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HomeMy WebLinkAboutItem 1f - Chamber Services Agreemento =o11il` o Of DATE: July 1, 2014 TO: Honorable Mayor and City Council STAFF REPORT Development Services Department FROM: Jason Kruckeberg, Assistant City Manager /Development Services Director By: Jerry Schwartz, Economic Development Manager SUBJECT: AGREEMENT FOR SERVICES WITH THE ARCADIA CHAMBER OF COMMERCE IN AN AMOUNT NOT TO EXCEED $72,000, AND AMENDMENT TO THE LEASE BETWEEN THE CITY AND THE ARCADIA CHAMBER OF COMMERCE Recommendation: Approve SUMMARY The Arcadia Chamber of Commerce ( "Chamber ") provides programming and activities that benefit its members and the business community. The City of Arcadia and the Chamber execute an annual Agreement for Services ( "Agreement "). In the Agreement for Fiscal Year 2014 -15, the City will provide the Chamber with $72,000 for its efforts on behalf of the business community and to complement the City's marketing activities. The City will also provide $40,000 from the Capital Improvement Fund to fund needed improvements to the Chamber's offices, located in a building owned by the City. Sufficient funds were included in the adopted FY 2014 -15 Budget for these efforts. The City owns the property at 388 West Huntington Drive that the Chamber uses for its offices. The Chamber utilizes the site subject to a Lease between the parties. The proposed amendments will ensure that the Chamber properly maintains the new digital signs that are currently being installed. BACKGROUND The City's FY 2014 -15 Budget includes $72,000 in funding for the Chamber of Commerce. This is the third year since the end of Redevelopment that the General Fund has absorbed the entire cost of the agreement with the Chamber of Commerce. In prior years, the cost was split between the two funds. Last year, the City Council agreed to a three year, $120,000 package to fund improvements to the Chamber building that is owned by the City. Fiscal Year 2014 -15 will be the second year of that program; sufficient funds are budgeted in the Capital Improvement Program. Chamber of Commerce Agreement for Services July 1, 2014 Page 2 of 3 The current Lease with the Chamber was approved in November 2011 and would next be up for renewal in November 2016. It is subject to amendment from time to time as needed. DISCUSSION The Chamber of Commerce offers a variety of services to the business community in Arcadia, including: • Providing reference and referral information about the City to brokers, realtors, merchants, business operators, and interested public. • Communicating frequently via e -mail with Constant Contact monthly event calendars and weekly event reminders, and regular website updates. • Utilizing new media, including Facebook, Twitter, and Instagram, to expand outreach for events, including mixers, business breakfasts, and ribbon cuttings. • Promoting and managing the annual Taste of Arcadia event, which has become a signature event for the City. • Developing and operating an annual business expo, which in FY 2014 -15, will be held in conjunction with the Taste of Arcadia for the third consecutive year. • Organizing and providing staff support for the monthly Government Affairs Forum, Ambassadors meeting, Taste of Arcadia Committee, Business Networking Breakfasts, and business mixers. • Working with and supporting the Arcadia Improvement Association (AIA). Assistance was provided to the Downtown businesses through the completion of the formation of the Community Benefit District. Efforts are continuing to support the AIA with various planning activities in the Downtown. • For the monthly Business Networking Breakfasts, the Chamber names a business icon that gets honored for its longevity in Arcadia, and has a business or non - profit member speak about a topic of interest to the attendees. • The Chamber C.E.O. has joined the Economic Development Manager on several business visits. The visits present opportunities to learn about the different businesses in Arcadia, and provide the business owner with contact information and services available through the City and the Chamber. The Chamber's accomplishments during FY 2013 -14 (Attachment "A ") and their financial report (Attachment "B ") are provided as attachments. An Agreement for Services with the Chamber for FY 2014 -15 is included as Attachment "C ". The Agreement provides for the annual financial support and the second year of funding for improvements to the Chamber offices. . Chamber of Commerce Agreement for Services July 1, 2014 Page 3 of 3 During a 2013 City Council Study session regarding Chamber funding, the City Council agreed to increase the annual payment to the Chamber for FY2013 -14 by $10,000 to $72,000. The City Council also agreed to commit $120,000 over three years for interior improvements to the Chamber offices in a building owned by the City. One item that was discussed was to provide a CPI increase annually to the amount the City provides to the Chamber. The Chamber agreed to forgo the CPI increase in the FY 2014 -15 Agreement for Services as it was not included in the recently- approved budget. Starting with the FY 2015 -16 budget, an annual increase based on CPI will be included in the Chamber Agreement for services. One of the provisions of the Lease with the Chamber is that the City maintains the outside of the building and the Chamber is responsible for the inside. The Chamber has received two sign modifications from the City Council for Digital Display signs to replace the existing Chamber monument signs. It is appropriate for the Chamber to be responsible for the maintenance of the new signs even though they are outside. Therefore, to amendment to Sections 7 and 10 of the Lease is necessary to clarify that the Chamber will maintain the Digital Display signs. FISCAL IMPACT A total of $72,000 for the Chamber Agreement was included in the adopted FY 2014 -15 General Fund Budget. The second year allocation of $40,000 for improvements to the Chamber offices was included in the Capital Improvement Fund. The City also provides below market rent for the City -owned Chamber offices at $400 per month. The current five year lease was approved on November 15, 2011. There is no fiscal impact from the amended Lease with the Chamber. RECOMMENDATION It is recommended that the City Council authorize and direct the City Manager to execute an Agreement for Services with the Arcadia Chamber of Commerce for Fiscal Year 2014 -15 in an amount not to exceed $72,000; and Amendment to the Lease between the City and the Arcadia Chamber of Commerce. Dominic Lazzarettd City Manager Attachments: "A" - Chamber Services Summary July 1, 2013 — June 9, 2014 "B" - Chamber of Commerce Financials "C" - Agreement for Services for FY 2014 -15 "D" — Amendment No. 1 to Lease ATTACHMENT A CHAMBER SERVICES SUMMARY JULY 11 2013 THRU JUNE 9, 2014 Chamber Services Summa July 1 2013 — June 9 2014 Arcadia Chamber of Commerce Just a few of the Chamber's activities / accomplishments this past year: Activities /Events Taste of Arcadia 1 Business Showcase at the Taste: Record- setting attendance of 1,300 attendees, 80 -plus food /business vendors; first -ever Red Carpet Experience, face - painting, Monday Night Football Lounge, Classic Car Show. • Citizens of Year 1 Corporate Community Contributor Award 1 Installation Dinner — nearly 200 attended; great reviews at first -time venue of Doubletree Hotel • Planning Conference, including State of City report from new City Manager, Gold Line update; hosted by Embassy Suites and sponsored by Post Alarm • Networking Breakfasts: 10 events, including Biz Awards — Avg of 40 attendees • Chamber Business Awards scheduled for July 17: Rusnak Mercedes • Government Affairs Forum met 10 times presenting informative speakers, elected officials' updates & recommendations regarding pending legislation Improvement Projects (thanks to City funding) • Building Interior Improvement: Phase 1 Conference Room remodel complete • Preparing for Phase 2 Lobby and Storage Room remodel summer /fall 2014 Initiatives • Business Visits: Friendly check -in visits of half -dozen businesses in southeast industrial area of Arcadia with City Economic Development Manager and rep from San Gabriel Valley Economic Partnership • New Chinese Consumer Outreach Committee of top marketing execs from Rusnak, Westfield, Santa Anita, Rose Hills launched June 18 Love Lunch launched May to get more members to more restaurants • Visit Arcadia web site / app to launch summer 2014 Community support • Woman's Club: Full -page ad /attendance /publicity for Woman's Club Centennial • ACA: President Letter in Yearbook, attendance /certificates at events • Methodist Hospital: ad in Mardi Gras program, attendance Crystal Ball • Arcadia Business Icon tribute monthly; includes non - members • Downtown Arcadia: host meetings / sit on boards / committees Member /Community services • All Access Pass: dozens sold again — discounts to big entertainment events • Media publicity: 65 stories in print/online about Chamber and Chamber members, not counting Chamber web site /social media (15 Taste/ 20 Special Olympics) Boardroom rentals: More than 159 bookings ranging from one -time to monthly • Small Business Development Center at PCC: Initiating projects w/ new Exec • 2nd year of direct mail to new residents (ChamberMail) Milestones /Successes /Fund raising & financial prudence • Taste of Arcadia 2013: Record # of sponsors • Taste of Arcadia 2014: Already broke 2013 record for sponsor commitments • Westfield renewed for 2 "d, 3rd years as Community Builder Presenting Sponsor • Rose Hills 2nd year as Keystone sponsor Networking Breakfast, $2,500 • Rose Hills 2nd year as Business Showcase at the Taste sponsor, $2,500 • Foothill Credit Union Keystone sponsor conference room $6k per year, 3 years 75 New Members joined this year! • Ambassador visits /calls to nearly 200 members during the past year • 13 Business Mixers and Ribbon- Cuttings • Financial Reports: added area on web site for public review of finances • Digital LED sign upgrade: To be operational July 2014 -- Westfield premium LED sign sponsor $2,500 per year 2014 -15 -- Rose Hills premium LED sign sponsor $1,250 2014 -15 • 2nd year w/ more efficient and cost - effective phone, e-mail and IT systems Ongoing Services Assisted more than 2,000 walk -in visitors with directions, information, maps, business referrals, Certificates of Origin • Responded via phone, fax, email & Internet to more than 5,000 requests for business referrals and information about Arcadia • Provided thousands of tourist & visitor information brochures • Weekly e-mail newsletters • More than 1,000 postings on web site, Facebook, Twitter • Supporters of SGV Economic Partnership, SCORE, Foothill Workforce Board seminars, etc. ATTACHMENT B CHAMBER OF COMMERCE FINANCIALS Arcadia Chamber of Commerce Financial Overview July 1, 2013 May 31, 2014 The current fiscal year represents the culmination of a long three -year financial turnaround for the Arcadia Chamber of Commerce. After seven consecutive years in the red, the Arcadia Chamber will be in the black in 2013 -14. After bottoming out during the peak of the recession with net losses in 2009 -10 and 2010 -11 of 420,000 and - $24,000, respectively (- $92.4k cume loss from 2007-13), the Arcadia Chamber halted the increasing losses in 2011, stabilized, and continued to increase income each of the past three years. Simultaneously, expenses were cut each of the first two years. This year expenses increased for first CEO salary raise in three years, and otherwise only when substantial new net revenue was attached: 2009 -101 2010-11/ 2011-12/ 2012-131 2013 -14* Income $285k / $283k 1 $283k 1 $286k 1 $316k* Expenses $304k/ $307k/ $298k/ $297k/ $292k* Net Income -$20k/ -$24k/ -$16k 1 - $11 k I +$24 +* * Through first 11 months of FY 2013 -14, not including depreciation Note A: Im ortance of City fee for Chamber services - Without this $72, 000 fee, the Chamber would have to eliminate either.- a.) two primary staff positions of CEO and Office Manager, which would leave only one part-time staff, or b.) Taste of Arcadia and all events/activities, which would result in loss of additional $35, 000 plus in net profit revenue. The biqqest contributors to the increased income so far in FY 2013 -14: • +$11.5k increase in member dues (largest single revenue stream) -$11 k cut in labor expenses (biggest single expense) • +$1 Ok increase in City contracted service fees • +$8.75k Digital LED Sign premium sponsors +$7k increase in net profit on Taste of Arcadia / Biz Showcase at Taste • +$6k Conference Room sponsor Foothill Credit Union • +$5.7k grant from Gas Co. to educate community about Advanced Meters Note B: Expenses already earmarked for 2014 -15 (depreciation value TBD): $12, 000 in Digital LED sign payments; $10k for Phase 2 building remodel furniture; $8k for second Digital LED sign installation; and likely additional staffrngAabor costs. Attached are three financial reports: • Balance Sheet • P &L Budget vs Actual • P &L Prev YR Comparison 5:za Arcadia Chamber of Commerce 06/09/14 Balance Sheet Cash Basis As of May 31, 2014 May 31, 14 ASSETS Current Assets 4,964.00 Checking /Savings 6,638.00 1000 - Citizens Checking 9771 49,102.23 1010 • Cash on Hand 900.15 1047 - National Financial Services 25,000.00 1700 - Visionary Fund - FFCU - 2900 12,569.05 1710 • Chamber Reserve Fund -CBB -0655 891.08 Total Checking /Savings 88,462.51 Other Current Assets 1203 • Prepaid Expenses 10,873.70 Total Other Current Assets 10,873.70 Total Current Assets 99,336.21 Fixed Assets 1400 - Furniture & Fixtures 4,964.00 1410 - Equipment 6,638.00 1450 • Computer 5,165.00 1490 - Accumulated Deprec. - 11,097.66 Total Fixed Assets 5,669.34 TOTAL ASSETS 105,006.65 LIABILITIES & EQUITY Liabilities Current Liabilities Other Current Liabilities 2600 - Access Pass Liability 8,437.80 Total Other Current Liabilities 8,437.80 Total Current Liabilities 8,437.80 Total Liabilities 8,437.80 Equity 3110 - Retained Earnings 50,320.44 Net Income 46,247.31 Total Equity 96,567.75 TOTAL LIABILITIES & EQUITY 105,005.55 6:26 PM Arcadia Chamber of Commerce 06/09/14 Profit & Loss Budget vs. Actual Cash Basis July 2013 through May 2014 Gross Profit Jul '13 - May 14 Budget $ Over Budget Ordinary Income /Expense 28.2% 6100 • Bad Debts 0.00 Income 6000 - Labor Expenses 138,490.37 152,166.68 4010 - Member Dues 96,855.00 83,875.00 12,980.00 4020 - New Member Dues 16,882.50 18,333.33 - 1,450.83 4025 - Visionary Fund Income 4,696.00 3,666.67 1,229.33 4030 • Event Income 1,090.00 19,250.00 - 18,160.00 4031 • Networking Breakfast 6,265.00 6400 • Printing Expenses 4,643.10 4032 , Award & Installation Dinner 13,834.00 0100 11833.33 4033 - Business Awards Breakfast 500.00 4,491.67 6412 • Equipment Repair 4034 • Directory/Maps 2,608.86 2,500.00 108.86 4035 - Chamber Trips 800.00 1,833.33 - 1,033.33 4036 - Planning Conference 1,060.00 916.67 6510 • Stationery & Supplies 4040 - City of Arcadia 72,000.00 72,000.00 0,00 4045 - Access Pass Income 51000.00 2,291.66 2,708.34 4067 • Electronic Sign Sponsorship 2,000.00 8,250.00 6600 • Training & Conference 4061 • Taste of Arcadia Revenues 84,294.28 65,083.25 19,211.03 4070 • Delegation Letters 200.00 5,890,00 4080 • Income - Other 15,845.38 4,858.34 10,987.04 4090 • Interest Income 321.11 6720 - Licenses & Permits 11.00 4100 - Advertising Income 443.14 3,575.00 - 3,131.86 Total Income 324,895.27 277,266.58 47,628.69 Cost of Goods Sold 458.33 7056 • Building Fundraising Renovation 1,000.00 4031a • Networking Breakfast Expenses 4,218.74 211,506.13 232,925.00 4032a • Award & Installation Dinner Exp 6,750.13 4,441.58 4033a - Business Awards Breakfast Exp 84.69 4038 • Hoedown Expenses 1,494.00 40695 • TOA Expenses 39,967.90 39,900.00 67.90 Total COGS 52,515.46 39,900.00 12,615.46 Gross Profit 272,379.81 237,366.58 Expense - 1,975.10 28.2% 6100 • Bad Debts 0.00 6000 - Labor Expenses 138,490.37 152,166.68 6150 • CEO Expenses 774.90 2,750.00 6160 - Chamber Trip Expense 413,70 6200 - Occupancy Costs 13,381.06 15,583.33 6300 - Insurance 7,408.00 6,416.67 6350 • Teiephone 1 Internet 1 Email 3,710.73 4,583.33 6360 - Postage and Delivery 1,450.38 1,833.33 6400 • Printing Expenses 4,643.10 4,125.00 6410 • Equipment Purchase 0100 11833.33 6411 • Equipment Rental 3,684.50 4,491.67 6412 • Equipment Repair 0.00 458.33 6420 - Accounting & Legal 10,185.00 4,125.00 6430 • Dues and Subscriptions 798.87 916.67 6500 - Plaques & Awards 423.82 916.67 6510 • Stationery & Supplies 3,562.45 2,750.00 6520 - Hospitality 1,138.54 1,100.00 6630 - Computer Supplies 0.00 458.33 6540 - Computer I Website Maintenance 6,419.23 8,250.00 6600 • Training & Conference 0.00 458.33 6620 - AdvertisinglPromolWebsite 2,773.25 1,833.33 6630 - TOA Event Expenses 5,890,00 6640 • Event Expenses 0100 14,666.67 6700 - Automobile Expense 2,214.19 6720 - Licenses & Permits 11.00 55.00 6730 • Bank & CC Charges 2,448.93 2,658.33 6740 • - Income Tax 85.00 36.67 6800 - Miscellaneous 599.11 458.33 7056 • Building Fundraising Renovation 1,000.00 Total Expense 211,506.13 232,925.00 Net Ordinary Income 60,873.68 4,441.58 115.5% 92.1% 133.5% 5.7% 104.4% 43.6% 100.0% 218.2% 129.5% 326.1% 12.4% 117.2% 100.2% 131,6% 35,013.23 114.8% - 13,676.31 91.0% - 1,975.10 28.2% - 2,202.27 991.33 - 872.60 - 382.95 518.10 - 1,833.33 - 807.17 - 458.33 6,060.00 - 117.80 - 492.85 812.45 38.54 - 458.33 - 1,830.77 - 458.33 939.92 85.9% 115.4% 81.0% 79.1% 112.6% 0.0% 82.0% 0.0% 246,9% 87.1% 46.2% 129.5% 103.5% 0.0% 77.8% D.0% 151.3% - 14,666.67 0,0% -44.00 20.0% - 209.40 92.1% 48.33 231.8% 140.78 130.7% - 21,418.87 90.8% 56,432.10 1,370.5% 5.25 PM Arcadia Chamber of Commerce 06/09114 Profit & Loss Budget vs, Actual Cash Basis July 2013 through May 2014 Jul'13 - May 14 Budget $ Over Budget % of Budget Other Income /Expense Other Income 7000 - Bldg Int donations non -city 7005 - Biding Fund Reserve -City 7015 • Electronic Sign Display Total Other Income Other Expense 7020 - Visionary Fund Disbursements 7060 • Building Renovation Expenses 7070 - Electronic Sign Expenses Total Other Expense Net Other Income Net Income 4,494.00 0.00 0.00 458.33 -458.33 0.0% 12,720.37 15,150.00 27,870.37 458.33 27,412.04 6,080.9% - 14,626.37 -458.33 - 14,168.04 3,191.2% 46,247,31 3,883.25 42,264.06 1,161.0% Page 2 6:22 PM Arcadia Chamber of Commerce 06/09114 Profit & Loss YTD Comparison Cash Basis July 2013 through May 2014 Net Ordinary Income 60,873.68 60,873.68 Other IncomelExpense Other Income 7000 - Bldg int donations non -city 4,494.00 4,494.00 Jul'13 -May 14 Jul'13 -May 14 ' Ordinary IncomelExpense Income 4010 • Member Dues 96,855.00 96,855.00 4020 - New Member Dues 16,882.50 16,882.50 4025 - Visionary Fund Income 4,896.00 4,896.00 4030 - Event Income 1,090.00 1,090.00 4031 - Networking Breakfast 6,265.00 6,265.00 4032 - Award & Installation Dinner 13,834.00 13,834.00 4033 • Business Awards Breakfast 500.00 500.00 4034 • Directory/Maps 2,608.86 2,608.86 4035 - Chamber Trips 800.00 800.00 4036 - Planning Conference 1,060.00 1,060.00 4040 - City of Arcadia 72,000.00 72,000.00 4045 - Access Pass Income 5,000.00 5,000,00 4067 - Electronic Sign Sponsorship 2,000.00 2,000.00 4061 • Taste of Arcadia Revenues 84,294.28 84,294.28 4070 • Delegation Letters 200.00 200.00 4080 • Income - Other 15,845.38 15,845.38 4090 - Interest Income 321 .1 1 321.11 4100 - Advertising Income 443. ,4 443.14 Total Income 324,895,27 324,895.27 Cost of Goods Sold 4031a - Networking Breakfast Expenses 4,218.74 4,218.74 4032a - Award & Installation Dinner Exp 6x750.13 6,750.13 4033a - Business Awards Breakfast Exp 84.69 84.69 4038 - Hoedown Expenses 1,494.00 1,494.00 40695 - TOA Expenses 39,967.90 39,967.90 Total COGS 52,515.46 52,516.46 Gross Profit 272,379.81 272,379.81 Expense 5100 - Bad Debts 0.00 0.00 6000 - Labor Expenses 138,490.37 138,490.37 6150 - CEO Expenses 774.90 774.90 6160 - Chamber Trip Expense 413.70 413.70 6200 - Occupancy Costs 13,381.06 13,381.06 6300 • Insurance 7,408.00 7,408.00 6350 - Telephone I Internet 1 Email 3,710.73 3,710.73 6360 - Postage and Delivery 1,450.38 1,450.38 6400 - Printing Expenses 4,643.10 4,643.10 6411 - Equipment Rental 3,684.50 3,684.50 6420 - Accounting & Legal 10,185.00 10,185.00 6430 • Dues and Subscriptions 798.87 798.87 6500 - Plaques & Awards 423.82 423.82 6510 - Stationery & Supplies 3,562.45 3,562.45 6520 - Hospitality 1,138.54 1,138.54 6540 • Computer I Website Maintenance 6,419.23 6,419.23 6620 - Advertisinglpromo[Website 2,773.25 2,773.25 6630 - TOA Event Expenses 5,890.00 5,890.00 6700 - Automobile Expense 2,214.19 2,214.19 6720 • Licenses & Permits 11.00 11.00 6730 • Bank & CC Charges 2,448,93 2,448.93 6740 - - Income Tax 85.00 85,00 6800 • Miscellaneous 599.11 599.11 7055 - Building Fundraising Renovation 1,000.00 1,000.00 Total Expense 211,506.13 211,506.13 Net Ordinary Income 60,873.68 60,873.68 Other IncomelExpense Other Income 7000 - Bldg int donations non -city 4,494.00 4,494.00 6 :22 PM Arcadia Chamber of Commerce 06/09/14 Profit & Loss YTD Comparison Cash Basis July 2013 through May 2014 7005 • Biding Fund Reserve -City 7015 • Electronic Sign display Total Other Income Other Expense 7060 • Building Renovation Expenses 7070 • Electronic Sign Expenses Total Other Expense Net Other Income Net Income JUI'13 - May 14 Jul '13 - May 14 0.00 0.00 8,750.00 8,750.00 13,244.00 13,244.00 12,720.37 12,720.37 15,150,00 15,150.00 27,870.37 27,870.37 - 14,626.37 - 14,626.37 46,247.31 46,247.31 Page 2 ATTACHMENT C AGREEMENT FOR SERVICES FOR FY 2014 -15 AGREEMENT FOR SERVICES FY 2014 -2015 City of Arcadia and Arcadia Chamber of Commerce This Agreement for Services ( "Agreement ") is entered into this day of July, 2014 by and between the Arcadia Chamber of Commerce ( "Chamber "), a not - for - profit organization, and the City of Arcadia ( "City "), a municipal corporation and charter city. RECITALS A. The City and the Chamber have long cooperated concerning issues and projects of mutual interest to the Arcadia civic and business community. B. The Chamber has in the past provided, and desires and intends to provide in the City's fiscal year ( "fiscal year ") 2014 -2015, various services to the City, as described hereinafter. C. For many years, the City has, pursuant to a certain lease entered into by the City and the Chamber in or about December 2011 (the "Lease "), provided to the Chamber at a below market lease rate the full use of a certain City -owned building at 388 W. Huntington Drive, Arcadia ( "Leased Premises "), in support and recognition of the Chamber's ongoing services to the City, and the Lease extends through December 2, 2016. D. The City desires and intends to make payment to the Chamber in the amount of $72,000 for certain business and economic development, marketing, civic promotion and similar services to be provided by the Chamber to the City during fiscal year 2014 -2015, as set forth in Exhibit "A" attached hereto (the "Services "). E. As additional consideration for the provision of the Services by the Chamber to the City, the City separately desires and intends to make available the sum of $40,000 for purposes of the City undertaking certain additional improvements to the Leased Premises ( "Improvements "); provided that the Improvements shall be specifically described and proposed in writing by the Chamber and shall be subject to the City's review and approval in its sole and absolute discretion, shall meet the budget limitation of $40,000 in the aggregate, and shall be deemed to comprise the second year improvements of a three year $120,000 program to upgrade the Leased Premises. F. The Chamber desires and intends to provide the Services to the City in consideration for the City's payments and appropriation of funds as described herein. AGREEMENT Now, therefore, the City and the Chamber do hereby agree that the foregoing Recitals are true and correct and are incorporated into this Agreement and made a part hereof as if fully set forth herein, and further agree as follows: A. Responsibilities of the Chamber 1. The Chamber is and shall serve as an independent organization entirely separate from the City, and shall operate under its own bylaws as a membership organization serving the interests of business in the greater Arcadia area. For purposes of this Agreement, the Chamber is and in all respects shall be deemed to be an independent contractor. 2. The Chamber shall provide to the City during fiscal year 2014 -2015 the Services set forth in Exhibit "A" attached hereto and incorporated herein by reference. 3. On or before May 15, 2015, but no sooner than May 1, 2015, the Chamber shall submit to the City a written progress report describing in reasonable detail the Chamber's performance and provision of the Services under this Agreement for the period July 1, 2014 through the date of said report. B. Responsibilities of the City 1. In consideration of the provision of the Services by the Chamber to the City during fiscal year 2014 -2015, the City shall (1) make payment to the Chamber of the sum of seventy -two thousand dollars ($72,000), payable in equal quarterly installments, the first of which is due on or before July 21, 2014 (the "Payment for Services "); and (2) make available for expenditure by the City the sum of forty thousand dollars ($40,000) for purposes of the City undertaking and completing the Improvements, and thereafter completing the Improvements, as described in and subject to the conditions set forth in the Recitals hereinabove. C. Review and Inspection of Chamber Records 1. On or before September 30, 2014, the Chamber shall provide to the City a complete and accurate financial statement of the Chamber for fiscal year 2013 -2014 (i.e., ending June 30, 2014). On or before September 30, 2015, the Chamber shall provide to the City a complete and accurate financial statement of the Chamber for fiscal year 2014 -2015 (i.e., ending June 30, 2015). 2. The City and its representatives shall have the right to review and/or audit the records of the Chamber to verify that the Chamber is providing the Services and making reasonable and appropriate expenditures from the Payment for Services in furtherance of providing the Services For this purpose, the Chamber shall make available to the City and its representatives all records of the Chamber to allow the accomplishment of 2 review and audit during normal business hours of the City, upon reasonable demand by the City. D. Amendment This Agreement may be amended by mutual written consent of the parties. E. Termination This Agreement shall be deemed to commence on July 1, 2014 and shall extend through June 30, 2015 (the `Term "). This Agreement may be terminated earlier by either party giving the other party written notice of termination; provided that such notice of termination shall be given at least 180 days prior to the effective date of termination and shall be transmitted by email, facsimile, U.S. mail or personal delivery to the person or persons occupying the indicated position(s) of the other party signing this Agreement.. The rights, duties and responsibilities of the City and the Chamber shall continue for the period between the notice of termination and the effective date of termination. Any portion of the Payment for Services due and owing to the Chamber following such notice of termination shall be prorated to cover only the period up to the effective date of termination, and any portion of the Payment for Services already made to the Chamber for the remainder of the period following the effective date of termination shall be prorated and promptly refunded to the City by the Chamber to cover the period following the effective date of termination. Notwithstanding any provision of this Agreement to the contrary, Section C of this Agreement entitled, "Review and Inspection of Chamber Records" shall survive the Term and any termination of this Agreement. F. California Law This Agreement shall be governed by the laws of the State of California. [SIGNATURE ON THE NEXT PAGE] 3 In witness whereof, the parties have executed this Agreement as of the date first set forth hereinabove. CHAMBER: President Arcadia Chamber of Commerce Dated: Chief Executive Officer Arcadia Chamber of Commerce Dated: 4 CITY. City Manager City of Arcadia Dated: ATTEST: City Clerk APPROVED AS TO FORM: Stephen P. Deitseh City Attorney EXHIBIT "A" Services Provided by Arcadia Chamber of Commerce to the City of Arcadia FY 2013 -2014 and Projected for 2014 — 2015 The Chamber shall provide the following services to the City: Public Relations A. Maintain regular office hours with qualified personnel. B. Provide accurate and timely information and market the City and business areas to hundreds of residents and business people who walk -in, phone, write, e -mail, or fax the Chamber each month. C. Prepare and maintain the monthly community calendar of civic group events. D. Provide as many new Arcadia residents as requested through the water department statement with a "welcome" package within one month of City notification; the package shall include materials provided by the City. E. Provide information on Arcadia to realtors for a "business relocation" package which commercial agents give to new businesses in the City. F. Prepare and make available a civic directory which lists all civic, cultural, social, educational, and business groups, addresses, meeting dates, etc. G. Through the Board and Committee structure (e.g., Taste of Arcadia Committee, Government Affairs Forum, Ambassador Meetings), and Chamber functions (Business Mixers, Networking Breakfasts, various legislative gatherings and forums, Citizen of the Year Award & Installation Dinner, Business Awards Lunch, and Taste of Arcadia) bring civic leaders and City /Agency staff together with business people and citizens every month. H. Develop and maintain social media network to promote Chamber, City, and business activities and news, including Chamber web site with calendar, Facebook, Twitter, and lnstagram, and any new technologies that develop. 1!. Business Development A. Under the Taste of Arcadia Committee, organize and hold at least one annual "Business Expo' as part of the Taste of Arcadia. Consider holding additional business expos as demand dictates to market Chamber business member products and services to each other and to the community. The City will be provided free and prominent space at the Expos. B. Prepare and print (approximately every third year) a City Map, including economic and civic information on Arcadia; provide as many copies to the city and Fire & Police Departments as needed. C. Prepare and print the "Business Directory'; provide copy to all Arcadia businesses, and to residents; provide as many copies to the City as needed. D. Conduct special community and business forums, e.g., Trash /Recycling pick-up events, or assist City to inform the community of meetings, e.g., community workshops on large development projects, proposed city measures, initiatives and propositions, transportation concerns, including Gold Line /Metro, etc. E. Assist the City during emergencies, by providing a liaison at Emergency Operations Center; coordinate with the City EOC & Red Cross and Emergency Centers throughout the City in the event of earthquake or disaster; working with Chamber Emergency Business Preparedness plan for emergencies, F. Provide ambassadors to existing and new businesses throughout the year to monitor concerns, assist in resolving problems with the Chamber or the City, meet other Arcadia businesses (e-g,, monthly networking / orientation / breakfasts). G. Work actively on business recruitment, expansion and retention efforts throughout the City, e.g., accompanying City staff on business visits to existing businesses and potential now businesses. 1. Organize and publicize seminars and training sessions for merchants and business members under SBA, SCORE, SGVEP, Foothill Workforce Investment Board, Women at Work, and other governmental and educational programs. J. Continue to work with Arcadia Improvement Association on the recently established downtown community benefits district, improve parking and wayfinding signage, and support marketing efforts. K. As needed or requested by the City, conduct membership survey on general business topics, e.g., parking, ride - share, recycling, signage, etc, to inform the City of business concerns. L. Work with other business area on Live Oak, Duarte and other sectors to initiate regular events and marketing. M. Continue to develop new media marketing opportunities for business members through Chamber. Ill. Govern ment/Leaislative A. Through the Legislative Committee, provide business information to Chamber members and serve as a forum for City, County, State and Federal interrelationships and dialogue. B. Review and recommend proposed business legislation and concerns to City. 111 Ill N ATTACHMENT D AMENDED LEASE AMENDMENT NO. 1 TO LEASE BETWEEN THE CITY OF ARCADIA AND ARCADIA CHAMBER OF COMMERCE This Amendment No. 1 ( "Amendment No. 1 ") is executed on the day of July, 2014 by and between the CITY OF ARCADIA, a Municipal Corporation in the County of Los Angeles, State of California, hereinafter referred to as "Lessor," and the ARCADIA CHAMBER OF COMMERCE, a non - profit California corporation, hereinafter referred to as "Lessee," with respect to that certain Lease by and between Lessor and Lessee executed in or about December, 2011 (the "Lease "). Lessor and Lessee agree as follows: 1. AMENDMENT OF SECTION 7 OF LEASE CONCERNING WASTE, Section 7 of the Lease is amended to read in its entirety as follows: " 7. WASTE. Lessee shall neither cause nor permit any waste to be committed upon the premises and said property and shall keep said property at all times in a neat and orderly condition, free of debris and refuse. Lessee shall at its own expense pay any and all possessory interest taxes and other taxes, pay for all utilities, and repair and maintain the interior (e.g., utility systems, floors, walls, ceiling, windows, HVAC system), and at its own expense shall repair all damage thereto from any cause whatsoever resulting. Lessor shall repair and maintain at its own expense the landscaped areas on said property, including trees, shrubs, turf, grass, irrigation, and the parking lot surface, striping, lighting, building roof and structure. Notwithstanding any provision in this Lease to the contrary, Lessee may remove and thereafter shall replace, solely at its cost and expense and without causing cost or expense to Lessor, one or both of the signs presently located on the property, subject to the requirements set forth in Section 10 of this Lease. In the event Lessee removes and replaces one or both of the signs, Lessee shall thereafter be solely responsible for the cost and expense of repairing and maintaining such signs, without causing cost or expense therefor to Lessor. Lessee shall provide to Lessor written notice, and obtain approval of Lessor, in advance of any repair or alteration involving trenching on the property or electrical panels inside the structure on the property resulting from the replacement of one or both of the signs." 2. AMENDMENT OF SECTION 10 OF LEASE CONCERNING ALTERATIONS. Section 10 of the Lease is amended to read in its entirety as follows: "10. NO ALTERATIONS. Lessee shall cause neither structural alterations to be made to any building, nor alteration, removal or replacement of any sign, on said property without prior consent of Lessor's City Council upon such terms and conditions as Lessor's City Council may prescribe; nor shall Lessee either cause or permit any other work to be performed upon said property or the improvements thereon for which a 1 lien for labor or materials may be lawfully filed without the prior consent of Lessor's City Manager and upon such terms and conditions as he or she may prescribe." 3. REAFFIRMATION OF TERMS AND PROVISIONS OF LEASE. Except as otherwise expressly set forth in this Amendment No. 1, Lessor and Lessee hereby reaffirm all terms and provisions of the Lease. IN WITNESS WHEREOF, the parties hereto have executed the within instrument the day and year first hereinbefore set forth. CITY OF ARCADIA "Lessor" By: Dominic Lazzaretto City Manager ATTEST: in City Clerk APPROVED AS TO FORM: By: Stephen P. Deitsch City Attorney z ARCADIA CHAMBER OF COMMERCE "Lessee" 0 Executive Director President