for each designated category that reflects an agreed -on price/value strategy, and includes the customized rights and benefits for each category. HB -321- Item 9. - 41 • Develop sales and marketing collaterals; including sales materials and presentations. • Next we will guide the City in formulation of category specific Request for Proposals. Also included is the management of the RFP process, allowing the City to select opportunities that meet their marketing needs and confirm the ability of the City to deliver prospects requests. STEP 4: Solicitation of Sponsorships Et Partnerships • Active will initiate a multilevel marketing sales campaign for priority prospects. • We will conduct presentations at multiple executive levels within the corporate structure and escort the prospects on site visitations as needed. Active will provide them with all of the necessary information and education to get a clear understanding of the assets that the City is offering in exchange for the opportunity to promote their brand, product and service marketing plans. • We will deliver the designated RFP to qualified prospects and guide them through the RFP process. Active will manage all phases of negotiation with one or more corporate partners. Prior to submission of their proposals, Active will repeatedly contact and encourage participating prospects to compete aggressively in bidding against their leading business rivals. • Active shall obtain and evaluate offers from each prospect indicating the willingness to enter into a sponsorship or partnership agreement with the City. STEP 5: Negotiation, selection, and final contract • Active will provide the City with an Evaluation Report comparing the benefits offered by each prospect. We will organize negotiation meetings between Staff and prospects and monitor and advise throughout the selection process. • Active will meet with Staff to review their bids, analyze the content and make recommendations for prospect selections. • Given preliminary Staff agreement to the selected prospects, Active will organize presentations of the proposal by the recommended prospects to City Staff. • Upon selection of a marketing sponsor or partner their offer will be referred to the City Legal Department to complete final stages of a format agreement. The agreement shall be presented to the City Staff for approval. STEP 6: Implementation of Program • Once final contracts have been signed Active will oversee the rollout of each new sponsorship or partnership program. • Active will develop performance evaluation protocols to oversee the successful Item 9. 42 H -322- '' implementation of the new program. Active will remain engaged with ongoing management of each sponsorship or partnership agreement throughout each respective contract term. H -32 - Item 9. - 43 D. PROPOSED FEE AND COMPENSATION STRUCTURE If appointed as the consultant for the City of Huntington Beach, Active offers the choice of two options of remuneration: • Option 1 (based on performance only) - Active would expect to receive a 15% commission on all revenues it raises for the City upon successfully negotiating and closing any sponsorship and partnership contracts. ® Option 2 - Active would receive a retainer fee of $5,000 per month for six months and an 8% success fee during a timeframe to be determined by mutual agreement between the City and Active. Item 9. - 44 H - 24- 15 E. ADDITIONAL SERVICES OFFERED Jumpstart Marketing In an effort to accelerate revenue opportunities Active has in place several proprietary marketing programs and services that are ready to move forward. These added value programs will be available immediately for review by City Staff. 1. Live Events and Entertainment In addition to the value a brand receives from placement of signage and other municipal exposure opportunities, events and entertainment deliver revenue and other valuable benefits to the brand and the host city. Entertainment provides brands with a glamour and excitement factor that can have a so-called "halo" effect. A customized event obviously builds the public profile of the city and the sponsor, but it also brings people to the city, thereby increasing the benefits from existing signage to the brand, and providing tax and business revenue through higher occupancy rates at restaurants, hotels, parking lots and other city retailers and facilities. Recognizing the potential benefits from events and live entertainment, the Active Network has associated with some of the world's top entertainment creators and producers, who are seasoned in working with public authorities to maximize the value that constituents, brands and governments can receive from entertainment. This team can provide the following to the City: Creation of special or "signature" events, carefully tailored to show the assets and culture of a city or region, and also to grab attention nationally or globally. Often these events are built around a holiday or occasion, and ideally, such an event is of a quality or style that it will be picked up for TV broadcast, which can exponentially increase all of the benefits. The ultimate example is, of course, an Olympic opening ceremony. However, other US cities have established events that have become vastly popular and iconic representations of the city. Examples include the Macy's Day Parade: Manhattan; Rose Parade: Pasadena; A Capital 4th: Washington, DC; Pageant of the Masters: Laguna Beach; Mardi Gras: New Orleans. Where a city has entertainment facilities, such as concert halls or amphitheaters, the way those facilities are programmed, managed and promoted can be the difference between a standout entertainment season that generates substantial revenues, or a lackluster program that may even burden city coffers. The difference is experience in knowing the potential of a facility, and operating it accordingly. Examples include the Greek Theatre in Los Angeles: City of LA; the Pacific Amphitheatre: 32"d District Agricultural Association in Costa Mesa; and the South by Southwest music festival and conference in Austin, TX, which utilizes many facilities, public and private. • Where cities already have one or more events, it is possible to use those events as a platform to create or attract additional events and focus. There is also the H -325- Item 9. - 45 AM muctilVeNTWORI possibility of looking at the totality of city's events and attractions, viewing them as a series, and then promoting them accordingly and looking for content to fill logical gaps in the program. This creates a critical mass, and brands typically like to sponsor a series over a one off event. Examples include the Hollywood Bowl World Festival: County of Los Angeles; American Express River to River Festival: a coalition of New York public bodies. For cities that are looking for entertainment and events, or that often receive expressions of interest in the field of entertainment, it can sometimes be difficult to cut through to the reality of an opportunity culturally and financially, or to attract the right property into the community. In those instances, a trusted team of experts can provide the guidance necessary to make sure that the right approvals are granted under the right terms. The team that Active Network has assembled includes the following world -class individuals, who are available to provide services where needed or desired. Ric Birch Ric is widely considered the originator of the modern spectacular or "mega" event. His first step on the global stage was the ceremonies for the 1982 Commonwealth Games in Brisbane. These made such an impact that Ric was immediately hired in the United States as the Director of Production of the 1984 Los Angeles Olympic Games. He returned to Australia to be Director of Entertainment for World Expo 88 in Brisbane. On the heels of that, he went to Barcelona as Executive Producer for the 1992 Olympic Ceremonies, and then Sydney where he was Director of Ceremonies for the Sydney Olympics in 2000. That same year, Ric produced the Millennium Celebrations on Sydney Harbour, which were hailed the best in the world by international press and TV commentators. More recently, Ric was the Senior International Creative Advisor for the 2008 Beijing Olympic ceremonies, the Executive Producer of the official celebrations of the Bicentennial of Mexican Independence in 2010. He is currently working on a series of other projects, in many cases taking his global experience to a local level. Joseph Finneran Joseph Finneran is a broadcast and special event producer who supervises concept development, design and production of entertainment and communications events as well as multi -camera broadcast and technical production of national and international televised specials. Finneran recently completed work as supervising producer of broadcast operations for the Mexican Bicentenary, including 4.5 hours of live broadcast events from Mexico City.He is also the producer of two annual public event TV productions: A Capitol Fourth and the National Memorial Day Concert, both for PBS. Other recent broadcast events and campaigns include the "Born HIV -Free" campaign with French First Lady Carla Bruni-Sarkozy, and a high -profile identity campaign featuring Madame Bruni-Sarkozy, Bono, Bill Gates, UN Secretary General Ban Ki-moon and Kofi Annan, both for the Global Fund in Geneva. He also recently produced "A Celebration of Country Music at the White House" from the East Room of the White House. In 2008 Finneran produced of the World Series Victory Celebration for the Philadelphia Phillies, with an audience of over 2.5 million people and produced several Item 9. - 46 HB -326- 17 s , .:NET 1 major live satellite and streaming events for the Hillary Clinton for President campaign, including a live interactive town hall from New York, the largest national broadcast and Internet town hall event of its scale to date, with a combined audience of more than 1.25 million participants. Mike Garcia Mike was the Senior Vice President / Chief Operating Officer for Live Nation, the leading national concert promoter. There he was responsible for overseeing the daily operations of the western United States including 17 venues ranging from small nightclubs to large outdoor amphitheatres. Prior to joining Live Nation, Mike was the General Manager for Nederlander Concerts and the award -winning Greek Theatre in Los Angeles from 1994-2005. His responsibilities also included show operations and acquisitions for new contracts at venues across the western region including The Forum, Bakersfield Centennial Garden, Staples Center, Honda Center and the Grove of Anaheim, among others. Before coming to Nederlander, Mike served as the Director of Facilities at the Target Center Arena in Minneapolis, MN, for over three years. He started his career in the concert industry working for legendary San Francisco concert promoter Bill Graham, where he learned the importance of customer service and infusing fun and theatrical appeal into every event. Mike currently advises the 32nd District Agricultural Association regarding the Pacific Amphitheatre at the Orange County Fairground; he serves on the Advisory Board for the California State University of Fullerton's Entertainment and Tourism Studies and is a regular guest speaker at the University of Southern California and University of California, Los Angeles. Adam Burke Adam started working in live entertainment in 1996 when he moved from Australia to work at the Iverson, Yoakum, Papiano Et Hatch law firm. There he started acting as counsel for Nederlander Concerts in Los Angeles. This role was unusually broad for legal counsel, and included an overall advisory function working closely with the operations and programming teams at some of the premier live venues in Southern California, including the Greek Theatre in Griffith Park (via a contract with the City of Los Angeles, Department of Recreation and Parks), the Santa Barbara Bowl, the Anaheim Pond, the Grove of Anaheim and the Pantages Theatre in Hollywood. His work included advising on transactional and legal matters for operations, venue booking issues and overseeing the completion of sponsorship agreements for venues and concerts. During this time, Adam also represented Ric Birch and his company Spectak Productions, which has been involved in creating most of the Olympic ceremonies in modern times. In 2005 Adam left the full time practice of taw and founded Autonomy with Phil Green. Autonomy handles a wide range of entertainment projects, including live music and television. In 2009 and 2010 Autonomy was a partner in the production of the official events for Mexico's Federal Government to celebrate Mexico's bicentennial of independence. Adam's roles as a principal and officer of the production company included overseeing business affairs and government and external relations. H -327- Item 9. - 47 Phil Green Phil understands the intersection of live event production and sponsorship. For the last five years he has been a partner at Autonomy, an entertainment production and management company. During that time he worked as a producer for the Bicentennial of Mexican Independence, where he recruited the creative team for the main show, produced three internationally broadcast concerts featuring top Mexican talent, and oversaw all corporate partnerships. Prior to starting Autonomy, he produced the Santa.com Holiday Parade along Fisherman's Wharf in San Francisco, which featured several internet and technology sponsors and was broadcast on USA Network. Prior to that he produced the Run for Youth at Paramount Studios, which raised money for several youth non -profits and was sponsored by Sara Lee, Nike, Nestle, Fossil and more. 2. City of Huntington Beach My City Web page Concept At no out of pocket cost to the City, the launch of the City of Huntington Beach municipal marketing campaign begins with the development of an interactive City of Huntington Beach My City Web page ("My City") with proprietary positioning on the City's web site to display information that would be commercially useful to all City revenue opportunities and marketing partnerships. The City, in collaboration with Active, would engage a suite of online technology solutions to automate and streamline online sponsorships, donations, partnerships, campaign managements, event registration, marketing, promotions and events. This allows the City to collect online donations for any type of fundraising campaign in coordination with an existing event or a standalone fundraising drive. The My City web page would be a clearinghouse for all of the City's marketing activities. Each marketing section will have a specific target audience, and will be educational, provocative and have the ability for constituents to make online contributions immediately. The key sections recommended are: • Current Partnerships • Green Marketing Partnerships • Mayor's Message • New Partnership / Sponsorship Opportunities • Give Where You Live (Parks, Sports, Seniors) • On Line Advertising / Advertisements (Google Ads) • Idea/Suggestion Box (got ideas?) • Marketing News Around the Country (Latest News) Analysis This customized municipal marketing site will have multi -purpose capabilities. This site will feature citywide marketing efforts and promote our partnerships and sponsorships. It will also serve as a revenue -generating tool that registers and educates commercial sponsors, public donations and Green partnerships. This page will include features that allow direct financial transactions, message boards, promotions and email communication capabilities. By driving traffic to the City web site and promoting the Item 9. - 48 H -2- 19 aRCOVONETWORXI My City web page the City will have created a marketing tool that can be used for revenue generation at the City's discretion. The potential revenue from this source will be determined upon the number of partners/sponsors, the amount of promotion by the City and the content value developed. Green Marketing Partnerships: Included in this page will be the latest information on sustainability and green initiatives. By promoting our Green partners and sharing revenues on sales of their respective products and services allows both revenue generation and benefit to the community. It also positions the City as a leader and steward of environmental issues. Events, issues and ideas can be reviewed, evaluated and commented on to better position the City as a true leader and listener of its respective citizens. There is also the opportunity to develop dedicated Green marketing partnerships. These partners could promote their respective Green products and services while sharing revenue with the City. Municipal Fundraising: An example of raising revenues through promotions would be if the City were to cancel a 4th of July fireworks event. A plan to have citizen and merchants participate in a fundraising program would direct them to the My City Web page (local media could also support this promotion). Another example of this would be to address water issues with a water conservation campaign to include the community in an effort that impacts citizens as well as the City. Community Giving/Marketing By including the ActiveGiving solution Active will provide online fundraising technology for any or all departments or groups (profit or non-profit) to maximize fundraising potential and drive additional revenues. Active is well suited to develop these donations and fundraising tools. Currently Active manages over 40 thousand listings each year and over 200 million in registration fees making Active the leading provider of this customized technology. This is the best tool that is adaptable for even individual use for any cause deemed appropriate for the City. ActiveGiving • Fundraising technology that can be used to collect general donations, membership fees, campaigns and individual and team fundraising • Online registration for your "thons", walks, 5K's, marathon training program, golf outing, or special event • Ticket sales for your gala or golf outing • Fundraising consulting and customer support for client and fundraisers • Online trainer (www.activetrainer.com) • Online registration and management for your volunteers • Online community message boards • Fundraising Tips Benefits: The purpose is to engage local citizens, regional and local businesses and prospective sponsors and donors in a manner that would allow the following benefits: • Promotes and solicits City marketing partners and sponsors H -32 - Item 9. - 49 ctiveNETWORIJ • Educates the public regarding City marketing programs • Supports Green and sustainability plans with actionable alternatives • Generates revenue from creative marketing partner agreements • Interacts with the public by blogging or polling capabilities • Creates a venue for site or event specific funding/donations • Provides a platform for City wide fundraising and promotions Item 9. - 50 H -330- 21 ZICOVeNETWORU ME= aoWs�N+heseYu,l Lva. htcpiv3s4.Ae�,:,yk j:, .:�rRniUnity L'nP;+fiLiRl[IP.i ii3ti:3 Nr 1Z±['!'edtlTB} - ..� Psxrcx,C: , a r FKr? tnw.�ips, c;tv�ffr�yanil;fS. - N ry t to . Mtt Irsi �lza.�z+ra yrs - i11R �+ How con lhelp? That is A ri-esti-ri we have heard for roo"th%asthe wahlies of the economic downturn have impacted City services. The City of Iuntington "Give '.fttntact information Beach has developed the Where -You iive" program to give citizens the opportunity to donate to the programs and services they mast value. By ` -city of Huntington Beach - a clicking an the "Donate" button below, you can view a list of popular categories Finalace Department and rn'ak'e an on-line donation.Or you can choose 'tither' and fill in a progrant 2€ 00 Main Street or department you want the money to support. Your donation can be as broad - Huntington Reach. CA 92548 as overall park maintenance, or it can be narrowed down to a particular _- �fvt �n tiry hau maintenance function at a park in your neighborhood, City Gym&Pool Donate r Dog Baat,h Donate Equestrian Center Donate - " Adventure Playground Donate Surf City Nights- Donate Art A Fair d Farmers Market Donate - Project Self -Sufficiency Donate ... ...., Hid Skate Parks Donate Mayors Message _ Huntington Beach Art Cer:ter Donato Shipley Nature Center Donate The City ofHt+ntington Beach is godnrg through `. Newland Horse M seum - Donate etttraordinairy and chat 4th of 9uty Parade Donate lenging times as is nearly Interna€ional5urhng Museum -Donate Z every other city, county SpFarts[amfslexatHuntintdirsnCwniratPark Donate and Stategovernmrn)t , il,- The City of Huntington Lake Park Clubhouse 3, BBi} Donate Beach has done a great x Adopt•a•Beach Donate deal in ensure the .,' i budget is balanced while crltiCalClty42rVit,25are maintained. We have also began implemented a The City of Huntington Beach's CorporaIe Partnership Program features city Corporate partnership events and leverages all City approved assets to reward local and regional carp- program to help activate =- orations and businesses for participating and giving back to the community. a new lw onoe stream for the city; The City of Coca-Cola More details Huntington Beach is y ' Chevrolet & the Beaches More Details known throughout the wotld and is second only Hurley MineDetails to Gtr, idle for brand Public Space Recycling More Details recognition. The possibil- - parinwr- HBO & Skate Parks Mom Details � ships re limitless, ships are hmrfEess. Media Services More Details Joe caoluo Mayor e a:. t It is not necessary to chancre the wordd all at once.. but it is ,j (� f] � � lj possible to start changing our world for the better one step at a fline_The opportunity to trigage with other organizations and rc5i(ignt„s that aatue 'susrhlnattlity and :nro'insnrrsental ieU�'8I5 4usta dick aN! -; ! ay. Join us in making the Vfllage of Howard a .......... cleae�r,greeneepiacetolive. - ' cticisthere to 4wa y ur .11 / y y.v..rerr4GM G,�:�d16/iE GWt7. tY t15£e� l'rd ilhj l��diti Item9.-51