25_055 BRAND DEVELOPMENT AND INTEGRATED MARKE.pdf

REQUEST FOR PROPOSALS #25-055

BRAND DEVELOPMENT AND INTEGRATED MARKETING SERVICES FOR VISIT SANDY SPRINGS (VSS)

NON-MANDATORY PRE-BID CONFERENCE ATTENDANCE:

June 27, 2025, 11:00 AM EST

VIA MICROSOFT TEAMS WEBINAR

Non-mandatory Pre-Bid Conference Registration Link:

https://events.gcc.teams.microsoft.com/event/cb62ecfe-fb6f-4149-974f-25354859919

Proposals are due:

July 18, 2025, no later than 2:00 p.m.

Firms offering responses to this RFP (“Offeror(s)”) shall submit sealed proposals (“Proposal(s)”) to be received by the City of Sandy Springs (“City”) no later than July 18, 2025, 2:00 p.m. EST. The City will only accept online submissions for this

RFP through the Bonfire Portal at https://sandysprings.bonfirehub.com/projects/191049/details. Any Proposal submitted in any other format (e-mail, paper, fax, mail, etc.) will not be accepted for any reason.

General Information:

1. All communications regarding this procurement must be with the assigned Procurement Officer, Edward S McAdoo III, emcadoo@sandyspringsga.gov.

2. All questions or requests for clarification must be sent via Bonfire under Message Opportunity Q&A:

https://sandysprings.bonfirehub.com/projects/191049/details . Questions are due no later than July 2, 2025, 5:00 p.m.

EST. Questions received after this date and time may not be answered.

3. Questions and clarifications will be answered in the form of an addendum. Any addenda, schedule changes and other important information regarding this procurement will be posted on Bonfire at https://sandysprings.bonfirehub.com/projects/191049/details. It is the Offeror’s responsibility to check Bonfire for any addenda or other communications related to this procurement.

4. The form of contract the City intends to execute with the selected Offeror (the “Contract”) is included as Attachment

A for review. Offerors are urged to read this Contract carefully, including exhibits, prior to submitting a Proposal. In general, the City is unable to negotiate or revise contract provisions. If an Offeror believes certain contract provisions are out of date, not applicable or place an undue burden or cost on the Offeror or the City, the Offeror must address these concerns in writing during the question and answer period. The Procurement Officer will review and determine the appropriate response. If the City determines a change is warranted; an addendum will be posted to this RFP. If an

Offeror is unwilling to execute the Contract, whether modified by addendum or not, a Proposal should not be submitted.

https://events.gcc.teams.microsoft.com/event/cb62ecfe-fb6f-4149-974f-25354859919c@c6279049-e794-4541-8247-8e8261a33321 https://sandysprings.bonfirehub.com/projects/view/17847

5. The City reserves the right to reject all Proposals and to waive technicalities and informalities, and to make award in the best interest of the City.

6. An Offeror’s RFP Checklist is provided for your convenience below. This checklist is provided for assistance only and should not be submitted with the Proposal.

7. The City is not responsible for any technical difficulties. It is highly recommended that all Offerors submit their Proposals prior to the due date of this solicitation.

8. Offerors shall submit an executed Contract and all executed Exhibits to the Contract with the Proposal. Proposals that do not contain a fully executed Contract with all executed Exhibits may be deemed non-responsive.

9. All Offerors are hereby notified that any digital content, applications, websites, or technology services provided under this solicitation must comply with the accessibility standards established under the Americans with Disabilities Act (ADA) and Web Content Accessibility Guidelines (WCAG) 2.1 Level AA. Offerors must demonstrate their ability to deliver products and/or services that are accessible to individuals with disabilities, including compatibility with assistive technologies such as screen readers, keyboard navigation, and voice recognition tools.

DEFINITIONS

Brand Refinement- The process of updating and evolving existing brand elements (e.g., logo, color palette, typography, messaging) to enhance relevance, clarity, and emotional connection with target audiences.

Brand Guidelines- A comprehensive document that outlines how the brand should be consistently represented across all channels and materials. It includes specifications for visual identity, tone of voice, logo usage, typography, and color standards.

Brand Storytelling- The strategic narrative and messaging approach that communicates the values, personality, and unique characteristics of Sandy Springs to resonate with defined target audiences

Target Audience Segmentation- The identification and classification of potential visitors into distinct groups based on demographics, psychographics, behaviors, and interests to enable more effective and personalized marketing.

Market Positioning-The strategy of defining Sandy Springs’ place in the competitive tourism landscape by emphasizing its unique benefits and differentiators to appeal to key audiences.

Creative Campaign-An integrated set of marketing communications (e.g., visuals, messaging, media placements) designed to promote a destination, service, or experience. Campaigns may span multiple channels such as digital, print, social media, video, and broadcast.

Content Creation-The development of visual, written, or multimedia assets (e.g., articles, videos, social media posts, brochures) that support storytelling and marketing goals.

TABLE OF CONTENTS

PROPOSAL SIGNATURE AND CERTIFICATION

CORPORATE CERTIFICATE

OFFEROR’S RFP CHECKLIST

SECTION 1: BACKGROUND AND GENERAL INFORMATION

SECTION 2: SCOPE OF SERVICES

SECTION 3: SUBMITTALS

SECTION 4: CONTENTS OF PROPOSAL AND CRITERIA EVALUATION

SECTION 5: PRE-SUBMITTAL INQUIRIES

SECTION 6: COMMUNICATIONS

SECTION 7: SCHEDULE OF EVENTS

SECTION 8: TERMS AND CONDITIONS

SECTION 9: CONTRACT INFORMATION

Attachment A: CONTRACT, which includes all Exhibits attached thereto including:

• Scope of Services and/or Contractor Proposal

• Cost Proposal

• Certification of Contractor - Georgia Security and Immigration Compliance Act

• Certification of Consultant - Drug-Free Workplace

• Affidavit Verifying Status for City Public Benefit Application

• Contractor Affidavit Under O.C.G.A. § 13-10-91(b)(1)

• Insurance Requirements

• Notice to Contractors - Compliance with Title VI of the Civil Rights Act of 1964

PROPOSAL SIGNATURE AND CERTIFICATION

I certify that this Proposal is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a Proposal (“Offeror”) for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of state and federal law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of this Proposal and certify that I am authorized to sign this Proposal for the undersigned Offeror. I further certify that the undersigned Offeror has not violated the provisions of O.C.G.A. § 45-10-20, et seq. and will not violate them in any respect.

Authorized Signature for Offeror: _________________________________________________

Date: __________________________________________________

Print/Type Name: __________________________________________________

Print/Type Offeror Name Here: __________________________________________________

Company Name: __________________________________________________

I, ____________________________________, certify that: I am the _________________ of the entity named as Offeror in the foregoing Proposal; that ______________________________________________, who signed said Proposal on behalf of the Offeror, was then (title) __________________ of said entity; that said Proposal was duly signed for and in behalf of said entity by authority of its governing body, and is within the scope of its corporate powers; that said entity is duly authorized to do business in the State of Georgia.

This _____________ day of ___________________________, 2025.

(Signature)

(Seal)

Corporate Name: _____________________________________________________ d/b/a: _____________________________________________________

OFFEROR’S RFP CHECKLIST

9 Critical Things to Keep in Mind When Responding to an RFP for the City of Sandy Springs

1. _______ Read the entire document. Note critical items such as: supplies/services required; submittal dates;

number of copies required for submittal; contract requirements, if any (e.g. bonding and insurance requirements).

2. _______ Note the Procurement Officer's name, address, phone numbers and e-mail address. This is the only person you are allowed to communicate with regarding the RFP and is an excellent source of information.

3. _______ Attend the pre-Proposal meeting. These meetings provide an opportunity to ask questions, obtain a better understanding of the procurement, or to notify the City of any ambiguities, inconsistencies, or errors in the RFP. This meeting is voluntary, but all potential Offerors are strongly encouraged to attend.

4. _______ Take advantage of the “question and answer” period. Submit your questions to the Procurement

Officer by the due date listed in the RFP and view the answers given in any formal “addenda” issued for the RFP. All addenda issued for an RFP will be distributed by e-mail to Offerors.

5. _______ Follow the format required in the RFP when preparing a Proposal. Provide point-by-point responses to all sections in a clear and concise manner.

6. _______ Provide complete answers/descriptions. Read and answer all questions and requirements. Don’t assume the City or Evaluation Committee will know what your capabilities are or what items/services you can provide, even if you have previously contracted with the City. Proposals are evaluated based on the information and materials provided in response to the RFP.

7. _______ Use the forms provided, e.g. cover page, reference questionnaire, etc.

8. _______ Review the RFP document again to make sure that you have addressed all requirements.

9. _______ Submit the Proposal on time. Note all the dates and times listed in this RFP, and be sure to submit all required items on time. Late Proposals will not be accepted.

This checklist is provided for assistance only and should not be submitted with your Proposal.

SECTION 1: BACKGROUND AND GENERAL INFORMATION

Introduction

Visit Sandy Springs (VSS) is the official destination marketing organization (DMO) responsible for promoting Sandy Springs, Georgia, as a premier destination for leisure and group travel. Through marketing and sales initiatives, we seek to promote Sandy Springs' unique assets, position the city as a top destination, and ultimately increase economic impact through tourism.

Sandy Springs is a vibrant and growing city located in the heart of metropolitan Atlanta. Visitors can take advantage of the destination’s dynamic mix of offerings, including outdoor recreation, a diverse culinary scene, and cultural experiences, while also having convenient access to downtown and metro Atlanta attractions.

Project Overview

Visit Sandy Springs is seeking proposals from experienced, full-service agencies to assist in the evolution of our current brand and the development of a comprehensive marketing strategy for both leisure and group travel markets. The goal of this initiative is to increase awareness of the city as a vibrant and attractive destination, enhance its positioning in the competitive tourism landscape, and drive measurable growth in both leisure and group travel markets.

SECTION 2: SCOPE OF SERVICES

1. Brand Evolution and Management o Brand Refinement: Evaluate the existing brand identity and evolve it to ensure relevance and resonance with current and potential visitors. This includes refining the visual identity (logo, typography, color palette, etc.), messaging, and tone of voice.

o Brand Guidelines: Create a comprehensive set of brand guidelines to ensure consistency across all marketing and communication channels.

o Brand Storytelling: Define and communicate a compelling story that connects the essence of Sandy Springs to target audiences.

2. Development of a Holistic Marketing Strategy o Target Audience Segmentation: Identify and define key audience segments for both leisure and group travel markets, including demographic and psychographic profiles.

o Market Positioning and Differentiation: Position Sandy Springs as a must-visit destination that stands out from competitors, leveraging unique offerings like outdoor recreation, arts and culture, and proximity to downtown and metro Atlanta.

o Strategic Recommendations: Provide a comprehensive marketing strategy that includes digital and traditional marketing channels, with clear objectives, KPIs, and measurable outcomes.

3. Creative Campaign Development and Execution o Campaign Concepts: Develop innovative, integrated campaigns that appeal to both leisure travelers and group market decision-makers (e.g., event planners, corporate travel organizers, etc.).

o Content Creation: Produce high-quality, engaging content (including but not limited to digital ads, video, social media content, print collateral) that communicates the unique experiences of Sandy Springs.

o Media Strategy, Planning, and Buying: Develop a comprehensive media plan with recommendations for both paid and organic placements across a variety of channels (digital, print, broadcast, etc.).

4. Ongoing Support & Reporting o Provide ongoing support for the execution of marketing initiatives post-launch.

o Create monthly or quarterly reports that assess campaign performance, provide insights, and offer recommendations for future improvements.

SECTION 3: SUBMITTALS

Proposals shall be submitted through Bonfire at:

https://sandysprings.bonfirehub.com/projects/191049/details no later than 2:00 p.m. EST on July 18, 2025.

A Proposal received after this date and time or at any other location will not be accepted or considered. The City is not responsible for delays caused for any reason. It is the Offeror’s sole responsibility to submit its Proposal before the required deadline. Hard copy, electronic and facsimile submittals will not be accepted.

SECTION 4: CONTENTS OF PROPOSAL AND CRITERIA EVALUATION

The RFP and Proposals will enable the City to gather additional information and identify qualified companies to perform the Scope of Services described in Section 2. The City will conduct a comprehensive, fair and impartial evaluation of all Proposals received. An evaluation committee (“Evaluation Committee”) will be established by the City to evaluate Proposals. The City reserves the right, among others, to determine that no qualified Proposals have been received and reject all Proposals. Please limit responses to fifteen (15) pages.

Contents of Proposal

The Proposal shall contain two (2) components: (1) Technical Proposal; and (2) Cost Proposal. The Technical Proposal and Cost Proposal shall contain the information described below. It is not necessary or desirable to prepare an elaborate or extensive Proposal for this Project. Detailed brochures, documentation, artwork, or other superfluous embellishments are unnecessary and are, in fact, discouraged.

The Technical Proposal evaluation criteria consist of the following:

Cover Letter: (One page) The letter should designate the proposing firm and be signed by authorized company officer.

The letter should address the firm’s willingness and commitment to provide the proposed services and why the firm believes it should be selected. No pricing information shall be included in this section.

Table of Contents: (One page) Table of Contents should follow the RFP format.

Company Overview: (One page) Provide a general overview of company, how long the company has been in business, customer service philosophy, and identification of the primary office which will be supporting the City of Sandy Springs.

Project Understanding and Approach: (Three pages) Provide a description of the Firm’s understanding and approach for the proposed Services as outlined in the Scope of Services. Please provide the Firm’s fit to the Services and/or needs of the Owner, any special or unique qualifications, and any techniques or methodologies offered by the firm that may be particularly suitable for the Services.

Work Plan and Schedule: (Two pages) Provide a project schedule in a Gantt chart format and summary work plan to accomplish all project tasks.

Project Team: (Three Pages) Provide information on the Project Manager and personnel to be assigned to this project for the prime Consultant as well as the key personnel of the sub-consultants, if-any. Resumes for key staff shall be included in the Appendix.

The Appendix will not count toward the page limit. If following the award, there are proposed staffing changes, the City shall be provided the resumes of proposed staff prior to assignment.

References: (Four pages) Provide three (3) project references (one page each) that demonstrate that the firm(s) and personnel have experience and expertise with the subject matter and have demonstrated performance of work that is similar in type and scope to requested Services within the last five (5) years. Include a project description, location, cost, status, and client contact information. Identify key project team staff for each project reference.

Evaluation Criteria Proposals will be scored and ranked based upon how well the Offeror demonstrates its knowledge and understanding of the evaluation criteria for the Technical Proposal described herein. Sandy Springs reserves the right to short list and conduct interviews should the need arise to complete the selection process.

The Technical Proposal evaluation criteria will consist of the following: Project Understanding and Approach; Work Plan/Schedule; Project Personnel; and Similar Experience. The score of the Proposal totals a possible maximum of ninety-five (95) points.

Cost Proposals will be evaluated for technically qualified proposers after the technical evaluation is completed. The cost criterion is rated by giving the proposal with the lowest total cost the maximum number of Cost points available (5 points).

TECHNICAL PROPOSAL CRITERIA DESCRIPTION POINTS

Project Understanding and Approach Description of the Offeror’s understanding of the proposed Project as outlined in the RFP and the

Offeror’s demonstration of understanding of the magnitude of the Scope of Work and the desired outcomes for the Project. The overall approach should include any tools or methodologies that are needed to complete the proposed Project on time and within scope and budget.

30 points possible

Schedule and Work Plan A schedule for timely completion of the Scope of

Work shall be included. Information should be provided on the amount of time for each task and

Work Plan on how the work shall be accomplished.

25 points possible

Project Personnel Provide information on personnel to be assigned to this Project for the Offeror as well as the key personnel of any sub-consultants. Personnel should have experience in a variety of fields necessary to complete the requirements of the

Project.

15 points possible

Similar Experience Demonstrate that the firm(s) and personnel have experience and expertise with the subject matter and have demonstrated performance of work that is similar in type and scope to the Project. The

Offeror shall submit a minimum of three (3) projects of similar scope completed in the last five

(5) years. Include a project description, location, cost, status, and client contact information.

Identify key project team staff for each project

25 possible points

The Cost Proposal shall include all estimated costs, expenses, and pricing (direct and indirect).

SECTION 5: PRE-SUBMITTAL INQUIRIES

All questions or requests for clarification shall be sent via Bonfire under Message - Opportunity Q&A:

or directed to: emcadoo@sandyspringsga.gov.

Questions are due no later than July 2, 2025, 5:00 pm EST. Questions received after this date and time may not be answered.

Questions and clarifications will be answered in the form of an addendum. Any addenda, schedule changes and other important information regarding this procurement will be posted on Bonfire at:

https://sandysprings.bonfirehub.com/projects/191049/details

It is the Offeror’s responsibility to check Bonfire frequently for any addenda or other communications related to this procurement.

SECTION 6: COMMUNICATIONS

Questions or comments regarding this procurement shall be submitted in writing via e-mail to the Procurement Officer ONLY (see address below). The Offeror shall clearly reference the section and page numbers of the RFP which are applicable to the question(s) or comment(s) submitted.

Note: Oral questions will not be accepted due to the possibility of misunderstanding or misinterpretation. Offerors are encouraged to submit questions or comments by no later than July 2, 2025, 5:00 p.m. EST, to allow for analysis and dissemination of the City's responses in advance of the Proposal due date. Questions received after this date and time may not be answered.

The principal point of contact for this procurement is the Purchasing Agent, Edward S McAdoo III, for the City. Edward S McAdoo III can be reached via e-mail at emcadoo@sandyspringsga.gov. Until a Consultant is selected and the selection is announced regarding the procurement, elected officials, Evaluation Committee members, employees of the City, and contracted personnel receiving information and documents regarding this procurement are not allowed to communicate referenced.

Cost Proposal

A Cost Proposal shall demonstrate competitive and innovative pricing sheet that incorporates all direct and indirect cost associated with the project. The

Cost Proposal shall be provided as a separate document in Bonfire. Please also include a monthly retainer for on going marketing support.

5 points possible

Total Points 100 mailto:purchasing@sandyspringsga.gov regarding the procurement for any reason with any potential or interested contractors, vendors, City staff, or contracted personnel except through the City's Procurement Officer or designated successor.

For violation of this restriction, the City reserves the right to reject the Proposal of any potential or interested contractor or vendor who knowingly participates in such violation. Any City staff or elected officials who violate this restriction acknowledge such conduct may result in an ethics violation pursuant to the City's ethics ordinance and/or disqualification from further participation in, or briefing on, the procurement. All communications concerning this procurement must be directed to the Procurement Officer named in this procurement.

SECTION 7: SCHEDULE OF EVENTS*

EVENT DATE

RFP Release Date June 16, 2025

Pre-Proposal Meeting (Non-Mandatory) June 27, 2025 (11:00 a.m.)

Deadline for Receipt of Inquiries July 2, 2025

Proposal Due Date July 18, 2025

Proposal Evaluations Completed TBD

Presentations/Interviews (Optional) TBD

Final Selection TBD

*This proposed schedule of events is informational and is subject to change at the discretion of the City.*

SECTION 8: TERMS AND CONDITIONS

All Proposals and supporting materials as well as correspondence relating to this procurement become property of the City when received. Any proprietary information contained in the Proposal shall be so indicated; however, a general indication that the entire contents, or a major portion, of the Proposal is proprietary will not be honored. The following terms and conditions shall also apply:

1. All applicable federal and state laws and City ordinances, licenses and regulations of all agencies having jurisdiction shall apply to Offerors throughout the solicitation and the Project and are incorporated herein.

2. Gratuities, Rebates, or kickbacks.

a. Gratuities. It is prohibited for any person to offer, give, or agree to give any City Representative, or for any City Representative to solicit, demand, accept, or agree to accept from another person, a gratuity, rebate or offer of employment in connection with any decision, approval, disapproval, recommendation or preparation of any part of this RFP influencing the content of any specification or standard, rendering of advice, investigation, auditing or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to this RFP or a Contract or subcontract, or to any Solicitation or response therefore in any manner inconsistent with the State of Georgia’s Department of Administrative Services Gratuity Policy located in the Georgia Procurement Manual Section I.4.

b. Kickbacks. It is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a subcontractor under a Contract to the prime Contractor or higher tier subcontractor, or any person associated therewith, as an inducement for the Award of this RFP.

c. Rebates. It is prohibited for any rebate to be offered for the sole purpose of inducement. Rebates normally or routinely offered to all customers for the purchase of Goods and Services are acceptable and are the property of the City.

d. Nothing in this section shall preclude a City Representative from attending seminars, courses, lectures, briefings, or similar functions at any Offeror's facility or at any other place if any such seminar, course, lecture, briefing, or similar function is for the purpose of furnishing the City Representative with knowledge and information relative to the Offeror's Goods or Services and is one the City Manager determines would be beneficial to the City. In connection with any such seminar, course, lecture, briefing, or similar function, nothing shall preclude the City Representative from receiving meals from an Offeror. Nothing in this section shall preclude the City Representative from receiving educational materials and business related items of not more than nominal value from an Offeror. Nothing contained in this section shall permit the City Representative to accept free travel from the Offeror outside the State of Georgia or free lodging in or outside the State of Georgia.

3. Professionals requiring special licenses shall be licensed in the State of Georgia, and shall be responsible for those portions of the work as may be required by law.

4. No Proposal shall be accepted from, and no contract shall be awarded to, any person, firm, or corporation that (i) is in arrears to the City with respect to any debt, (ii) is in default with respect to any obligation to the City, or (iii) is deemed irresponsible or unreliable by the City.

5. The City shall be able to request of an Offeror satisfactory evidence that it has the necessary financial resources to accomplish the requirements of the contract.

6. From the date this RFP is issued until a Consultant is selected, Offerors are not allowed to communicate with any staff or elected officials of the City regarding this procurement, except at the direction of Edward S McAdoo III, Purchasing Agent for this procurement. Any unauthorized contact may disqualify the Offeror from further consideration. Contact information for the single point of contact is as follows:

Edward S McAdoo III, Purchasing Agent

City of Sandy Springs 1 Galambos Way

Sandy Springs, Georgia 30328 E-mail: emcadoo@sandyspringsga.gov

7. While the City has every intention to make an award as a result of this procurement, issuance of the RFP in no way constitutes a commitment by the City to award and execute a contract. Upon a determination such actions would be in its best interest, the City, in its sole discretion, reserves the right to:

a. Cancel or terminate this RFP at any time. A notice of cancellation will be issued if the RFP is cancelled.

b. Preparation of a Proposal is the Offeror’s sole financial responsibility.

c. The City will not reimburse any Offeror for preparation of its Proposal. Proposals may be returned upon request, if unopened.

d. Reject any or all Proposals received, make a contract award based directly on the Proposals received in the best interest of the City, in its sole discretion, or enter into further discussions with one (1) or more Offerors.

e. Waive and/or amend any undesirable, inconsequential, or inconsistent provisions/specifications of this RFP which would not have significant impact on any Proposal.

f. Make partial award or no award if it is in the best interest of the City to do so.

g. Terminate any contract if the City determines adequate funds are not available or if it is in the City’s best interest to do so.

h. The City reserves the right to award multiple contracts for the Project Scope described in this procurement. If the contract awarded pursuant to this procurement is terminated for any reason, the City reserves the right to request from an eligible Respondent a cost proposal and an executed contract for consideration of award. The City also reserves the right to request such other documents at that time as deemed necessary to consider whether or not to make a contract award, or it may determine to pursue other methods available to it to procure required services.

SECTION 9: CONTRACT INFORMATION

The form of agreement (“Contract”) the City intends to execute with the selected Offeror is included in this RFP as Attachment A. Offerors are urged to read this Contract carefully prior to submitting a Proposal.

In general, the City is unable to negotiate or revise contract provisions. If an Offeror believes certain contract provisions are out of date, not applicable or place an undue burden or cost on the Offeror or the City, the Offeror shall address these concerns in writing during the pre-submittal inquiries period. The Procurement Officer will review and determine the appropriate response. If the City determines a change is warranted; an addendum will be posted to this RFP. If an Offeror is unwilling to execute the Contract, whether modified by addendum or not, a Proposal should not be submitted.

The City may deem any Proposal containing contract changes or exceptions non-responsive and reject the Response.

This RFP document, together with its addenda, amendments, attachments, modifications, Offeror’s Proposal, including any amendments, a “best and final offer,” and any clarification question responses, when executed, becomes part of the contract between the parties. The City does not intend to accept alternate terms and conditions to the Contract. All questions are due in writing no later than the date stated on the first page of this RFP. Questions received after this date and time may not be answered.

Prior to award, the apparent selected Offeror may be required to enter into discussions with the City to resolve any contractual differences before an award is made. These discussions shall be finalized, and all exceptions resolved within one (1) week of notification; if not, the Proposal may be rejected and discussions initiated with the second highest scoring Offeror.

The selected Offeror shall not begin performance of services requested by this RFP prior to the execution of a formal agreement (based on the Contract) by the City and selected Contractor. Any Contractor beginning performance prior to the execution of a formal agreement shall be deemed to be proceeding at the Contractor’s risk and shall not be entitled to any compensation for such performance. In addition, the City reserves the right to withdraw or cancel an award.

The City may, by written notice to the selected Offeror, terminate any resulting agreement without cause. The City must give notice of termination to the selected Offeror at least thirty (30) days prior to the effective date of termination.

SERVICE AGREEMENT

This Agreement (hereinafter “Agreement”) is made as of the execution date by Sandy Springs Hospitality & Tourism Inc.

(the “Effective Date”), by and between ______________________________________ a legal entity authorized to do business in the State of Georgia (hereinafter “Contractor”) and having a Georgia registered agent’s address at_________________ and principal office address of ______________________Attn: (Registered Agent, City State)_______________ and the Sandy Springs Hospitality & Tourism Inc. a Georgia nonprofit corporation located at 50 Glenlake Parkway, Suite 520, Sandy Springs, Georgia 30328 (“Visit Sandy Springs”).

WITNESSETH:

WHEREAS, Contractor is engaged in the business of __________________________________; and

WHEREAS, Visit Sandy Springs has a need to acquire the services described in the Contractor Proposal attached hereto as Exhibit A (hereafter “Services”); and

WHEREAS, Contractor is willing and able to render the Services and wishes to perform the Services for Visit Sandy Springs; and

WHEREAS, Visit Sandy Springs wishes to acquire the Services from Contractor;

NOW, THEREFORE, in consideration of the mutual terms, conditions and covenants set forth herein, the parties hereto agree as follows:

1. Services.

Contractor hereby agrees to render the Services to Visit Sandy Springs as set forth in the Scope of Services and/or Contractor Proposal attached hereto as Exhibit A and incorporated herein by this reference. Contractor agrees to perform the Services at the direction of Visit Sandy Springs’s project manager or designee, in the manner and to the extent required by the parties herein, as may be amended hereafter in writing by mutual agreement of the parties.

2. Compensation.

a. Fee. As consideration for the Services, Visit Sandy Springs shall pay to Contractor the fees described in Exhibit B attached hereto and incorporated herein by this reference. A maximum of 5% increase shall be allotted for each fiscal year beyond the Initial Term if this Agreement is renewed in accordance with

Section 4 of this Agreement. Any request greater than the maximum can be discussed at a mid-year review meeting that will take in place in either December or January by agreement of the parties. The Consumer Price Index (CPI) shall be the determinant of any additional funding. The increase shall be based on the 12-month percentage change (Not seasonally adjusted) for the most current month available.

b. Manner of Payment. Contractor shall, on a monthly basis, prepare and submit to the Visit Sandy

Springs Finance Department an invoice, indicating work performed and approved and additional equipment expenses incurred during the applicable time period, together with such supporting documentation as may be required by Visit Sandy Springs. Each compliant invoice shall be paid within thirty (30) days after submission of an invoice.

3. Relationship of Parties.

a. Independent Contractors. Nothing contained herein shall be deemed to create any relationship other than that of independent contractor between Visit Sandy Springs and Contractor This Agreement shall not constitute, create, or otherwise imply an employment, joint venture, partnership, agency or similar arrangement between Visit Sandy Springs and Contractor. It is expressly agreed that Contractor is acting as an independent contractor and not as an employee in providing the Services under this Agreement.

b. Employee Benefits. Contractor shall not be eligible for any benefit available to employees of Visit

Sandy Springs including, but not limited to, workers’ compensation insurance, state disability insurance, unemployment insurance, group health and life insurance, vacation pay, sick pay, severance pay, bonus plans, pension plans, or savings plans.

c. Payroll Taxes. No income, social security, state disability or other federal or state payroll tax will be deducted from payments made to Contractor under this Agreement. Contractor shall be responsible for all FICA, federal and state withholding taxes and workers’ compensation coverage for any individuals assigned to perform the Services for Visit Sandy Springs.

4. Term

This Agreement shall become effective as of the Effective Date. The Agreement shall commence on the Effective Date and shall remain in effect until June 30, 2026 (the “Initial Term”) with Visit Sandy Springs having an exclusive option to renew for two (2) additional one-year periods (each referred to as a/the “Renewal Term”) contingent upon annual appropriations of funds by the governing Board of Directors of Visit Sandy Springs. The Agreement will terminate at the close of the Initial Term but will automatically renew absent any positive action by Visit Sandy Springs to terminate. The Parties agree that this Agreement shall terminate absolutely and without further obligation on the part of Visit Sandy Springs should Visit Sandy Springs’ governing Board of Directors fail to appropriate adequate funds prior to the start of each Renewal Term.

5. Termination.

Either party shall have the right to terminate this Agreement if the other party is in default of any obligation hereunder and such default is not cured within ten (10) days of receipt of a notice from the other party specifying such default. “Default” shall mean:

a. If Visit Sandy Springs fails to make payments when due or fails to perform or observe any of its duties or obligations under the terms of this Agreement;

b. If Contractor fails to perform or observe any of its duties or obligations under the terms of this

Agreement;

c. If Visit Sandy Springs or Contractor shall have made any warranty or representation in connection with this Agreement which is found to have been false at the time such warranty or representation was made and is materially harmful to the other party.

d. This Agreement may also be terminated for convenience by either party by giving written notice thirty (30) days prior to the effective date of termination. If this Agreement is terminated pursuant to this paragraph, Contractor shall be exclusively limited to receiving only compensation for the work performed and appropriately documented to and including the effective date identified in the written termination notice.

6. Termination of Services and Return of Property.

Upon the expiration or earlier termination of this Agreement, Contractor shall immediately terminate the Services hereunder and shall deliver promptly to Visit Sandy Springs all property relating to the Services and any Work Product (as defined below), patents or copyrights covered by this Agreement. Work Product shall include, but not be limited to, all hardware and software, written, graphical, and recorded material, and any copies, abstracts or summaries thereof.

7. Standard of Performance and Compliance with Applicable Laws in the Service Agreement

Contractor warrants and represents that it possesses the special skill and professional competence, expertise and experience to undertake the Services and the obligations imposed by this Agreement. Contractor agrees to perform in a diligent, efficient, competent and skillful manner commensurate with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances, and to otherwise perform as is necessary to undertake the Services required by this Agreement, including the requirements set forth in the Certification of Contractor - Georgia Security and Immigration Compliance Act attached hereto as Exhibit C, in the Certification of Sponsor Drug Free Workplace attached hereto as Exhibit D, and in the Affidavit Verifying Status for City Public Benefit Application attached hereto as Exhibit E, Contractor Affidavit under O.C.G.A. § 13-10-91(b)(1) attached hereto as Exhibit F, and agrees to execute and provide such certifications to Sandy Springs, which are incorporated into and made a part of this Agreement.

Contractor warrants and represents that it will, at all times, observe and comply with all federal, state, local and municipal ordinances, rules, regulations, relating to the provision of the Services to be provided by Contractor hereunder or which in any manner affect this Agreement.

The Contractor shall comply with and shall require its Subcontractors to comply with the regulations for compliance with Title VI of the Civil Rights Act of 1964, as amended, and 23 CFR 200, as stated in Exhibit H, NOTICE TO CONTRACTORS - COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964, attached hereto and incorporated herein.

8. Conflicts of Interest.

Contractor warrants and represents that:

a. the Services to be performed hereunder will not create an actual or apparent conflict of interest with any other work it is currently performing; and

b. Contractor is not presently subject to any agreement with a competitor or with any other party that will prevent Contractor from performing in full accord with this Agreement; and

c. Contractor is not subject to any statute, regulation, ordinance or rule that will limit its ability to perform its obligations under this Agreement; and

d. Contractor shall be free to accept other work during the term hereof; provided, however, that such other work shall not interfere with the provision of Services hereunder.

9. Proprietary Information; Non-Solicitation.

Contractor acknowledges that it may have access to and become acquainted with confidential and other information proprietary to Visit Sandy Springs including, but not limited to, information concerning Visit Sandy Springs, its operations, customers, citizens, business and financial condition, as well as information with respect to which Contractor has an obligation to maintain confidentiality (collectively referred to herein as “Proprietary Information”). Contractor agrees not to disclose, directly or indirectly, to anyone or to use or to allow others to use, for any purpose whatsoever, any Proprietary Information of any type, whether or not designated confidential or proprietary, acquired in the course of performing under this Agreement. The obligations of Contractor under this section shall survive the termination of this Agreement.

10. Insurance and Indemnification

Contractor shall indemnify Visit Sandy Springs, its officers, agents, servants and employees from and against any and all liability for damages, losses, or expenses to the extent caused by or resulting from the negligence, recklessness, or intentionally wrongful conduct of the Contractor or other persons employed or utilized by the Contractor in the performance of the Contract. Insurance requirements are attached hereto as Exhibit G and incorporated herein by this reference.

11. Non-Discrimination

During performance of this Contract, Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender, national origin, age, disability, or military or veteran status, or any other status or classification protected by applicable federal, state and local laws. This practice shall apply to all terms and conditions of employment, including but not limited to, hiring, placement, promotion, termination, layoff, recall, transfer, leave of absence, compensation, and training.

Contractor shall undertake equal employment opportunity efforts to ensure that applicants and employees are treated without regard to their race, color, religion, sex, sexual orientation, gender, national origin, age, disability, or military or veteran status, or any other status or classification protected by applicable federal, state and local laws. Contractor's equal employment opportunity efforts shall include, but not be limited to, all terms and conditions of employment, including but not limited to, hiring, placement, promotion, termination, layoff, recall, transfer, leave of absence, compensation, and training.

Contractor shall, in all solicitations or advertisements for employees placed by, or on behalf of Contractor, state that all qualified applicants will receive consideration for employment without regard to their race, color, religion, sex, sexual orientation, gender, national origin, age, disability, or military or veteran status, or any other status or classification protected by applicable federal, state and local laws.

Contractor shall cause the foregoing provisions to be inserted in all subcontracts for any work covered by the Agreement so that such provisions will be binding upon each subcontractor, provided that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials

12. Assignment.

Contractor shall not assign this Agreement or the rights and obligations created herein without the prior express written consent of Visit Sandy Springs. Any attempted assignment by Contractor without the prior express written approval of Visit Sandy Springs may, at Visit Sandy Springs’ sole option, result in the termination of this Agreement without any notice to Contractor of such termination.

13. Notices.

All notices or other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally in hand, or when mailed by certified or registered mail, return receipt requested with proper postage prepaid, addressed to the appropriate party at the following address or such other address as may be given in writing to the parties:

If to Visit Sandy Springs: With copies to:

Adam Berrios, Executive Director Dan Lee, City Attorney 1 Galambos Way 1 Galambos Way Sandy Springs, Georgia 30328 Sandy Springs, Georgia 30328

If to Contractor: With copies to:

Contractor Contact, Title Name and Title Address Address City, State, Zip City, State, Zip

14. Governing Law and Consent to Jurisdiction.

This Agreement is made and entered into in the State of Georgia and this Agreement and the rights and obligations of the parties hereto shall be governed by and construed according to the laws of the State of Georgia without giving effect to the principles of conflicts of laws. The Courts in Fulton County, Georgia shall have jurisdiction over any litigation arising out of this Agreement.

15. Waiver of Breach.

The waiver by either party of a breach or violation of any provision of this Agreement shall not operate or be construed to constitute a waiver of any subsequent breach or violation of the same or other provision thereof.

16. Disputes

No civil action with respect to any dispute, claim or controversy arising out of or relating to this Contract may be commenced without first giving fourteen (14) calendar day’s written notice to Visit Sandy Springs of the claim and the intent to initiate a civil action.

17. Severability

If any provision of this Agreement is held to be unenforceable for any reason, the unenforceability thereof shall not affect the remainder of the Agreement, which shall remain in full force and effect, and enforceable in accordance with its terms.

18. Entire Agreement.

This Agreement contains the entire agreement and understanding of the parties with respect to the subject matter hereof, and supersedes and replaces any and all prior discussions, representations and understandings, whether oral or written.

19. Heading

This Agreement shall not be interpreted by reference to any of the titles or headings to the sections or paragraphs of this Agreement, which have been inserted for convenience purposes only and are not deemed a part hereof.

20. Interpretation of Exhibits and Exclusion of External References

The provisions of the main body of this Agreement shall govern the relationship between Visit Sandy

Springs and the Contractor. In the event of conflicts or inconsistencies between this Agreement and its exhibits and attachments, including, but not limited to, those provided by Contractor, the provisions of the main body of this Contract Agreement shall control. Website links inserted by the Contractor into exhibits or attachments to this Agreement shall not govern, alter, control or otherwise affect the provisions of this Agreement and shall be of no force or effect in the construction or interpretation of this Agreement.

21. Copyright, Trademark and Patent Indemnification

Contractor warrants it has the rights to use and license all products, software and services provided under this agreement. Contractor further agrees to defend and save harmless Visit Sandy Springs against any claims brought by a third party including, without limitation, reasonable attorneys' fees and costs, arising out of or in connection with a claim that the Software, Products and Services used in the scope of this agreement violated a third party’s trademark, copyright or patent. Copyright, Trademark and Patent Indemnification shall survive the termination, cancellation or expiration of this agreement.

IN WITNESS WHEREOF, the parties hereto, acting through their duly authorized agents, have signed and sealed this Agreement.

SANDY SPRINGS HOSPITALITY & TOURSIM, INC.

By:

Date of Execution Name:

Title:

CONTRACTOR NAME

By: _________________________________ Date of Execution Name:

Title:

ATTEST: WITNESS:

By: By:

Secretary

(SEAL)

EXHIBITS

EXHIBIT A Scope of Services and/or Contractor Proposal

EXHIBIT B Fee Schedule

EXHIBIT C Certification of Contractor - Georgia Security and Immigration Compliance Act

EXHIBIT D Certification of Sponsor Drug-Free Workplace

EXHIBIT E Affidavit Verifying Status for City Public Benefit Application

EXHIBIT F Contractor Affidavit under O.C.G.A. § 13-10-91(b) (1)

EXHIBIT G Insurance Requirements

EXHIBIT H Notice to Contractors Compliance with Title VI of the Civil Rights Act of 1964

EXHIBIT I Corporate Certificate

EXHIBIT J Notice to Contractors Compliance with Electrical Provisions

EXHIBIT K Subcontractor List

EXHIBIT L Addendums

EXHIBIT A

SCOPE OF SERVICES/ CONTRACTOR PROPOSAL

EXHIBIT B

COST PROPOSAL

EXHIBIT C

CERTIFICATION OF CONTRACTOR

GEORGIA SECURITY AND IMMIGRATION COMPLIANCE ACT

I hereby certify that I am a principle and duly authorized representative of

_____________________________________________, (“Contractor”), whose address is

Contractor hereby agrees to comply with all applicable provisions and requirements of the Georgia Security and

Immigration Compliance Act of 2006 (the “Act”), as codified in O.C.G.A. Sections 13-10-90 and 13-10-91 and regulated in Chapter 300-10-1 of…