Evergreen Arboretum and Gardens Society 4/11/2019

CITY OF EVERETT CITY LODGING TAX GRANT AGREEMENT THIS AGREEMENT made and entered into on this 11 day of hp I(1 , 2019, by and between the City of Everett, a municipal corporation under the laws of the State of Washington, herein after referred to as the "City," and the Evergreen Arboretum and Gardens Society, whose address is 145 Alverson Blvd(Mailing: PO Box 13014),Everett, WA 98206,hereinafter referred to as the"Grant Recipient." WHEREAS, the City has Lodging Tax revenue to distribute to qualified recipients to conduct tourism promotion;and WHEREAS,the City desires to aid the Grant Recipient in conducting tourism promotion; and WHEREAS,the Grant Recipient represented,and by entering into this Agreement now represents, that it is fully qualified to perform the work to be performed hereunder in a competent and professional manner; NOW,THEREFORE,the parties herein do mutually agree as follows: 1. Engagement of Grant Recipient. The City hereby agrees to grant the Grant Recipient money, and the Grant Recipient hereby agrees, to use the money in a competent and professional manner in furtherance of the attached "Exhibit A — Scope of Work." The Scope of Work so identified is hereafter referred to as the "Work." Without a written directive of an authorized representative of the City, the Grant Recipient shall not utilize the money for any uses that are in addition to, or beyond the scope of,the Work. 2. Intellectual Property Rights. Reports, drawings, plans, specifications, and all other intangible property created in furtherance of the Work may be used by the City for any purposes,whether the purpose for which they are made is executed or not,and may be used without the consent of the Grant Recipient. The Grant Recipient retains all intellectual property rights in documents and intangible property created by the Grant Recipient prior to engagement,or not created by the Grant Recipient for its performance of this Agreement. 3. Time of Beginnins and Completion of Performance. This Agreement shall commence as of the date of execution of this Agreement and all Work shall be completed by the thirty- first(31st)day of December, 2019. 4. Compensation. A. The City shall pay the Grant Recipient only for completed Work and for services actually rendered, which are described herein. Such payment shall be full compensation for the Work performed or services rendered, including, but not Page 1 of 7