HomeMy WebLinkAboutContract 2012 2439 March 21, 2012
The Honorable Gary Peterson
Mayor
City of Columbia Heights
590 40th Avenue NE
Columbia Heights, MN 55421
RE: Marketing Agreement with Utility Service Partners Private Label, Inc. d/b/a
Service Line Warranties of America ("SLWA")
Dear Mayor Peterson:
We have discussed entering into a marketing agreement between the City of Columbia
Heights(the "City") and SLWA.
SLWA provides affordable utility service line warranties to consumers. It is SLWA's
understanding that, in consideration of SLWA offering its external sewer and external water line
warranties (the "Warranties") at a 10% discount from its standard rates to the Residents (as
defined below) the City has agreed to cooperate with SLWA in marketing SLWA's services to
City's residents and homeowners (the "Residents") as described below:
1. City hereby grants to SLWA a non-exclusive license to use City's name and logos on
letterhead and marketing materials to be sent to the Residents from time to time, and to be used
in advertising, all at SLWA's sole cost and expense and subject to City's prior review and
approval, which will not be unreasonably conditioned, delayed, or withheld.
2. As consideration for such license, SLWA shall offer the Warranties to the Residents at a
rate that is 10% less than its standard rate for Warranties offered elsewhere.
3. The term of this marketing agreement will be for one year from the date of the execution
of the acknowledgement below and this agreement will then renew on an annual basis unless one
of the parties gives the other advance written notice of at least 90 days that it does not intend to
renew this marketing agreement. City may terminate this marketing agreement 30 days after
giving notice to SLWA that SLWA is in material breach of this agreement if such breach is not
cured during such 30-day period. SLWA will be permitted to complete any marketing initiative
initiated or planned prior to the effective date of any termination of this marketing agreement
after which time, neither party will have any further obligations to the other and the license
described in this letter will terminate.
4. SLWA shall indemnify, hold harmless, and defend City, its elected officials, appointed
officials, and employees from and against any loss, claim, liability, damage, or expense that any
of them may suffer, sustain or become subject to in connection with any third party claim(each a
"Claim") resulting from the negligence or willfulness of SLWA in connection with, arising out
of or by reason of this marketing agreement, provided that the applicable indemnitee notifies
SLWA of any such Claim within a time that does not prejudice the ability of SLWA to defend
against such Claim. Any indemnitee hereunder may participate in its, his, or her own defense,
but will be responsible for all costs incurred, including reasonable attorneys' fees, in connection
with such participation in such defense.
If City agrees that the foregoing fully and accurately describes the agreement between
City and SLWA, please arrange to have a duly authorized representative of City execute and date
the acknowledgement below in each of the duplicate original versions of this letter and return
one to me in the enclosed self-addressed stamped envelope.
If you have any questions or wish to further discuss this marketing agreement, please do
not hesitate to contact Oscar Arras via email at OArras @utilitysp.net or by phone at (214) 632-
6947.
Very truly yours,
Utility Service Partners Private Label,Inc.
By:
Print Name: Philip E. Riley, Jr.
Title: President& CEO
By:
Print Name: Brad H. Carmichael
Title: Vice President
Acknowledged and Agreed:
City hereby acknowledges and agrees that the foregoing letter fairly and accurately
describes the agreement. .- een City and SLWA as of the date of this acknowledgement.
Cl Ilei hts, j N:
By: °° Date:
6
Print Name: Gary Peterson
Title: Mayor
Print Name: Linda Magee
Title: Acting City Manager