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Agr. Professional Consulting Services CONTRACT FOR PROFESSIONAL CONSULTING SERVICES By and Between The City of Salina, Kansas and Hammer, Siler, George Associates This contract is made and entered into on the 27th day of August 1990, by and between the City of Salina, Kansas, (hereinafter referred to as the "City") and Hammer, Sil er, George Associ ates (herei nafter referred to as "Consultant"), a corporation incorporated in the State of Georgia. WITNESSETH THAT: WHEREAS, the City des i res to obtain profess i ona 1 consultant servi ces for the purposes of analyzing the economic impacts and market potentials of the Bicentennial Center, and the Consultant desires to provide such services. NOW, THEREFORE, the parties agree as follows: I. GENERAL A. The scope of services of the consultant shall be those set out in Appendix A "Scope of Services" of this contract, subject to amendment under the provisions of Paragraph VI. B. Mr. Bill Harris will be the City's Project Manager for purposes of administration and direction of this contract. Said representative shall receive all invoices for payment and copies of communications pertaining to the scope of services, fees or schedule of performance for this contract Said Project Manager shall also be responsible for providing technical guidance, data collection and other assistance and coordination to the Consultant. C. The Consultant hereby agrees to hold and save the City harmless from any and all claims, settlements and judgments, to include all reasonable attorney's fees, suit and court costs for personal injury, property damage and/or death arising out of the Consultant's or any of its agents', servants', subcontractors' and employees' negligent acts or failures to act, in the performance of this contract. II. SUBCONTRACTORS AND ASSIGNS The Consultant does not intend to subcontract any portion of the agreed upon scope of services. The Consultant will notify, and must obtain -1- prior written approval from the City for any subcontracts. Such approval may be withheld by the City for any reason whatsoever. II I. FEES A. The tot a 1 fi xed fee to be pa i d for all serv ices completed by the Consultant under the scope of services shall be $28,350. The City will compensate the Consultant within thirty (30) days of receipt of an invoice from the Consultant requesting such payment. Such payment shall be invoiced to the City not more frequently than monthly based upon the Consultant's estimated percent of work completion. The estimated percent of completion shall be subject to review and approval by the City. Each bill shall be accompanied by a cumulative statement of the percentage of the total project work completed to date. B. In addition, the Consultant agrees to make additional professional consultant services available to the City, if requested by the Project Manager, beyond the level of effort cited in Appendix B. "Budget". Such services shall be provided at the then current hourly ratE!S for the personnel involved, plus expenses. C. The consultant shall permit the City or its designated representative to inspect and audit all records and invoices relating to the Consultant's performance of work under this contract. IV. MEETINGS AND PROGRESS REPORTS It is understood that the Consultant will work closely with the City and its Project Manager throughout the conduct of thi s study. The Consultant shall coordinate a schedule of meetings with the Project Manager to effectuate the purposes of meaningful policy inputs and decisions. V. TIMING AND COMPLETION OF STUDY A. Work shall be performed pursuant to the estimated schedule set forth in Appendix C. "Schedule". The work schedule may be modified from time to time as necessary, by the Consultant, with the prior approval of the City. When one of the parties to this contract recognizes that a change in the schedule may be required, it shall as soon as practical bring the matter to the attention of the other party. B. Execution of th is contract by the City shall const itute authorization for the Consultant to begin work. -2- VI. CHANGES IN SCOPE OF WORK A. If the Consultant is of the opinion that any work it has been directed to perform by the Project Manager constitutes work not included in the duties set forth in Appendix A and, therefore, in its judgment constitutes extra work, it shall notify the City in writing. In the event the City determines that such work does constitute extra work, the Project Manager shall, at its option, rescind the direction to perform such work, or provide extra compensation to the Consultant for such work pursuant to an amendment entered into pursuant to Paragraph VI-B of this contract. B. If either party to this contract recognizes that a change in the scope of services may be required, it shall, as soon as practical, bring the matter to the attention of the other party in writing. Any material change shall be accomplished through a written amendment to this contract, signed by both parties. Material changes which will result in, or affect, the nature of any final product shall require the mutual consent of the parties. Nothing in this paragraph shall alter the City's right to termination as set forth in Paragraph VII, nor shall the Consultant be obligated to provide additional effort beyond the levels detailed in Appendix B without additional compensation at its normal hourly charges, plus any direct expenses incurred. VII. TERMINATION A. The performance of work under this contract may be terminated in whole or in part by the City if, through any cause, the Consultant shall fail to fulfill in timely and proper manner its obligations under this contract, or if the Consultant shall violate any of the covenants, agreements, or stipulations of this contract. Termination of work shall be effective by written notice to the Consultant specifying the extent to which performance is terminated, and the date upon which termination is effected. The termination date shall be the date of notice. The City shall specify in the notice the nature of the default. The Consultant may, within ten (10) days from the date of notice: 1) correct the default; 2) produce ,a plan for correct i ng the defaul t; or 3) show cause why the defaul tis beyond the control and without fault or negligence of the Consultant. Ten (10) days subsequent to a notice of termination by reason or default, the City shall either: 1) accept the Consultant's response and reinstate the contract; or 2) find the Consultant nonresponsive. Acceptance of the Consultant's response and reinstatement of the contract may be made conditional upon performance of uncompleted and specified tasks within a specified period of time. B. The City may terminate this contract at any time b:y a notice in writing from the City to Consultant upon a finding by the City that such -3- termination of the contract as a whole or in part is in the best interest of the City. C. Upon not ice of termi nat i on either by reason of default or otherwise, the Consultant shall take immediate action to terminatle all work and commitments relating to this contract as of the termination date. The Consultant shall make application for final payment to the City within 90 days of termination. The Consultant shall bill and the City shall pay Consultant costs related to work performed or services and supplies acquired to the reasonable satisfaction of the City up to the date of termination, after delivery of such work product or supplies to the City. VIII. WORK PRODUCT A. The work product of the Consultant, including all formal communications, plans, maps, presentation materials, reports and other data prepared under this contract shall be delivered to the City upon completion of this contract. B. Upon completion of the terms and conditions set forth herein, the Consultant shall prepare and deliver to the City ten (10) copies of the final report, an unbound reproducible master copy of the final report, and copies of all materials prepared in association with public workshops and training sessions. IX. PERSONNEL The Project Manager for Hammer, Siler, George AssociatE~s will be Daniel R. Guimond. Principal analysts on this project will be Bonnie Finne and Ellen Ittelson. Additional staff may be utilized as required through the course of this analysis. X. BINDING EFFECT The terms and covenants of this agreement shall be binding upon the parties , personal representat i ves, successors in interest or poss i b 1 e assigns. XI. MERGER This agreement and the other documents specifically referred to herein represent the entire agreement between the parties hereto with respect to the subject matter hereof, and all prior agreements, understandings or negotiations shall be deemed merged herein. No representations, '~arranties or certifications, express or implied, shall exist between the! parties, -4- except as stated herein or in the other documentation specificall.y referred to herein. X II I. LAWS This contract shall be construed under and governed by the laws of the State of Kansas. XIV. SEVERABILITY In the event anyone or more of the provlslons of this contract shall be determined to be illegal, unlawful, unenforceable, or unconstitutional, such determination shall not alter, annul, repeal or otherwise affect any of the other terms, provisions, restrictions or conditions of this contract nor the contract as a whole. The City of Salina, Kansas: ~c~ ' 'M~~ \ ~("' -.J~u..I... . ~\.; w u.... Attest ~ ~~ l.k\... Hammer, Siler, George Associates: ~/?~---4 2JP~. 2(~ Attest: / -5- APPENDIX A SCOPE OF SERVICES Bicentennial Center is an important civic/cultural facility and economic activity generator for the City of Salina. The facility allows Salina to attract concerts, trade shows, sporting events and other types of entertainment to Salina that could not be accommodated in the otlner public and private facilities in the city. As such, the Center contributes much to the area's quality of life in much the same manner as othey' publicly supported facilities such as parks, recreation centers, senior centers and libraries. And to this extent, the support and operation of the facility is a legitimate public sector endeavor. Similar to these other public facilities, a certain portion of the Center's operational budget is generated through user fees, in this case, rent for space and the profits from food and beverage sales. But, 1 i ke virtually every other public facility in the country, the Centet' does not cover its total budget out of operational revenues. Additional city funds are required in the form of debt payments, utility coverage and operational subsidies. These payments are made with the understanding that, not only is the Center an important public facility to local residents, but it is also an economic generator which spawns spin-off business for lodging, restaurant and retail establishments, and direct sales and lodging tax revenues to the City. There is also an additional economic benefit due to the "multiplier effect" of these imported dollars measured in terms of additional employment and income to local businesses and residents. The Task Force has been addressing a number of organizat.ional and functional questions regarding the Bicentennial Center fadl ity and operations including the importance of the in-house catering operation. In -6- terms of a larger strategic plan, there are three major questions that should be addressed: 1. The Economic Impact of Bicentennial Center. What is the! Center's economic contribution to the City? A thorough quantification of the facility's economic benefits can provide a greater understanding of the Center's economic as well as civic importance and can provide a framework for evaluating the need for and value of City financial support. 2. The Market Potential of Bicentennial Center. Is the facility capturing its potential in terms of meetings, conventions and events based on the available state and regional markets and the performance of competitive facil ities? 3. Recommended Improvements. What improvements -- either operational or facility -- can improve Bicentennial Center's competitive position and what level of additional business can be generated by the improvements and changes? We have outlined a step-by-step approach to these three major tasks as described below. Task I. Economic Impact Analysis The pri mary economi c benefits to Sa 1 i na (beyond direct re!venues to Bicentennial Center) are additional hotel/motel and retail expenditures made by visitors and the associated tax revenues to the city as a result of those expenditures. There is also a secondary economic impact generated by the add it i ona 1 employment generated by these hotel and retail expend itures -7- referred to as the "multiplier". We will quantify the direct and indirect economic benefits and costs of the existing facility as follows: 1. Direct Revenues and Expenses. Operational revenues from facil ity rentals, services and catering functions and the costs of operations will be quantified from Bicentennial Center financial and event statistics. 2. Lodging Expenses. Based on a review of event statistics for the last two years, we wi 11 quant i fy the number of attendees by tYPE! of event (meetings, conventions, trade shows and sporting events). For each type of event, we will estimate the number of nonlocal attendees, average number of visitor-days and room-nights generated by type of event. We will then calculate total room-nights, lodging revenues, and lodging or sales tax receipts. 3. Retail Expenditures. For both the day visitors and overnight visitors, we will estimate average retail and restaurant expenditures per day from industry sources and quantify annual retail expenditures and associated sales tax revenues. 4. Secondary Benefits. We will calculate employment and income levels associated with these retail and lodging expenditures and estimate the spin-off or multiplier impacts of this employment generated by these expenditures by visitors to the City of Salina. 5. Cost Benefit Analysis. The total economic benefits to the City generated by Bicentennial Center will be compared to the costs of operation on an annual basis. The nonquantifiable benefits associated with bringing events and activities to the local population will also be cited. -8- Task II. Resident Survey We will conduct a mail-out survey to obtain community input on facility use and desires regarding future use and expansion. In order to achieve 300 responses, we woul d need to send out 850 surveys (assumi ng a 35 percent response rate). We would propose that the designated representatives of all civic cultural fraternal and religious organizations in Salina be included in the survey sample as "citizens" to be surveyed. The advantage of including these individuals is that, as individuals involved in organizations holding group events, they could provide us more detailed data on the organizations and their event needs, and could provide us with the name of a person at the state level in their organization responsible for planning and programming meetings. We would then add this person to the survey list for Task III. 3. to find out where and how often they meet. Task III. Market Study In this task, we will evaluate the market performance of Bicentennial Center for state and regional meetings and trade shows based on a quantification of the total potential market and an evaluation of Salina's capture rate visavi its competition. Salina is a second-tie~r meeting destination in Kansas, primarily competing for those state association groups that hold annual meetings and trade shows and/or more frequent regional meet i ngs withi n the state. We wi 11 conduct thi s market ana lys is in the following manner. 1. Competitive Facilities. With your assistance, we will idEmtify the competitive facil ities and cities in Kansas with whom Bicentennial Center competes. The competition will be compared to Bicentennial Center in terms of facilities, capacities, utilization and operating -9- success. In addition, local private meeting facil ities, including hotels and restaurants, will be inventoried to better quantify Salina's competitive position. 2. Kansas Meeting Market. The overall market for meetings and events for which Salina can compete will be tabulated from IACVB records and/or the facilities themselves. From these and other available sources (such as state directories, lists of associations and names provided by the representatives of local organizations), we will compile a list of the associations, fraternal and religious groups holding meetings in Kansas for which Bicentennial Center may compete. 3. Survey of Kansas Groups. We will mail out a confidential survey to a list of organizations for whom Bicentennial Center has facilities to accommodate meetings and trade shows to collect data on how Salina and Bicentennial Center are perceived as a meeting and trade show location. We will survey both groups who have previously met at Bicentennial Center and groups who have not previously met in Salina. 4. Bicentennial Center Capture. We will then evaluate the competitive position and capture rate of Bicentennial Center and compare its success to its competition based on the quantification of the potential market, evaluation of the competitive facilities and their business, and the user groups survey results. Task IV. Facility Improvements Based on the Task II. Market Analysis, we will make preliminary recommendat ions for facil ity and/or operat i ona 1 improvements that woul d improve Bicentennial Center's ability to attract meetings and trade shows. -10- The general costs of these improvements will be compared to their ability to generate additional business and prioritized on that basis. -11- APPENDIX B BUDGET We agree to complete the scope of services outlined in Appendix A for a fixed fee of $28,350 including all professional time and expenses. The approximate level of time and effort by task is shown in the table below. Principal Associate Research Clerical Total Total $ Task I. Economic Impact Analysis 24 60 20 8 112 $ 6,700 Task II. Resident Survey 8 16 0 24 48 2,500 Task III. Market Study 40 80 80 24 224 11 ,800 Task IV. Facility Improvements 24 24 0 8 56 4,100 Total Hours 88 164 100 40 392 $25,100 Charge Rates $105 $55 $30 $33 Professional Charges $9,240 $9,020 $3,000 $1,320 Trave 1 (5 trips at $500 each) 2,500 Survey Expenses 500 Other Expenses 250 Total $28,350 -12- APPENDIX C SCHEDULE Based on a starting date on or about September 10, 1990, this scope of services could be completed within four months. Our proposed schedule would be as foll ows: Task I. Task I!. Task II!. Task IV. Economic Impact Analysis Resident Survey Market Study Facility Improvements Completed 60 Days 60 Days 90 Days 120 Days -13-