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02-07-2008 BEAVER CREEK RESORT COMPANY CORPORATE SPONSOR FOR SALUTE TO USAC MEMORANDUM To: Honorable Mayor and Town Council Thru: Larry Brooks, Town Manager From: Meryl Jacobs - Director of Recreation and Cultural Services -901 Danita Chirichillo - Special Events Supervisor Date: February 7, 2008 Re: Beaver Creek Resort Company Corporate Sponsor Agreement Summary: Attached for signature is the agreement with Beaver Creek Resort Company to be a corporate sponsor for the 2008 Salute to the USA. The elements of the sponsorship package have not changed. The price is still $10,000. Financial Implications: The revenue generated through this sponsorship has been approved as part of the 2008 budget. 40 Town Manager Comments: ~)V LETTER OF AGREEMENT Between Town of Avon P.O. Box 975 Avon, Colorado 81620 970 748 4032 Corporate Sponsor Beaver Creek Resort Company P.O. Box 5390 Avon, CO 81620 This Agreement is entered into by and between Town of Avon (the "TOA"), an incorporated Town of the State of Colorado and Beaver Creek Resort Company ("Sponsor"). WITNESSETH: Whereas, the TOA has the exclusive right to organize and conduct the "Salute to the U.S.A." ("the Event") within Nottingham Park and has scheduled activities as part of its summer programs on July 3, 2008 and Whereas, Sponsor is interested in providing financial support for the Event in exchange for certain promotional rights to be provided by the TOA for Sponsor's interests; NOW, THEREFORE, in consideration of the mutual promises herein contained, the adequacy and sufficiency of which is herby acknowledged, the parties hereby agree as follows: 1. Term This term of this Agreement begins on the date the Agreement is signed by both parties and shall continue in full force and effect through July 3, 2008, except the provisions of Paragraph 13 hereof, which provisions shall be effective as provided in that paragraph. 2. Nature of Services The services are described in this Agreement and the related Attachments. The TOA hereby grants Sponsor the non-exclusive rights to the Sponsorship acknowledgments and benefits as outlined herein and in Attachment A. Sponsor shall have non-exclusive rights for this category level 3. Compensation and Commitments Sponsor agrees to pay the TOA by the date specified in Attachment B and the amount outlined in Attachment B in exchange for the Sponsorship and benefits promised herein and in related Attachments. Should the Sponsorship Fee not be paid in full by the date specified in Attachment B, the TOA has the right to ban all Sponsor's activities and signage from setting up on Event grounds. Sponsor agrees to fulfill its pre-event and on-site obligations and commitments as outlined herein and in related Attachments. 4. Reference to Sponsorship in Advertising Subject to the TOA's rights of approval as described in this Agreement, during the term of this Agreement, Sponsor may identify itself as a Sponsor of Event and may use the name of the event or location in its advertising. 5. Use of Trademarks Sponsor grants the TOA the right and non-exclusive license, worldwide and royalty free, during the term of this Agreement, to use the Sponsor's trademarks to advertise, publicly represent and otherwise promote the fact that it is a Sponsor of the Event. This license specifically authorizes the TOA to refer to "Sponsor" as a Sponsor of the Event. E E-11111 4, Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 1 ® The TOA grants Sponsor the right and non-exclusive license, worldwide and royalty free, during the term of this Agreement, to use the TOA's trademarks to advertise, publicly represent and otherwise promote the fact that it is a Sponsor of The Event. This license specifically authorizes Sponsor and/or "Sponsor" to refer to itself as a Sponsor of the Event. Before either party may use the trademark licenses referred to in this Agreement, it shall first submit the concept or a sample of the proposed use to the other party, for approval, which approval shall not be unreasonably withheld. Sample of the TOA's trademark C O L O R A D O b. Signage and Banners All Sponsor signage at the Event must represent Sponsor, and be approved by the TOA in advance of the Event, which approval will not be unreasonably withheld. The TOA assumes no responsibility in case of loss or damage to signage submitted for use during the Event. No third ® party or handwritten signage is allowed and all signage must be of professional quality. Signage of designated media Sponsors is allowed, subject to approval by the TOA and Sponsor. Sponsor must make best efforts to ensure that handbills/flyers/posters etc. created for the Event are distributed legally and with proper approval. 7. Fulfillment/ Force Majeure Events In the event that any scheduled performance or activity is subject to cancellation by illness, accidents, failure of means of transportation, lack of event funding, act of God, riots, strikes, labor difficulties, act or order of any public authority, or any cause similar, to the foregoing which is beyond control of the parties, both shall be relieved of their respective obligations for the performance or activity so prevented, and Sponsor shall be entitled to an immediate refund of the Sponsorship fee. In the event that the event is postponed for one day due to rain, the Sponsorship fee will not be refunded. 8. Discretionary Matters It is agreed that the TOA enters into this agreement as the producer of the Event, and it has sore and exclusive control over the production and presentation of scheduled Event performances or activities, including but not limited to, details, means and methods of performances and activities presented, and persons employed by the TOA. Sponsor has no right to control or direct the result of or the details, methods, manner or means by which the TOA manages or operates its business or performs the services related to transportation, facilities, equipment and supplies needed to fulfill this Agreement. The TOA reserves the right to terminate this agreement with Sponsor when Sponsor's actions are determined to be materially detrimental to the good image of the Event. Any decision affecting any matter not expressly provided herein or attached ® hereto shall rest solely with the TOA Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 2 9. Notices All notices, payments and statements provided for herein shall be in writing and shall be deemed given if sent by Registered or Certified Mail, postage prepaid, by express delivery service (receipt requested), or by verifiable facsimile transmission, addressed to the parties at their respective address set forth below, or at such other addresses as either party may from time to time specify to the other in writing: The TOA: Town of Avon Sponsor: Town Clerk P.O. Box 975 Avon, Colorado 81620 970 748 4032 Beaver Creek Resort Company ATTN: Tony O'Rourke P.O. Box 5390 Avon, CO 81620 10. Law This Agreement shall be construed, governed and interpreted pursuant to the laws of the State of Colorado applicable to agreements only to be performed therein. 11. Venue Venue for any legal proceeding arising from this agreement shall be proper in any court of Admit& competent jurisdiction located in the County of Eagle, State of Colorado. 12. Future Years As a sponsor for the current year 2008, Sponsor is entitled to "first right of refusal" of Corporate Sponsor category (Attachment A) for the following year (2009) at the cost set for that category for that year. Such first right of refusal shall be exercised .only in writing and only on or before December 29, 2008. In WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the date first written above. Town of Avon Ron Wolfe Mayor Sponsor Signature Title Please acknowledge that each page is satisfactory by initialing: Date Date C7 TOA Sponsor Page 3 0 ATTACHMENT A SPONSOR ACKNOWLEDGEMENTS & BENEFITS Definition of Sponsorship: Sponsor shall be a Corporate Sponsor of Salute to the U.S.A. to be held in Avon, Colorado. The TOA will provide Sponsor with the following event-related acknowledgements and benefits: 1. Sponsor Logo/Name Prominent Placement In/On: • All TOA print and web related marketing developed in support of the Event. • Bridge Banner to hang on Railroad Bridge in Avon for one month prior to Salute. • Posters to be distributed prior to event in local and regional businesses. • Event press release. • Radio commercials produced for the Event (30 seconds and longer). 2. Sponsor On-Site Exposure: • Sponsor will be thanked during stage announcements made prior to artists performing on the stage, during set breaks, and prior to fireworks show. • Placement of 12 Sponsor banners prominently throughout event site. Sponsor and TOA will mutually agree upon a venue signage planSignage costs are not included in the Sponsorship fee. 3. Sponsor Promotions: ® • Sponsor has the opportunity to develop, produce, and implement promotions related to the Event with prior approval by The TOA. The TOA must have the. opportunity to review and authorize any promotions or advertisement utilizing the Event name, likeness, or logo during the conceptual stage, and then again prior to final production. Such authorization shall not be unreasonably withheld. • Sponsor has the opportunity to develop Product placement/display on site in Nottingham Park during the event. The TOA must have the opportunity to review and authorize any promotions during the conceptual stage, and then again prior to final production. Such authorization shall not be unreasonably withheld. 4. VIP Passes/Additional Benefits: • The TOA will provide ten (10) VIP passes to the Sponsor, and 4 parking passes. • Sponsor will receive two (2) 25-punch admission cards to the Avon Rec Center. Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 4 u ATTACHMENT B • SPONSORSHIP FEES $ ADVERTISING COMMITMENTS • Beaver Creek Resort Company (Sponsor) agrees to pay the TOA 10,000 dollars by May 10, 2008. Sponsorship fee entitles the Sponsor to the terms listed in the above agreement. Ell U Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 5 LETTER OF AGREEMENT Between Town of Avon P.O. Box 975 Avon, Colorado 81620 970 748 4032 Corporate Sponsor Beaver Creek Resort Company P.O. Box 5390 Avon, CO 81620 This Agreement is entered into by and between Town of Avon (the "TOA"), an incorporated Town of the State of Colorado and Beaver Creek Resort Company ("Sponsor"). WITNESSETH: Whereas, the TOA has the exclusive right to organize and conduct the "Salute to the U.S.A." ("the Event") within Nottingham Park and has scheduled activities as part of its summer programs on July 3, 2008 and Whereas, Sponsor is interested in providing financial support for the Event in exchange for certain promotional rights to be provided by the TOA for Sponsor's interests; NOW, THEREFORE, in consideration of the mutual promises herein contained, the adequacy and sufficiency of which is herby acknowledged, the parties hereby agree as follows: 1. Term This term of this Agreement begins on the date the Agreement is signed by both parties and shall continue in full force and effect through July 3, 2008, except the provisions of Paragraph 13 hereof, which provisions shall be effective as provided in that paragraph. 2. Nature of Services The services are described in this Agreement and the related Attachments. The TOA hereby grants Sponsor the non-exclusive rights to the Sponsorship acknowledgments and benefits as outlined herein and in Attachment A. Sponsor shall have non-exclusive rights for this category level 3. Compensation and Commitments Sponsor agrees to pay the TOA by the date specified in Attachment B and the amount outlined in Attachment B in exchange for the Sponsorship and benefits promised herein and in related Attachments. Should the Sponsorship Fee not be paid in full by the date specified in Attachment B, the TOA has the right to ban all Sponsor's activities and signage from setting up on Event grounds. Sponsor agrees to fulfill its pre-event and on-site obligations and commitments as outlined herein and in related Attachments. 4. Reference to Sponsorship in Advertising Subject to the TOA's rights of approval as described in this Agreement, during the term of this Agreement, Sponsor may identify itself as a Sponsor of Event and may use the name of the event or location in its advertising. 5. Use of Trademarks Sponsor grants the TOA the right and non-exclusive license, worldwide and royalty free, during the term of this Agreement, to use the Sponsor's trademarks to advertise, publicly represent and otherwise promote the fact that it is a Sponsor of the Event. This license specifically authorizes the TOA to refer to "Sponsor" as a Sponsor of the Event. Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 1 The TOA grants Sponsor the right and non-exclusive license, worldwide and royalty free, during the term of this Agreement, to use the TOA's trademarks to advertise, publicly represent and otherwise promote the fact that it is a Sponsor of The Event. This license specifically authorizes Sponsor and/or "Sponsor" to refer to itself as a Sponsor of the Event. Before either party may use the trademark licenses referred to in this Agreement, it shall first submit the concept or a sample of the proposed use to the other party, for approval, which approval shall not be unreasonably withheld. Sample of the TOA's trademark: C O L O R A D O b. Signage and Banners All Sponsor signage at the Event must represent Sponsor, and be approved by the TOA in advance of the Event, which approval will not be unreasonably withheld. The TOA assumes no responsibility in case of loss or damage to signage submitted for use during the Event. No third party or handwritten signage is allowed and all signage must be of professional quality. Signage of designated media Sponsors is allowed, subject to approval by the TOA and Sponsor. Sponsor must make best efforts to ensure that handbills/flyers/posters etc. created for the Event are distributed legally and with proper approval. 7. Fulfillment/ Force Majeure Events In the event that any scheduled performance or activity is subject to cancellation by illness, accidents, failure of means of transportation, lack of event funding, act of God, riots, strikes, labor difficulties, act or order of any public authority, or any cause similar, to the foregoing which is beyond control of the parties, both shall be relieved of their respective obligations for the performance or activity so prevented, and Sponsor shall be entitled to an immediate refund of the Sponsorship fee. In the event that the event is postponed for one day due to rain, the Sponsorship fee will not be refunded. 8. Discretionary Matters It is agreed that the TOA enters into this agreement as the producer of the Event, and it has sole and exclusive control over the production and presentation of scheduled Event performances or activities, including but not limited to, details, means and methods of performances and activities presented, and persons employed by the TOA. Sponsor has no right to control or direct the result of or the details, methods, manner or means by which the TOA manages or operates its business or performs the services related to transportation, facilities, equipment and supplies needed to fulfill this Agreement. The TOA reserves the right to terminate this agreement with Sponsor when Sponsor's actions are determined to be materially detrimental to the good image of the Event. Any decision affecting any matter not expressly provided herein or attached hereto shall rest solely with the TOA. Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 2 9. Notices All notices, payments and statements provided for herein shall be in writing and shall be deemed given if sent by Registered or Certified Mail, postage prepaid, by express delivery service (receipt requested), or by verifiable facsimile transmission, addressed to the parties at their respective address set forth below, or at such other addresses as either party may from time to time specify to the other in writing: The TOA: Town of Avon Town Clerk P.O. Box 975 Avon, Colorado 81620 970 748 4032 Sponsor: Beaver Creek Resort Company ATTN: Tony O'Rourke P.O. Box 5390 Avon, CO 81620 10, law This Agreement shall be construed, governed and interpreted pursuant to the laws of the State of Colorado applicable to agreements only to be performed therein. 11. Venue Venue for any legal proceeding arising from this agreement shall be proper in any court of competent jurisdiction located in the County of Eagle, State of Colorado. 12. Future Years As a sponsor for the current year 2008, Sponsor is entitled to "first right of refusal" of Corporate Sponsor category (Attachment A) for the following year (2009) at the cost set for that category for that year. Such first right of refusal shall be exercised only in writing and only on or before December 29, 2008. In WITNN ER F, the parties hereto have duly executed this Agreement as of the date first writt;n abov Town of Avon Ron Wolfe Mayor Sponsor Signature I -LP /OF Date Date Title Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 3 ATTACHMENT A SPONSOR ACKNOWLEDGEMENTS $ BENEFITS Definition of Sponsorship: Sponsor shall be a Corporate Sponsor of Salute to the U.S.A. to be held in Avon, Colorado. The TOA will provide Sponsor with the following event-related acknowledgements and benefits: 1. Sponsor Logo/Name Prominent Placement In/On: • All TOA print and web related marketing developed in support of the Event. • Bridge Banner to hang on Railroad Bridge in Avon for one month prior to Salute. • Posters to be distributed prior to event in local and regional businesses. • Event press release. • Radio commercials produced for the Event (30 seconds and longer). 2. Sponsor On-Site Exposure: • Sponsor will be thanked during stage announcements made prior to artists performing on the stage, during set breaks, and prior to fireworks show. • Placement of 12 Sponsor banners prominently throughout event site. Sponsor and TOA will mutually agree upon a venue signage planSignage costs are not included in the Sponsorship fee. 3. Sponsor Promotions: • Sponsor has the opportunity to develop, produce, and implement promotions related to the Event with prior approval by The TOA. The TOA must have the opportunity to review and authorize any promotions or advertisement utilizing the Event name, likeness, or logo during the conceptual stage, and then again prior to final production. Such authorization shall not be unreasonably withheld. • Sponsor has the opportunity to develop Product placement/display on site in Nottingham Park during the event. The TOA must have the opportunity to review and authorize any promotions during the conceptual stage, and then again prior to final production. Such authorization shall not be unreasonably withheld. 4. VIP Passes/Additional Benefits: • The TOA will provide ten (10) VIP passes to the Sponsor, and 4 parking passes. • Sponsor will receive two (2) 25-punch admission cards to the Avon Rec Center. Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 4 ATTACHMENT B • SPONSORSHIP FEES & ADVERTISING COMMITMENTS • Beaver Creek Resort Company (Sponsor) agrees to pay the TOA 10,000 dollars by May 10, 2008. • Sponsorship fee entitles the Sponsor to the terms listed in the above agreement. Please acknowledge that each page is satisfactory by initialing: TOA Sponsor Page 5