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HomeMy WebLinkAboutC-6275(C) - Grant Agreement for FY 15-16 - Wine and Food FestivalGRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND NEWBE PRODUCTIONS, LLC This Grant Agreement ("Agreement") is entered into this 28th day of September, 2015 ("Effective Date"), by and between the City of Newport Beach, a California municipal corporation and Charter City ("City"), and NEWBE PRODUCTIONS, LLC, a California limited liability company located at 2400 West Coast Highway, Suite 11-104 Newport Beach, CA 92663 ("Grantee"). City and Grantee are at times individually referred to as "Party" and collectively as "Parties" herein. RECITALS A. It is the policy of the City Council that the City's budget specifically allow the City Council to direct revenue towards non-profit agencies, community groups, community events, or enhancement projects with worthy projects or programs which the City Council deems beneficial to resident's quality of life. B. Grantee requested a grant from the City for the Newport Beach Wine & Food Festival ("Grant Proposal"). C. The City Council determined the Grant Proposal is for a worthy project that will benefit the City's resident's quality of life. D. The City Council approved a grant in the amount of Thirty Five Thousand Dollars and 00/100 ($35,000.00) ("Grant Funds") to Grantee pursuant to certain conditions regarding expenditure, reporting, and accounting requirements. NOW, THEREFORE, the Parties agree as follows: 1. GRANT 1.1. City awards to Grantee Grant Funds in the amount of Thirty Five Thousand Dollars and 00/100 ($35,000.00) as requested by Grantee in the Grant Proposal attached hereto as Exhibit A and incorporated herein by reference, or such other amount as authorized by the City Council. 1.2. Grant Funds shall be disbursed by City to Grantee as follows (select one): ® At the time of execution of this Agreement. 2. TERM The term of this Agreement shall commence on the Effective Date and shall continue in full force and effect until June 30, 2016, unless terminated earlier as provided herein. 3. RESTRICTIONS ON USE OF FUNDS 3.1. The Grant Funds are subject to the following expenditure conditions ("Approved Uses"): 3.1.1. The Grant Funds shall be expended solely for the purposes provided in Exhibit A; 3.1.2. The Grant Funds shall not be used for any activity that would violate City, state or federal statutory or decisional law such as regulations affecting non-profit or tax exempt organizations exempt from taxation pursuant to Section 501(c)(3) of the Internal Revenue Code; and 3.2. Grantee further warrants to City that the Grant Funds will be spent solely for the Approved Uses and the Grant Funds shall be used by Grantee during this Agreement's term otherwise the Grant Funds shall be returned to City, as provided in Section 6 below. 4. PERFORMANCE MEASURES 4.1. Grantee shall adhere to the following objectives and performance measures ("Performance Measures"): 4.1.1. Grantee shall abide by the measureable objectives and performance measurements detailed in the Performance Measures attached hereto as Exhibit B and incorporated herein by reference. 5. REPORTING AND ACCOUNTING REQUIREMENTS 5.1. At all times during the term of this Agreement, Grantee shall maintain true, proper, and complete books, records, and accounts (collectively, "Books and Records") in which shall be entered fully and accurately all transactions taken with respect to the operations of Grantee under the Grant Proposal and the expenditure of the Grant Funds. Grantee shall maintain the Books and Records in accordance with Generally Accepted Accounting Principles. 5.2. If the Grantee has been audited by an independent auditor or has been the subject of a compliance audit/examination by a grantee or regulatory agency during the past three years, audit reports and management letters indicating compliance violations, fraud, illegal acts, material weaknesses in internal control structure or reportable conditions, in connection with such audits shall be delivered to the City thirty (30) days prior to the effective date of this agreement. If no audits or events as described above have occurred during this period, the Grantee shall provide City a written assertion that no audits or similar examinations have occurred during the three (3) year period and an assertion that the Grantee is not aware of any events or conditions, described above, or other information that might reasonable impact City's decision to fund the grant as requested. NEWBE PRODUCTIONS, LLC Page 2 5.3. City reserves the right to designate its own employee representative(s) or its contracted representative(s) with a Certified Public Accounting firm who shall have the right to audit Grantee's accounting procedures and internal controls of Grantee's financial systems as they relate to the Grant Proposal and to examine any cost, revenue, payment, claim, other records or supporting documentation resulting from any items set forth in this Agreement. Any such audit(s) shall be undertaken by City or its representative(s) at mutually agreed upon reasonable times and in conformance with generally accepted auditing standards. Grantee agrees to fully cooperate with any such audit(s). 5.4. This right to audit shall extend during the length of this Agreement and for a period of three (3) years or longer, if required by law, following the date of any Grant Funds tendered under this Agreement. Grantee agrees to retain all necessary records/documentation for the entire length of this audit period. 5.5. Grantee shall, upon conclusion of the event, furnish the City with a Balance Sheet and Income Statement describing the receipt and disbursement activities of Grantee with respect to the Grant Funds. In its sole and absolute discretion the City may also require Grantee to submit: (1) quarterly check registers and descriptions of each disbursement; (ii) budget -to -actual -results; and (iii) a statement of position describing the assets and liabilities associated with the Grant event. All reports, including a post -event evaluation, shall be due to the City no later than forty-five (45) days following the conclusion of the event. In the event that an independent audit is conducted, Grantee shall forward a copy of the audited report to the City for review, including any Management Letter, Report on Internal Controls, or Reportable Conditions letter generated during the course of the audit. 5.6. Grantee agrees to exercise prudent financial management processes including proper oversight of all assets, budget preparation, and timely reporting including budget -to -actual -comparisons. 5.7. All Approved Uses shall be performed by Grantee or under Grantee's supervision. Grantee represents that it possesses the professional and technical skills required to perform the services required by this Agreement, and that it will perform all services with a standard of care and in a manner commensurate with the community professional standards. 5.8. If Grantee has supported Political Action Committees(s) (PACs) during the past three (3) years, the Grantee shall hire an independent auditor to perform limited, agreed-upon testwork procedures to provide City assurance that City sponsored event profits did not subsidize the funding of Political Action Committees (PACs) and event proceeds were adequately segregated from funds used to support PACs. Agreed upon procedures may include a review of a detail list of the past three (3) years of PAC contributions and expenditures, including: a. An identifying donor number, date and amount of each reported contribution; and b. A detail of expenditures sufficient enough to determine that the expenditures were solely for PAC -related expenses; and NEWBE PRODUCTIONS, LLC Page 3 c. Any retained earnings or fund balance at the end of each fiscal year. Substantive documentation for the contribution and expenditure should be available upon request. City shall approve the agreed-upon testwork procedures prior to the commencement of fieldwork. 6. USE OF GRANT FUNDS The Grant Funds shall be used solely by Grantee for the Approved Uses and for no other use. In the event that the Grant Funds are not used for the Approved Uses or are not expended by or before June 30, 2016, Grantee shall notify the City in writing, and shall be obligated to return the Grant Funds to City within thirty (30) days. 7. INDEMNIFICATION 7.1. To the fullest extent permitted by law, Grantee shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to this Agreement (including the negligent and/or willful acts, errors and/or omissions of Grantee, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 7.2. Notwithstanding the foregoing, nothing herein shall be construed to require Grantee to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Grantee. 8. GRANTEE INDEPENDENCE In the performance of this Agreement, the Grantee, and the agents and employees of Grantee, shall act in an independent capacity and are not officers, employees or agents of the City. The manner and means of performing the Approved Uses are under the control of Grantee, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Grantee or any of Grantee's employees or agents, to be the agents or employees of City. Grantee shall have the responsibility for and control over the means of performing the Approved Uses, provided that Grantee is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Grantee as to the details of the performance or to exercise a NEWBE PRODUCTIONS, LLC Page 4 measure of control over Grantee shall mean only that Grantee shall follow the desires of City with respect to the results of the Approved Uses. 9. PROHIBITION AGAINST TRANSFERS Grantee shall not assign, sublease, hypothecate or transfer this Agreement or any of the services to be performed under this Agreement, directly or indirectly, by operation of law or otherwise without prior written consent of City. Any attempt to do so without written consent of City shall be null and void. 10. NOTICES 10.1. All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the third business day after the deposit thereof in the United States mail, postage prepaid, first class mail, addressed as hereinafter provided. 10.2. All notices, demands, requests or approvals from Grantee to City shall be addressed to the City at: Attn: City Manager City of Newport Beach 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658 10.3. All notices, demands, requests or approvals from City to Grantee shall be addressed to Grantee at: Attn: Stefanie Salem, President NEWBE PRODUCTIONS, LLC 2400 West Coast Highway, Suite 11-104 Newport Beach, CA 92663 11.TERMINATION 11.1. Termination for Cause. Grantee shall be in default if Grantee fails or refuses to perform any duty required by the Agreement or performs in a manner inconsistent with the terms, conditions and restrictions in this Agreement. In such event, City shall give Grantee, thirty (30) days written notice to cure, if the default can be cured and City shall be entitled to terminate this Agreement if Grantee has not cured the default within the thirty (30) day cure period. City shall be entitled to immediately terminate this Agreement if the default cannot be cured through corrective action. If terminated for cause, Grant Funds shall be returned to the City pursuant to Section 6. This Agreement is made on an annual basis, and as such is subject to non -renewal at its termination. 11.2. Termination without Cause. City may terminate this Agreement at anytime with or without cause upon seven (7) days written notice to Grantee, any remaining NEWBE PRODUCTIONS, LLC Page 5 Grant Funds in Grantee's possession at the time of termination shall be returned to City pursuant to Section 6. 11.3. Specific Performance. Grantee agrees that the City has the legal right, and all necessary conditions have been satisfied, to specifically enforce Grantee's obligations pursuant to this Agreement. 12.STANDARD PROVISIONS 12.1. Recitals. City and Grantee acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 12.2. Compliance With all Laws. Grantee shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. 12.3. Waiver. A waiver by either Party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 12.4. Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 12.5. Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Grant Proposal or any other attachments attached hereto, the terms of this Agreement shall govern. 12.6. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 12.7. Amendments. This Agreement may be modified or amended only by a written document executed by both Grantee and City and approved as to form by the City Attorney. 12.8. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 12.9. Controlling Law And Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. NEWBE PRODUCTIONS, LLC Page 6 12.10. Equal Opportunity Employment. Grantee represents that it is an equal opportunity employer and it shall not discriminate against any contractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age or any other impermissible basis under law. 12.11. No Attorney's Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 12.12. Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY' OFFICE Date: z 9 I� By: �F• 0 Aaron C. Harp ati� City Attorney ATTEST: a. IM, 1S Date: CITY OF NEWPORT BEACH, A California municipal corporation Date: By: _ C.__\-( A Dave gilt City Manager GRANTEE: NEWBE PRODUCTIONS, LLC, a Paliforniailimited liability company Leilani I. Brown City Clerk Attachment: Exhibit A: Grant Proposal Exhibit B: Performance Measures ent [END OF SIGNATURES] NEWBE PRODUCTIONS, LLC Page 7 EXHIBIT A GRANT PROPOSAL NEWBE PRODUCTIONS, LLC Page A-1 Locey, Mary From: form_engine@fs23.formsite.com Sent: Saturday, June 06, 2015 7:56 AM To: Locey, Mary Subject: Special Event—Application for Financial Support Result #8438328-NewBe-Wine & Food Festival Special Event Support Application - Signature Events Reference 0: 8438328 Status: Complete Date: 2015-06-06 07:56:28 User. 104.178.221.197 (Chrome - Mac) Referrer. https://fs23.formsitc.coinlms/formLogitiRetum Form Login Account (optional) New Users / Returning Users CLICK HERE to setup or return to your account for this form. Creating an account enables you to return to this form and your submitted results. An account will also enable you to partially complete this form and return later to finish the form. The account you establish is only for this form. Directions for Completing the Application Form • Each question should be answered clearly and briefly. • If a question is not applicable, enter N/A. • Please adhere to the word limits in certain sections. • Attach a copy of the event budget. • Incomplete or applications received after the submission deadline will not be accepted. • Do not sumit collateral materials (i.e. marketing materials and programs). They will not be considered. • Applications must be submitted online. • The completed application must be received no later than 4 p.m. on Monday, June 8, 2015. Funding Levels - New! Signature Event Grants will be awarded at set, not -to -exceed levels based upon an evaluation of the event budget, an estimate of related City special event fees, and the estimated economic benefits to the City of having the event based in Newport Beach. The City's financial support should represent no more than 25 percent of the overall event budget. The City may choose to enter multi-year agreements with grant awardees. All agreements, whether for one year or multiple years, will include right to audit language and include measureable objectives and performance measures for evaluating the event's marketing and economic impact. Signature Event Grants Funding Levels* • Tier 1 - $15,000 - $25,000 • Tier 2 - $25,001 - $50,000 • Tier 3 - $50,001 - $150,000 *Grants provided based on analysis of related City event fees and economic benefits City would derive from the event. Applicant / Event Information - Signature Events * Name of Applicant Organization: NewBe Productions LLC Applicant Representative Contact Information * First Name Stefanie * Last Name Salem * Title / Affiliation: President * Full Address of Organization: 2400 West Coast Hwy, Suite 11-104, Newport Beach, CA 92663 * Phone Number 9493352348 * Email Address stefanieL newbefest com * Type of Nonprofit Entity: Project Hope Alliance beneficiary * Entity Address (if different from applicant): 1954 Placentia Ave, Suite 202, Costa Mesa CA 92627 * Name of Event: Newport Beach Wine & Food Festival * Event Date(s): October 2-4, 2015 * Is this an annual event? FX yes Ono * Event location(s)/venue(s) in Newport Beach: Newport Beach Civic Center and Oak Grill/Aqua Lounge at Island Hotel * Is at least 51 percent of this event - in its entirety - within Newport Beach? ❑X Yes E]No * Type of event (Check one): 7 Art/Culture Community F] Recreational Special Interest Educational Social ❑X Other (Community, Educational, Social, Special Interest, Charity) * Have you previously received City support for this or any other event sponsored by your organization? MX Yes No * If yes, please list the event(s), year(s) and amount($): Newport Beach Wine & Food Festival 2014 $15,000 * Is there a fee to enter the event? If yes, what is the amount of the fee? Launch Party/Charity Event at Oak Grill: $125 Daytime festival: $150 per day $250 weekend pass Discount codes provided to our sponsors Discounts for weekend packages with Irvine Co Resort Properties * Describe what, if any, portion of the event Is FREE to the public. None * Brief Description of Event (150 -word maximum, include any anticipated impacts such as road closures, traffic control, amplified sound and if any portion of the event will be on public property such as parks, streets, sidewalks): The Newport Beach Wine & Food Festival, brings awareness and raises funds for our local charity beneficiary, Project Hope Alliance, The festival begins the evening of Friday, October 2nd, with the official launch party/charity event at Oak Grill/Aqua Lounge, Island Hotel. The daytime festival held at the Newport Beach Civic Center, will allow guests to taste, sip and learn There will be celebrity chefs teaching through cooking demonstrations, treater sommeliers leading wine panels, 30 top local restaurants and their executive chefs providing testings, over 200 wines being poured, spirit and beer activations, interactive sponsorship lounges and live jazz. This community and consumer event provides co -banding opportunities to highlight local businesses and promote their economic growth in the City of Newport Beach. * In 250 words or less, explain how your event will meet or exceed any or all of the six Signature Event Evaluation Criteria (see Special Event Support Program Overview, page 3): 1.90% of all sponsors for 2014 have been confirmed for 2015. 99% of all participants were confirmed by April 30, 2015. This is a direct reflection of the measurable economic benefits received in 2014. 2. The festival implements and utilizes on-line tracking tools to measure website traffic, social media reach, email newsletter engagement and growth in database, We measure ROI on adverdsements/editorials as well as demographics through ticket sale data 3. The festival programing enhances the quality of life in Newport Beach by bringing together celebrity chefs, master sommeliers, top executive chefs, vintners, master mixologists, high level sponsors, Project Hope Alliance with the residents of Newport Beach and out of town visitors. 4. NBWFF has already received national attention in our inaugural year. We intend to become one of the top food and wine festivals on the national circuit, like Pebble Beach Food & Wine and the Aspen Classic. 5. NBWFP, a world-class event, showcases the City of Newport Beach as the ultimate destination. Working with our hotel and hospitality sponsor, Irvine Co Resort Properties, along with Visit Newport, we aro actively promoting visitors to Newport Beach to come and have a taste of the good life. 6. NBWFF directly benefits and promotes participating Newport Beach businesses through targeted marketing strategies and high level co -branding opportunities while indirectly benefitting the community as visitors stay and enjoy the rest of what NB has to offer. NBWFF brings more business to the area during the off season. * Anticipated Event Attendance (Indicate participants vs. spectators, if applicable): 600 vs 4000 * Summarize applicant's prior event experience (100 -word maximum): KATY HIGGINS, EVENT DIRECTOR AND DESIGNER, IS A NATIONALLY RECOGNIZED, AWARD WINNING EVENT PROFESSIONAL, KNOWN FOR CRAFTING DISTINCTIVE, ONE -OF -A -KIND CELEBRATIONS. KATY'S CLIENT ROSTER INCLUDES HIGH-PROFILE CORPORATIONS SUCH AS ELLE MAGAZINE, NIKE, HURLEY, LEVIEV DIAMONDS, NEIMAN-MARCUS, FERRARI, MCLAREN, NIXON AS WELL AS AN IMPRESSIVE LIST OF TECH CELEBRITIES, CEO'S AND MORE. KATY'S WORK HAS BEEN FEATURED M MARTHA STEWART MAGAZINE AND HER 2012 EVENT, "LET HIM EAT CAKE;' CAPTURED THE COVETED GLOBAL INDUSTRY AWARD, "BEST EVENT PRODUCED FOR AN INDIVIDUAL OVER $1000 PER PERSON." KATY WAS RECENTLY NAMED ONE OF THE "2014 TOP EVENT PROS TO WATCH" BY SPECIAL EVENTS MAGAZINE. * If the Applicant conducts similar events elsewhere, please provide details including: where, when, safety issues, and If applicable, why the event left its previous location (100 -word maximum): Our inaugural event was in 2014, and we do not produce similar events anywhere else. * The request for City support must include a list of other City entities or groups (e.g, City Arts Commission, a Business Improvement District, Library support group, etc.) from which the applicant is seeking financial support. Are you seeking financial support from other City entities? NYes ❑ No If you answered yes above, please list the entities or groups and the amount of financial support requested from each: Visit Newport - $20,000 requested - we did not receive a check, but they are helping promote and market NB WFF outside of Newport to help tum the Festival into a more national event. We will be requesting support from the Business Improvement District in the amount of $5,000 * As your organization's representative, please verify the below by checking the corresponding boxes and then type your name In the field below. n I have read the updated City of Newport Beach Special Event Support Program Overview, including the eligibility, qualification and evaluation Intl criteria. nI understand that the City will award grants in the form of City fee credits to successful applicants and that the City will determine the appropriate X level of each grant. I acknowledge that submission of this application does not guarantee the event will receive City support. * Name: Stefanie Salem Attach event budget GwLIUVPRx Proiected Budget 2015.xlsx Locey, Mary From: Stefanie Salem <stefanie@newbefest.com> Sent: Tuesday, June 09, 2015 9:27 AM To: Locey, Mary Subject: UPDATED City Application for Funding-NBWFF Hi Mary, Thank you for the opportunity to provide statistics. Please disregard the part where we wrote our charity beneficiary. Instead put NIA. 1. The Newport Beach Wine & Food Festival brought a regional and national media spotlight to the City and its incredible epicurean scene with over 60 print, online and radio stories, reaching 8.4 million print readers, and 215,000 listeners in LA/OC market. 76% of ticket buyers were from outside of Newport Beach and 34% stayed in hotels. 2. The Festival implements on-line tracking tools to measure website traffic, social media reach, email newsletter and received 132 million online impressions. 3. The festival programing enhances the quality of life in Newport Beach by bringing together celebrity chefs, master sommeliers, top executive chefs, vintners, mixologists, high-level sponsors, and Project Hope Alliance with the residents of Newport Beach and out of town visitors. 4. NBWFF has already received national attention in our inaugural year. We intend to become one of the top food and wine festivals on the national circuit, like Pebble Beach Food & Wine and the Aspen Classic. We anticipate an increase in hotel occupancy by a minimum of 2000 nights over the weekend. 5. NBWFF, a world-class event, showcases the City of Newport Beach as the ultimate destination putting a spotlight on the Civic Center. Irvine Co Resort Properties and Visit Newport will be actively promoting the Festival outside of the City to bring visitors to Newport. 6. NBWFF directly benefits the restaurant industry. Our official community partner was NBRA. The Festival indirectly benefits the community as visitors stay and enjoy what NB has to offer during the off season. Thank you! Stefanie Stefanie Salem Founder & President NewBe Productions LLC Newport Beach Wine & Food Festival fQ4Q)RR5-2848 www.nMortwineandfood.com Projected Budget for the Newport Beach Food and Wine Festival 2015 Ticket Oak Grill/Aqua Lounge Launch party Saturday tickets Sunday tickets YPO private event Riedel Wine Glass private class Sponsorship Income Chase Bank tickets Advertisments in program Title Sponsor - Southern Wine & Spirits Sponsor - Chase Bank Sponsor - Stella Artois Sponsor- Anahiem Ducks/Honda Center Sponsor- Land Rover/Jaguar/Aston Marton Sponsor - Duke- bourbon Sponsor -City of Newport Beach Sponsor- Celebrity Cruise Sponsor- Whole Foods Sponsor -Vita Mix Sponsor -Tommy Bahamas Restaurant fees Projected Cash Income In -Kind Sponsorship Donations Visit Newport / Newport Beach & Co Sub Zero Wolf Indoor dual indoor kitchen Irvine Co Resort Properties Riedel Wine Glasses Z Gallerie furniture LA Times/Daily Pilot Firebrand Media 24 Carrots Pencil Box Photography Whole Foods One Palm Marketing/website Total In Kind Income Not included In projected cash Income 2,000 8,000 6,000 5,000 8,000 94,000 Festival Event Expenses Oak Grill/Aqua Lounge party Merchant Services Authorize.Net Thundertix Taxes on all ticket sales Flights for Chefs Hotel rooms for all chefs CAR EXPENSE FOR CHEFS Civic Center lawns Special Event Permit Rental Company (tents, tables, fences, chandell ers, market umbrellas, Riedel wine glasses/printing Linens Audio Visual Signage/poles/hanging supplies ABM maintenance City Police and Private Security Ice Volunteer Lead NewBe reimbursements ABC license Backline Musicians Advertising/Marketing Welcome Bags Program Books Event volunteer T-shirts Flyers Web Site Design & Maintenance Wristbands Office supplies Name Badges Graphic Designer Company/Event Insurance Videographer Photographer Telephone Car Expense Extra Production Labor weekend of Festival Culinary Director $7,000 $6,500 $2,500 $5,520 $922 $48,000 $8,000 $8,000 $28,000 $4,500 $2,500 BESPOKE by Katy Higgins Vice President PR services President Contingency fund Initial Repayment to investor Entertainment/dining/festivals 537 Auction to go directly to charity Project Hope Alliance 100,000 EXHIBIT B PERFORMANCE MEASURES NEWBE PRODUCTIONS, LLC Page B-1 Newport Beach Wine & Food Festival 2015 Performance Measures 1. General — 2014 (if available) and 2015 data a. Attendance / Participation b. Ticket Sales - Provide break down that shows Newport Beach participants, Southern California participants (excluding Newport Beach), and those outside of Southern California. c. Revenue Generated d. Sponsorships (cash & in kind) e. Media & Advertising reach f. Newport Beach hotel rooms booked by / through event organizers 2. Measurina Economic Impact - 2014 (if available) & 2015 a. Preparation / Set Up — what did the event organizers spend locally to have the event in Newport Beach? (rentals, advertising, contractors, etc.) b. Vendor / Exhibitor Spending — what did the event organizers' vendors spend locally to participate? (rentals, hotel reservations, food & beverage, services, etc.) c. Participant spending* - How much did the event participants spend in Newport Beach? (ticket sales, meals, hotels, shopping, etc.)? Based on the ticket sales demographic data. *Pending identification of a valid multiplier or a tailored calculator.