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04 09 2024 Yelm City Council Agenda Packet C ITY C OUNCIL A GENDA April 9, 2024 6:00 PM nd Yelm City Council meetings are held in-person at 106 2 St SE Yelm, WA 98597 and virtually on Zoom. Registration is required to attend virtually; please use the link below to register. https://us06web.zoom.us/webinar/register/WN_H8cOnNcUQu-a68z2HUZj4Q 1. CALL TO ORDER/ROLL CALL 2.AGENDAAPPROVAL 3. SPECIAL PRESENTATIONS a) Life Saving Award b) Introduction of New Police Officer 4. PUBLIC COMMENT--COMPLETE A BLUE SPEAKER’S CARD OR RAISE HAND VIRTUALLY 5. CONSENT AGENDA a) March 26, 2024 Regular Meeting and April 2, 2024 Study Session Minutes b) Approval of Community Event: Between Sisters Girls Night Out c) Approval of Community Event: Jazz in the Park d) Approval of Community Event: Nisqually Valley BBQ Rally e) Approval of Community Event: Pray Over Yelm 6.NEWBUSINESS a) Nisqually Jail Service Agreement Motion to authorize Mayor Joe DePinto to sign the Nisqually Jail Service Agreement effective January 1, 2024. b) 2024 Lodging Tax Advisory Committee Award Recommendations Motion to approve the 2024 Lodging Tax Advisory Committee award recommendations in the amount of $122,000 c) Approval of the 2024 Yelm Beautification Grant Committee Award Recommendations Motion to approve the 2024 Yelm Beautification Grant Committee award recommendations in the not to exceed amount of $22,336. 7. OLD BUSINESS a) None Scheduled nd 106 2ST SE Yelm, WA 98597 360.458.3244 www.yelmwa.gov The City of Yelm is an equal opportunity employer and provider 8. STANDING COUNCIL COMMITTEE REPORTS a) Public Safety Committee b) Public Services Committee c) Finance Committee 9. MAYOR/CITY ADMINISTRATOR/STAFF REPORTS 10. COUNCILMEMBER REPORTS 11.EXECUTIVESESSION a) None Scheduled 12. A DJOURN M EETING I NFORMATION All regular Yelm CityCouncil meetings are recorded.Meetings canbe viewed at www.yelmwa.govor a copy may be purchased by contacting the City Clerk’s office at 360.458.8816. It is the City of Yelm’s policy to provide reasonable accommodations for people with disabilities. If you require reasonable accommodations to participate at a City Council meeting, please contact the City Clerk’s office at 360.458.8816 at least four (4) working days prior to meeting. Information on the Americans with Disabilities Act and the Title VI Statement is available at www.yelmwa.gov/human-resources. *The public comment portion of the agenda is an opportunity for the public to address the Council for items that are not on the published agenda. Comments are limited to three minutes and five speakers. Comment on matters listed on the published agenda are welcomed as part of the normal agenda. Public Comment Guidelines: The City reserves up to five members of the public to address the Council at the beginning of regular business meetings on topics that are not on the agenda. Each speaker will be given 3 minutes and may be asked follow up questions by the Mayor or Council. Further public comment may be allowed on agenda topics as time permits. We ask that speakers use respectful language and remember they are speaking to fellow citizens of Yelm who are committed to listening and responding appropriately to citizens' concerns. Members of the public engaging in disruptive behavior may be removed or blocked from the meeting. Page 2of 2 CITY COUNCIL MEETING MINUTES VIRTUAL AND IN PERSON TUESDAY, March, 26 2024 Call to Order: Mayor Joe DePinto called the meeting to order at 6:00 PM. Roll Call: Tracey Wood, Joseph Richardson, Joshua Crossman, Brian Hess, Trevor Palmer, Terry Kaminski, and Mayor Joe DePinto. Staff Present: City Administrator Todd Stancil, City Clerk Kathy Linnemeyer, Planning and Building Manager Gary Cooper and Public Services Director Cody Colt. APPROVAL OF THE Motion by Brian Hess to approve the agenda. Seconded by Josh Crossman Motion carried 6-0 PUBLIC COMMENT: Chris Woods, Yelm Community Schools Superintendent spoke about the Levy. Gene Coulter, president of the Yelm Historical Museum announced that they are duplicating a book that was originally published in 1948 about Yelm and will have them for sale this summer. CONSENT AGENDA: a) March 5, 2024 Study Session Minutes, March 12, 2024 Regular Meeting Minutes b) Approval of Community Event: Movies in the Park Motion by Tracey Wood to approve the consent agenda. Seconded by Brian Hess Motion carried 6-0 NEW BUSINESS: City Council Position 4 Vacancy Appointment Motion by Terry Kaminski to appoint a candidate to fill Position #4 based on a straw poll, then move to appoint the top candidate with an official vote. Seconded by Brian Hess All were in favor. Mayor DePinto asked for the straw poll and the following candidates were announced: Bob Isom (3) Stephanie Kangiser (3) Page 1 of 3 March 26,2024City of Yelm Regular Council Meeting. These minutes record the official actions of the Yelm City Council. Complete recordings are available onYouTube. Yelm City Council meetings are held in-person at 106 nd 2 St SE Yelm, WA 98597 and on Zoom. Registration is required to attend virtually by selecting the link that is available on the city website. With no majority Mayor DePinto asked for a second straw poll and the following candidates were nominated: Bob Isom (3) Stephanie Kangiser (3). Without a majority from the straw poll, Mayor DePinto asked if there was a motion to nominate a candidate. Motion by Brian Hess to appoint Stephanie Kangiser to fill Position #4 Seconded by Terry Kaminski Vote was a 3/3 tie with a roll call vote. Mayor DePinto broke the tie with an aye vote. Mayor DePinto administered the oath of office to Stephanie Kangiser, and she took her seat as Councilmember in position #4 Amendment No. 2 to the Professional Services Agreement with BCRA for the Conceptual Design Modifications of the Yelm Education and Innovation Center Motion by Joseph Richardson to authorize Mayor Joe DePinto to approve Amendment No 2 to the Professional Services Agreement with BCRA for conceptual design modifications of the Yelm Education and Innovation Center in the not to exceed amount of $55,975.00 including Washington State sales tax. Seconded by Joshua Crossman Motion carried with a roll call vote 6-1. Interlocal Agreement between Yelm, Lacey, Olympia, Tumwater, and Thurston County for Housing Allocation Land Capacity Analysis Motion by Brian Hess to authorize Mayor DePinto to sign an Interlocal Agreement for Thurston Regional Planning Council to complete a housing land capacity analysis for all levels of housing affordability in the City of Yelm, as required by House Bill 1220 Seconded by Joseph Richardson Motion carried with a roll call vote 7-0 Interlocal Agreement between the City of Yelm and Thurston County, authorizing Yelm to complete permitting process on a property located partially in Thurston County. Motion by Terry Kaminski to authorize Mayor DePinto to sign an Interlocal Agreement between the City of Yelm and Thurston County to allow Yelm to complete the review and permitting process for a property located partially within Thurston County. Seconded by Trevor Palmer Motion carried 7-0 Page 2 of 3 March 26, 2024, City of Yelm Regular Council Meeting. These minutes record the official actions of the Yelm City Council. Complete recor Ordinance No. 1113 Motion by Trevor Palmer to approve Ordinance No. 1113 establishing a Franchise Agreement with Consolidated Communications of Washington Company, LLC. Seconded by Joseph Richardson Motion carried 7-0 STANDING COUNCIL COMMITTEE REPORTS: Public Services Committee Councilmember Crossman gave a summary of the Public Services Committee meeting. MAYOR/CITY ADMINISTRATOR/STAFF REPORTS: City Administrator Stancil Gave updates on the hiring process for Police Officers, ndth announced that the Dog Park will open on May 2, Splash Pad will open on May 24 and gave updates on hiring of seasonal employees. Mayor DePinto Thanked the Council applicants and talked about the next steps for a YMCA. COUNCILMEMBER REPORTS: Councilmember Wood Attended the Transportation Policy Board. Councilmember Richardson Thanked the Council applicants. Councilmember Crossman Attended the South Thurston Economic Development Council (STEDI) meeting, attended an AWC Ethics 101 training and thanked everyone who has been picking up trash on the roadways. Councilmember Hess Attended Intercity Transit Authority meeting, thanked women who Yelm citizen Eric Heid. Councilmember Palmer Attended the EMS Council meeting. Councilmember Kaminski Attended the Nisqually River Council meeting. ADJOURNMENT: Motion by Trevor Palmer to adjourn the meeting at 7:00 PM. Seconded by Terry Kaminski Motion carried 6-0 __________________________________ Joe DePinto, Mayor ___________________________________ Kathy Linnemeyer, City Clerk Page 3 of 3 March 26, 2024, City of Yelm Regular Council Meeting. These minutes record the official actions of the Yelm City Council. Complete recor CITY COUNCIL STUDY SESSION MEETING MINUTES VIRTUAL AND IN PERSON TUESDAY, April 2, 2024 Call to Order: Mayor Pro-Tem Joshua Crossman called the meeting to order at 6:00 p.m. Roll Call: Joseph Richardson, Joshua Crossman, Stephanie Kangiser, Brian Hess, Terry Kaminski, and Joe DePinto. Absent Tracey Wood and Trevor Palmer Staff Present: City Administrator Todd Stancil, City Clerk Kathy Linnemeyer, Public Services Director Cody Colt, Court Administrator Sonia Ramirez and Assistant Police Chief Tillman Atkins DISCUSSION ITEMS Boys & Girls Club Presentation Shellica Trevino, Chief Executive Officer with the Boys & Girls Clubs of Thurston County gave a presentation about the Boys & Girls Club including information about the number of members at the Yelm Branch, their targeted programs and a financial summary. Habitat Conservation Plan (HCP) Updates Phill Bloch Managing Senior Ecologist with Confluence Environmental Company updated Council on the Habitat Conservation Plan (HCP) including information about an HCP, the status of HCP development and preliminary conservation program implementation. Nisqually Jail Contract Review Court Administrator Sonia Ramirez reviewed the updates to the Nisqually Jail contract and answered questions from Councilmembers. Flock Camera System Information Assistant Chief Atkins informed Council about the benefits of the Flock Safety cameras. Council Retreat Discussion Mayor DePinto reviewed a draft agenda for the Council Retreat on April 26-27, 2024. Mayor Report Mayor DePinto announced updates to the Council committees. Page 1 of 2 April 2,2024City of Yelm Council Study Session. These minutes record the official actions of the Yelm City Council. Complete recordings can be viewed on YouTube, or a copy may be purchased by COUNCIL INITIATIVES Brian Hess Announced that he has received interest in starting a Food is Free program in Yelm. ADJOURNMENT The meeting adjourned at 8:09 p.m. __________________________ Joe DePinto, Mayor _________________________ Kathy Linnemeyer, City Clerk Page 2 of 2 April 2,2024City of Yelm Council Study Session. These minutes record the official actions of the Yelm City Council. Complete recordings can be viewed on YouTube, or a copy may be purchased by Meeting Date: April 9, 2024 CITY COUNCIL AGENDA ITEM SUMMARY City of Yelm, Washington AGENDA ITEM: APPROVAL OF THE 2024 LODGING TAX ADVISORY COMMITTEE AWARD RECOMMENDATIONS PROPOSED MOTION: Motion to approve the 2024 Lodging Tax Advisory Committee award recommendations in the amount of $122,000 KEY FACTS AND INFORMATION SUMMARY: The LTAC met in November 2023 allocated up to $150,000 to be made available as grants to the 2024 Lodging Tax Fund applicants with $50,000 allocated to fund events and $100,000 allocated to fund a Yelm 100-Year Celebration. The amount approved as part of the 2024 City of Yelm Budget is $40,000. The additional $110,000 will have to be approved by the City Council as part of a budget amendment. The LTAC held a public meeting on March 5, 2024 to review and discuss applications, as well as decide how much to grant to applicants. The LTAC has reviewed the applications and is recommend funding the following: Centennial Concert & Drone Show, City of Yelm $75,000 Visitor Convention Bureau of Thurston County $ 7,000 Yelm Jazz in the Park $ 5,000 Nisqually Valley Spring Expo $10,000 Nisqually Valley BBQ Rally $20,000 Clues & Brews, ACU Foundation $ 5,000 ATTACHMENTS: Respectfully Submitted: 1 | Page Meeting Date: _____________ CITY COUNCIL AGENDA ITEM SUMMARY City of Yelm, Washington __________________ Joe DePinto LTAC Chair 2 | Page YELM LODGING TAX ADVISOY COMMITTEE MINUTES March 5, 2024 10:30 AM nd Location: City Hall Conference Room 103 2St SE Yelm, WA 98597 1. Joe DePinto called the meeting to order at 10:30 pm. 2. Members present: Joe DePinto, Denise Hibbeln, Shelley Nicholson and Margaret Clapp Absent: Clay Williams Staff: Kathy Linnemeyer and Stephanie Dice 3. Approval of Minutes: Motion by Denise Hibbeln to approve the December 5, 2023 minutes Seconded by Shelley Nicholson All were in favor 4. Briefing Items: Review 2024 LTAC Applications: The following applications were submitted and reviewed for funding. ACU Foundation (Cues & Brews) $5,000, Yelm Chamber of Commerce Nisqually Valley BBQ Rally $30,000, Yelm Chamber of Commerce Nisqually Valley Spring Expo $10,000, Jazz in the Park $7,500, Visitor Convention Bureau of Thurston County $7,000 and City of Yelm Centennial Concert and Drone Show $75,000. Motion by Margaret Clapp to fund ACU Foundation Cues & Brews in the amount of $5,000. Seconded by Denise Hibbeln. All were in favor. Motion by Margaret Clapp to fund Yelm Chamber of Commerce Nisqually Valley BBQ Rally in the amount of $20,000. Seconded by Joe DePinto. All were in favor. Motion by Denise Hibbeln to fund Yelm Chamber of Commerce Spring Expo in the amount of $10,000. Seconded by Shelly Nicholson. All were in favor. Motion by Margaret Clapp to fund Jazz in the Park in the amount of $5,000. Seconded by Denise Hibbeln. All were in favor. Motion by Denise Hibbeln to find Visitor Convention Bureau of Thurston County in the amount of $7,000. Seconded by Joe DePinto. All were in favor. Motion by Denise Hibbeln to fund the City of Yelm Centennial Concert and Drone Show in the amount of $75,000. Seconded by Shelley Nicholson. All were in favor. 5. Discussion Mayor DePinto said he has been asked if Yelm would be interested in aligning our LTAC calendar, application or shared application process with other cities in Thurston County. 6. Adjourn: Motion by Denise Hibbeln to adjourn the meeting at 11:15 PM. Seconded by Shelley Nicholson All were in favor Next Lodging Tax Advisory Committee Meeting: The next Lodging Tax Advisory Committee will meet again in December 2024. LOCATION: City Hall Conference Room. 2| Page Brief Description (450 words or less): One hundred years have passed since our forebearers laid the foundation of this thriving landscape, and now, it's time to honor our rich history, remarkable growth, and the community spirit that has defined us. The city's centennial celebration will be an extravaganza spanning days of festivities and reflection. A parade will wind through the city's core, Yelm City Park will be bustling with kids activities throughout the day, and the day will culminate with a concert at our new stage as a drone spectacle paints the night sky with vibrant colors, symbolizing our aspirations for a brilliant future and the unity that binds us together. The centennial celebration is not merely a reflection on the past; it's a promise of resilience and progress. It's an opportunity for us to look back with pride, live in the present with gratitude, and move forward with unwavering determination. This celebration is not just about the last one hundred years; it's a testament to the unwritten chapters that will define the soul of our city for centuries to come. How broad-based will the tourism promotion benefit be geographically and economically? Geographical Impact: Local Impact: The celebration will significantly boost tourism within Yelm itself, attracting visitors from neighboring towns, Thurston County and beyond, and PNW states. Residents and local businesses can experience increased economic activity due to the influx of tourists. Our Centennial celebration will draw visitors from broader regional areas. This can benefit surrounding towns and areas as tourists might explore and spend money on accommodations, dining, and other attractions in the nearby vicinity. Local Businesses can see an increase in economic activity due to a surge in tourism can lead to increased revenue for local businesses, including hotels, restaurants, retail stores; we've started working with the Yelm Chamber of Commerce to offer Centennial specials from local businesses. Describe how you will promote Yelm and other attractions in the Yelm area to entice tourists to extend their visit beyond attendance to your special event, festival, or tourism-related facility. To promote Yelm and its surrounding attractions, enticing tourists to extend their visit beyond this Centennial celebration, we will cross promote events and activities that will last all year, like our historical walking tour, and documentary. We will create a dedicated space on the City's website where we can feature upcoming Centennial events. We will have an active social media presence during this time, where we will share captivating visuals, event updates, and insider tips to create buzz and engage with potential visitors. We will collaborate with local businesses, hotels, restaurants, and nearby attractions to offer package deals or joint promotions, encouraging tourists to extend their stay, and partner with Experience Olympia & Beyond and our local newspapers to feature Yelm in regional tourism guides, maps, and collaborative marketing campaigns. Brief Description (450 words or less): Experience Olympia & Beyond, the official destination marketing organization for Thurston County, is requesting funds to support a combination of targeted, year-round, Yelm-specific tourism marketing work and geofencing-based market intelligence to help support the City of Yelm with ongoing tourism and other civic development projects. Year-round tourism marketing projects will include promotion via experienceyelm.com, part of experienceolympia.com, promotion in the Experience Yelm Community Guide available in print or online, promotion in the Experience Olympia & Beyond Visitor Guide, promotion in the Thurston Bountiful Byway Map, and inclusion in press trips and social media influencer visits. We will also share highly detailed market intelligence with the City of Yelm obtained via our two in-house geofencing platforms: Datafy and Placer. Datafy is the platform we use to measure actual physical visitation resulting directly from our digital advertisements. Placer is the platform we use to understand highly detailed dynamics about Yelm visitation: how many visitors came to Yelm? Where did they come from? How long did they stay, where did they go, how long were they there, and where did they go afterward? We can share the same level of information about the performance of all LTAC- funded events and activities, and we can share like information about local travel patterns as well. While the information can be customized to illustrate visitor details, we understand there is value in understanding both local and visitor data. If funded, we will provide geofence reporting to the City on a quarterly basis and customize the reporting to the City’s needs. How do you plan to measure/evaluate the actual attendance and locations visitors traveled from? We use two methods of measurement: geofencing using a platform called Datafy, which measures and tracks when someone from 50+ miles away receives one of our digital advertisements and enters a City of Yelm geofence, and the other called Placer, which tracks overall visitation within Yelm geofences regardless of if they’ve received one of our digital advertisements. We will also use Placer to measure visitation to Yelm events and activities throughout the year, so we are best able to target audiences with the highest likelihood of visiting and economically benefiting the City of Yelm. Describe the tourism promotion impact on the economy from your special event, festival, or tourism- related program or project within the City of Yelm, specifically on the lodging and food service sectors. While we only attribute visitation that we can track and tie directly to digital ads we place that have resulted in documented visitation to Yelm, we promote visitation to Yelm year-round. These year-round services include the following: promotion via experienceyelm.com, part of experienceolympia.com which yielded over 11,000 views in 2023, promotion in the Experience Yelm Community Guide available in print or online, promotion in the Experience Olympia & Beyond Visitor Guide (will be distributed in 2024 via FedEx drop-shipping statewide and via Certified Rack distribution in Sea-Tac International Airport and WS Ferries), promotion in the Thurston Bountiful Byway Map, and numerous other activities. We measure hotel occupancy, rate and performance for Yelm lodging, and we track how our work affects not only paid lodging performance, but overall economic growth. According to resources shared by the State of Washington Tourism, the economic impact resulting from just our digital advertising tracked through media attribution brought $1,958,367 to the City of Yelm including revenue to Yelm lodging. How broad-based will the tourism promotion benefit be geographically and economically? Our work will benefit Yelm lodging, restaurants, experiences, and attractions. These businesses will benefit from visitor spending on food, beverages, activities, and overnight lodging. The City of Yelm will benefit from the sales tax these visitors bring that help fund critical civic services, and lodging taxes that should help promote future visitation. The City of Yelm will also benefit from visitation measurement services that our organization can provide. If funded, our organization will begin providing quarterly reporting on all visitation and economic impact as captured through our Placer geofencing platform. This will include detailed information about how many visitors came to the City of Yelm and its events, where they traveled from and where they went after their stay. We will share demographic and psychographic profiles with which to help city planners and the Yelm LTAC in the future. If funded, we will also extend the LTAC Award Recipient Support Program benefits which includes a suite of promotional services that we make available to all Lodging Tax Award Recipients in cities or municipalities that we receive funding from at no charge to help drive awareness and visitation to Yelm events and activities. What tourism outcome should the City expect if your proposal is only partially funded? Please be specific. For example: Which services will not happen? How do you intend to alternatively fund your program? If we are not fully funded, we will continue to provide exposure for the City of Yelm—its businesses and lodgings—through our website, Visitor Guide, Yelm Community Guides, the Thurston Bountiful Byway Map, and social media. We would not be able to provide the geofencing-based market intelligence about City of Yelm visitors, etc. without fiscal support from the City of Yelm. We will continue to fund existing promotional work with a combination of Tourism Promotion Area Assessments, and funds that our organization raises privately. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/Yelm City Council to use lodging tax funds to support this application. As noted previously, while we can’t take credit for much of the visitation that results from our work, by employing media attribution tools and geofencing technologies, we know precisely how many visitors come to Yelm resulting from our digital advertising work. When they open our digital ad (these ads are not served locally—only in markets 50+ miles away) and visit one of our webpages for more information, their phone or other device is pixeled. While we don’t receive any personal information about the individual in question, we are then able to track and measure if and when those individuals not only enter a City of Yelm geofence, but significantly, when they enter Yelm paid lodgings. Geofencing tools are wildly valuable to our organization, allowing us to make effective, cost-efficient, and strategic marketing decisions. If funded, we will help the City of Yelm benefit further from these tools as well. Brief Description (450 words or less): Experience Olympia & Beyond, the official destination marketing organization for Thurston County, is requesting funds to support a combination of targeted, year-round, Yelm-specific tourism marketing work and geofencing-based market intelligence to help support the City of Yelm with ongoing tourism and other civic development projects. Year-round tourism marketing projects will include promotion via experienceyelm.com, part of experienceolympia.com, promotion in the Experience Yelm Community Guide available in print or online, promotion in the Experience Olympia & Beyond Visitor Guide, promotion in the Thurston Bountiful Byway Map, and inclusion in press trips and social media influencer visits. We will also share highly detailed market intelligence with the City of Yelm obtained via our two in-house geofencing platforms: Datafy and Placer. Datafy is the platform we use to measure actual physical visitation resulting directly from our digital advertisements. Placer is the platform we use to understand highly detailed dynamics about Yelm visitation: how many visitors came to Yelm? Where did they come from? How long did they stay, where did they go, how long were they there, and where did they go afterward? We can share the same level of information about the performance of all LTAC-funded events and activities, and we can share like information about local travel patterns as well. While the information can be customized to illustrate visitor details, we understand there is value in understanding both local and visitor data. If funded, we will provide geofence reporting to the City on a quarterly basis and customize the reporting to the City’s needs. How do you plan to measure/evaluate the actual attendance and locations visitors traveled from? We use two methods of measurement: geofencing using a platform called Datafy, which measures and tracks when someone from 50+ miles away receives one of our digital advertisements and enters a City of Yelm geofence, and the other called Placer, which tracks overall visitation within Yelm geofences regardless of if they’ve received one of our digital advertisements. We will also use Placer to measure visitation to Yelm events and activities throughout the year, so we are best able to target audiences with the highest likelihood of visiting and economically benefiting the City of Yelm. Describe the tourism promotion impact on the economy from your special event, festival, or tourism- related program or project within the City of Yelm, specifically on the lodging and food service sectors. While we only attribute visitation that we can track and tie directly to digital ads we place that have resulted in documented visitation to Yelm, we promote visitation to Yelm year-round. These year-round services include the following: promotion via experienceyelm.com, part of experienceolympia.com which yielded over 11,000 views in 2023, promotion in the Experience Yelm Community Guide available in print or online, promotion in the Experience Olympia & Beyond Visitor Guide (will be distributed in 2024 via FedEx drop-shipping statewide and via Certified Rack distribution in Sea-Tac International Airport and WS Ferries), promotion in the Thurston Bountiful Byway Map, and numerous other activities. We measure hotel occupancy, rate and performance for Yelm lodging, and we track how our work affects not only paid lodging performance, but overall economic growth. According to resources shared by the State of Washington Tourism, the economic impact resulting from just our digital advertising tracked through media attribution brought $1,958,367 to the City of Yelm including revenue to Yelm lodging. How broad-based will the tourism promotion benefit be geographically and economically? Our work will benefit Yelm lodging, restaurants, experiences, and attractions. These businesses will benefit from visitor spending on food, beverages, activities, and overnight lodging. The City of Yelm will benefit from the sales tax these visitors bring that help fund critical civic services, and lodging taxes that should help promote future visitation. The City of Yelm will also benefit from visitation measurement services that our organization can provide. If funded, our organization will begin providing quarterly reporting on all visitation and economic impact as captured through our Placer geofencing platform. This will include detailed information about how many visitors came to the City of Yelm and its events, where they traveled from and where they went after their stay. We will share demographic and psychographic profiles with which to help city planners and the Yelm LTAC in the future. If funded, we will also extend the LTAC Award Recipient Support Program benefits which includes a suite of promotional services that we make available to all Lodging Tax Award Recipients in cities or municipalities that we receive funding from at no charge to help drive awareness and visitation to Yelm events and activities. What tourism outcome should the City expect if your proposal is only partially funded? Please be specific. For example: Which services will not happen? How do you intend to alternatively fund your program? If we are not fully funded, we will continue to provide exposure for the City of Yelm—its businesses and lodgings—through our website, Visitor Guide, Yelm Community Guides, the Thurston Bountiful Byway Map, and social media. We would not be able to provide the geofencing-based market intelligence about City of Yelm visitors, etc. without fiscal support from the City of Yelm. We will continue to fund existing promotional work with a combination of Tourism Promotion Area Assessments, and funds that our organization raises privately. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/Yelm City Council to use lodging tax funds to support this application. As noted previously, while we can’t take credit for much of the visitation that results from our work, by employing media attribution tools and geofencing technologies, we know precisely how many visitors come to Yelm resulting from our digital advertising work. When they open our digital ad (these ads are not served locally—only in markets 50+ miles away) and visit one of our webpages for more information, their phone or other device is pixeled. While we don’t receive any personal information about the individual in question, we are then able to track and measure if and when those individuals not only enter a City of Yelm geofence, but significantly, when they enter Yelm paid lodgings. Geofencing tools are wildly valuable to our organization, allowing us to make effective, cost-efficient, and strategic marketing decisions. If funded, we will help the City of Yelm benefit further from these tools as well. Approved: June 21, 2022 Page1| 18 The VCB inspires, informs,and influences travelers and travel decision makers to visit Thurston County. Through a strategic mix of marketing, communication,and sales initiatives, we promote and package the region -inviting individual travelers, meetings and events, group tours and sporting events to explore, stay and compete in Thurston County. We reveal the most iconic Thurston County experiences for the world to discover. To be known as a top travel destination in the Pacific Northwest Accountability We take responsibility for our words, actions, results, and everything in between. Collaboration we listen, support and adapt together. Respect We value diverse perspectives and treat people with dignity and professionalism. Trust The relationships we build are rooted in our ability to instill confidence that we are experts in our field, our actions are fair, and our behavior is responsible and reliable. Integrity Our organization is transparent and firmly rooted in the highest ethical standards. Empathy We care about the well-being of others and show kindness and caring every day. Page2| 18 The following aretheofficial bylaws of the Visitor and Convention Bureau of Thurston County, dba Olympia-Lacey-Tumwater Visitor & Convention Bureau (OLTVCB) and dba Experience Olympia & Beyond, originallyapproved by the Board of Directorson November 20,2018. The bylaws serve as governing rules by which the organization will conduct itself. Where prudent, additional policies have been added to further define and clarify courses of action for the organization. These policies were amended and adopted by the Board of Directors on June 21, 2022, throughout this document. A good faith effort will be made to abidebyall governing policies. There may be unforeseen circumstances when the Board of Directors may choose to take action to modify said policies for a special situation. The Board of Directors will conduct a review of the bylaws and policies on an as needed basisto ensure relevancy and effective governance of the organization. Article I. Olympia-Lacey-Tumwater Visitor & Convention Bureau 1.Olympia-Lacey-Tumwater Visitor & Convention Bureau (OLTVCB) focus and goal is to reveal the most iconic Thurston County experiences for the world to discover. 2.The OLTVCB shall operate as a nonprofit 501(c)(6). 3.The OLTVCB fiscal year shall be based on the calendar year. 4.Registered Office: The post office address of the registered office of the Olympia Lacey Tumwater Visitor and Convention Bureau shall be 2424 Heritage Ct. SW STE 101, Olympia, WA 98502, or such other address as may be subsequently approved by the Board of Directors. 5.Dissolution: The Olympia Lacey Tumwater Visitor and Convention Bureau, as a private non- profit organization, may onlybe dissolved with approval of two-thirds majority of all current members of the Board of Directors. Article II.Stakeholders & Meetings 1.Stakeholders/Any individual or organization which supports the purpose of the OLTVCB shall be considered a stakeholder. 2.By-laws/All stakeholders may be provided a copy of the OLTVCB By-lawsupon request. 3.Meetings/At least one stakeholder meeting shall be held each year. Stakeholders of the OLTVCB shall be informed of the time and place of the meeting at least two weeks in advance. Page3| 18 The OLTVCB will conduct an annual stakeholder meeting. Article III. Board of Directors 1.The Board of Directors shall consist of a minimum of eleven (11) and up to twenty-one (21) / Directors of the Board shall include: a.A minimum of three (3) and up to five (5)directors total from the municipalities served by the OLTVCB, generallyone elected official and/or employee of the municipality from each funding municipality. b.A minimum of one (1) hotelier shall be represented c.The remaining directors shall be made up of representation of entities that manage regional and local attractions or non-profit organizations that promote Thurston County tourism economy, and those who provide or manage services to tourists in Thurston County; including but not limited to lodging, retail, attractions and entertainment, food service, transportation, tribes,and other businesses that rely on a robust tourism economy. d.The CEO is an ex-officio director of the board who serves in a non-voting capacity whose service does not count toward the total number of directors. 2.Election to the Board of Directors a.Candidates for Board of Directorsshall be submitted to the NominatingCommittee for consideration. The Nominating Committee will provide their recommendations to the Executive Committee for approval. Endorsed Candidates will be submitted for full Board of Directorsapproval. b.Elected Officials representing a funding municipality will be recommended to the Executive Committee for appointment to the Board by the municipality. c.Endorsed candidates will be submitted to the full Board of Directors for approval. d.Board directors shall elect a Candidate to a term, per paragraph 3 of this section. 3.Term of Office a.Board and Officer terms shall beginon the date of the Annual Membership Meeting,with the exception of elected,who are appointed. b.Board of Directors shall serve a three (3) year term. c.Election of Board Directors filling a vacant position for unexpired terms shall be for the balance of the termvacated as endorsed by the Executive Committeeand approved by the full Board. See Mid-term vacancies. Article III Section 7. 4.Term Limits / Renewal /Board Director terms may be renewed up to three (3) consecutive terms (partial or full). Upon completion of three consecutive terms, the Board Directors may run for election again after taking one calendar year off the Board. Exceptions may be granted if approved by the Nominating Committee and approved by the Board of Directors. Page4| 18 The OLTVCB Board of Directors is not required to fill a vacancy for unexpired terms unless the size of the board falls below the minimum per Article III, Section 1 of the bylawsand/or of required positions are vacated. 5.Resignations a.Three (3) missed (unexcused) meetings by a Directorwithin a twelve (12) month period, signals an automatic resignation from the Board of Directors. to OLTVCB staff or Board President.Notification will be given a minimum of two hours prior before the scheduled meeting. Once automatic resignation is signaled, the board president will follow-up with written notification to the board director. b.Any director may resign effective upon giving written notice to the President of the Board, unless such notice specifies a later time for the resignation tobecome effective. 6.Election to Office/Directors will be elected to office byvia email one month prior to the Annual Meeting. a.Stakeholders will be given two (2) weeks to submit their vote via email survey. Ballots with the board slate will be distributed to OLTVCB stakeholderswithin one month of the election. 7.Removal from Office/Any director serving onthe Board of Directors may be removed by two thirds (2/3) vote of all other current directors of the Board present at a regular or a special meeting of the Board provided that notice of such proposal has been given or sent to each Board directorin writing at least five (5) days prior to the meeting. 8.Vacancies/Board of Directorsmid-term vacancies may be appointed by the Executive 9.Board Meetings/ The Board of Directors shall meet at least quarterly. The time and place for the regular meetings shall be made by a majority agreement. The Board of Directors shall shall serve as the guide for the conduct of business at meetings of the OLTVCB. a.Meeting Types/The OLTVCB board meets in two ways: i.Open/Meetings of this type are open to our stakeholders. Page5| 18 ii.Closed/Upon the affirmative vote in open meeting to assemble in closed session, the board of directors may convene in closed executive session to consider personnel matters (including salary negotiation and complaints against any officer or employee of the corporation); consult with legal counsel or consider communications with legal counsel; discuss likely or pending litigation; and consider proprietary or confidential non-published information related to theactivities of the organization. In very special cases, when advised by an attorney, the Chief Executive Officer can call a closed executive session to discuss matters of a sensitive and/or urgent nature. b.Minutes/ Will be taken at allopenmeetings. c.Quorum/At any meeting of the Board of Directors at least one-half of the Board directors must be present in person, via phone call, or through a video chat software to constitute a quorum and validate decisions. Each Board director present shall be entitled to one vote. A vote of the majority of the Board directors present shall affirm resolutions put forth. 10.Responsibilities/The Board of Directors is responsible for managing the business and property of the Olympia Lacey Tumwater Visitor and Convention Bureau. The Board may establish andexcuse any committees deemed necessary, hireand manage the performance of the Chief Executive Officer, set rates, acquire and sell assets, establish policies and define, approve or disallow exceptions to policy. The roles of board and staff are outlined in chart below: GovernsAdministers Makes policyCarries out policy Sets directionPlans and works to achieve goals based on direction Provides updates on achievements Monitors progressMonitors progress See Board of Directors Job Description on Page 14 11.Accountability/Directors of the Board of Directors are expected to take actions in good faith and in reasonable pursuit of decisions made by the Board. The OLTVCB will maintain Directors and Officers insurance at theminimumper claim limit as required and contracted ;preferably with an A+ rated insurance company. 12.Alternates/ If a Board Director is not able to attend a meeting, they can send an alternate representative in good standing with the OLTVCB. The attendance of an alternate will count for a quorum e preapproved in advance of the meeting by either the CEO or Board President. Page6| 18 Article IV. Officers Officers shall be elected by the Board of Directors at the Board meetingpreceding the Annual Meetingand immediately following the vote.Voting for officers will be conducted by secret ballot. 1.Election of officers/ TheBoard of Directors shall elect a President, a Vice President, a Treasurer, Secretary, and other elected officers, up to a total of eight members, as the Board of Directors deemnecessary. Any Board director may serve as an officer with the exception of an elected official for a funding municipality. 2.Termof Office/Officers shall serve a three-year term. Any officer may be removed by two thirds(2/3) vote by the Board of Directors present provided notice has been given as provided for above at a meeting in which a quorum is present. A vacancy in an officer position may be filled by a majority vote of the Board Directors present. When a board member is elected to an Officer position, their term limit on the board of directors adjusts to end according to the officer term. 3.Term Limits / Renewal/Officerterms may be renewed up to three (3) consecutive terms (partial or full). Upon completion of three consecutive terms, Officersmay run for election again after taking one calendar year off the Board. Exceptions may be granted if approved by the NominatingCommittee and approved by theBoard of Directors. Terms are three years in length for both director and officer roles. President/The President of the OLTVCB shall be responsible for the strategic leadership and external relations of the OLTVCB,shall preside at all meetings of the Board of Directors including the Annual or any special meetings of the OLTVCB, shall call such other meetings of the Board of Directors as theyshall deem necessary, and shall perform such other duties usually inherent in such office and/or delegate them as deemed necessary. Vice President/The Vice President shall act on behalf of the President of theOLTVCBin his/her absence. Treasurer/The Treasurer shall receive and be accountable for all funds belonging to the organization, pay all obligations legally incurred by the Olympia Lacey Tumwater Visitor and Convention Bureau when payment is authorized by the Board of Directors, maintain bank accounts in depositories, provide financial reports and perform such other acts as the President may direct. The Treasurer may also delegate these duties to the Chief Executive Officer, administrator,or such other staff or an accounting firmand shall ensure all records are Page7| 18 kept for the Board of Directors and the OLTVCB and any other responsible parties as deemed necessary, prudent, and approved by the Board of Directors. The Treasurer shall serve as the chair of the budget and policy committee. Secretary/The Secretary shall be responsible for working with staff to ensure all Board and Executive Committee meetings are recorded, distributedto the board, and approved by board vote. OLTVCB staff will draft meeting minutes and submit them to the Secretary for approval. The Secretary will approve the draft minutes for presentation to the board of directors. Past President/The Past President is a voting member of the Executive Committee and provides leadership to the Board of Directors, whenapplicable. At-Large/The At-Large position represents the viewpoints of the Board of Directors. Article V.Committees 1.All committees of the OLTVCB shall be proposed by the Executive Committee and approved by the Board of Directors/The President shall appoint all committee chairs. Approval for committees can be created by using formalvote or consensus.Task force groups may be formed for a specific purpose and do not need formal approval. 2.Executive Committee/Officers, the Past President,if applicable, and At-Large Executive Board Directors shall constitute the Executive Committee.This Committee shall approve the agenda for Board meetings and carry on the oversight of the organization according to the directions established by the Board. a.There shall be an Executive Committee of the Board of Directors, consisting of the President, Vice President, Past President when applicable, Treasurer, Secretary, and up to four At-Large Executive Committee members. Ĭ͵The Executive Committee shall transact business of an emergency or delegated nature, act on behalf of the Board of Directors between meetings of the directors and oversee the on-going operation of the OLTVCB. The Executive Committee shall report the substance of any such actions to the Board of Directors at its next meeting. c.At anyexecutive committee meetingat least one-half of the members must be present in person, via phone call, or through a video chat software to constitute a quorum and validate decisions. Each member present shall be entitled to one vote. A vote of the majority of the members present shall affirm resolutions put forth. d.The executive committee, on behalf of the board of directors, shall make the recommendation to hire, determine the compensation of, and dismiss the Chief Executive Officerof the OLTVCB. Page8| 18 e. The Executive Committee, will on an annual basis establish goals/objectives and review performance of the Chief Executive Officer for merit pay increases or incentive compensation. 3. Nominating Committee / The President chairs the Nominating Committee and shall appoint 3-6 Board Directors including the President to serve on the committee. Article VI. Activity and Fund Use Limitations 1. No part of the net earnings, contributions or gifts given to this organization shall be distributed in an unlawful manner or for the personal use of any Board director, OLTVCB stakeholder or other private persons. Article VII. Amendments 1. These Bylaws may be amended, changed, modified or repealed by an affirmative vote of two- thirds (2/3) of the members of the Board of Directors present at any meeting of the Board provided that a quorum is present and that two of the amendment, change, modification or repeal was given with the notice of such meeting and that such amendment, change, modification or repeal is consistent with the Articles of Incorporation governing the operations of this organization. Certified to be the Bylaws of the Corporation adopted at a meeting of the Board of Directors held on st the 21 day of June 2022. Page 9 | 18 The OLTVCB will take all reports seriously and conduct an appropriate investigation. The OLTVCB will expect that all employees and directors will cooperate in any investigation, whether those employees are directly involved. The OLTVCB will attempt to keepthe facts and results of its investigation confidential, although that is not always possible. The OLTVCB may take appropriate disciplinary action against an employeeor director foundto have violated the policy, up to and including termination of employmentor board service. good faith report of discrimination or harassment, or participation in an investigation of such a claim. Any individual who is found to have engaged in retaliatory conduct will be subject to appropriate corrective action, up to and including termination of employment. Employees who believe they have experienced such retaliation should notify their supervisor, the CEO, president, or executive committee͵ While at work, each OLTVCB employee has a responsibility to our customers, our employees, and to the public to perform his or her work and to deliver services in a safe and conscientious manner. All employees must be able to work in a drug-free environment and themselves be free from the effects of alcohol and other job-impairing substances. Accordingly, the use, sale, or possession by an employee of liquor, controlled substance, drug not medically authorized, or other substances which may impair job performance or pose a hazard to the safety and welfare of the employee, the public, or other employees, is strictly prohibited and will result in termination. Should an issue arise indicating that drugs, alcohol, substance-not-medically authorized work areas and belongings with another manager, supervisor or other third party shall be present.OLTVCB also reserves the right to conduct alcohol and drug tests at any time. The OLTVCB takes seriously its commitment to provide safe and conscientious services to its customers, the public and its employees. Recognizing this commitment, the OLTVCB has access to a clinically-conducted employee assistance resources which can provide professional assistance in an effort to aid any employee who has an alcohol or substance dependency problem. All employees who suspect they may have an alcohol or beforethe problem affects their employment status. Seeking employee assistance resources is voluntary and confidential. Page10| 18 The purpose of the Conflict of InterestPolicy is to protect the interests of OLTVCB when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer, director or staff member of OLTVCB or might result in a possible excess benefit transaction. This policy is intended to supplement, but not replace, any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations. Definitions: Interested Person Any director, officer, staff member, or member of a committee, who has a direct or indirect financial interest, as defined below, is an interested person. Financial InterestA person who has directly or indirectly through business, investment, or family: An ownership or investment interest in any entity with which OLTVCB has a transaction or arrangement. A compensation arrangement with OLTVCB or with any entity or individual with which OLTVCB has a transaction or arrangement; or A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which OLTVCB is negotiating a transaction or arrangement. CompensationAny direct and indirect remuneration as well as gifts or favors that are not insubstantial. A financial interest is not necessarily a conflict of interest. A person who has a financial interest may have a conflict of interest only if the Board of Directors, or committee, decides that a conflict of interest exists. Procedures: 1.Duty to Disclose.In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees considering the proposed transaction or arrangement. 2.Determining Whether a Conflict of Interest Exists.After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he or she shall leave the Board of Directors or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining Board of Directors or committee members shall decide if a conflict of interests exists. 3.Procedures for Addressing the Conflict of Interest. a.An interested person may make a committee meeting, but after the presentation, he or she shall leave the meeting during the discussion of, and vote on the transaction or arrangement involving the possible conflict of interest. b.The President of the Board of Directors or chairman of the committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed Page11| 18 transaction or arrangement. c.After exercising due diligence, the Board of Directors or committee shall determine whether OLTVCB can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. d.If a more advantageous transaction or arrangement is not reasonably possible, under the circumstances, not producing a conflict of interest, the Board of Directors or committee shall determine by a majority vote of the disinterested directors or committee members whether the transaction or arrangement is in OLTV and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement. 4.Violations of the Conflicts of Interest Policy. a.If the CEO or Board of Directors has reasonable cause to believe a member has failed to discloseactual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. b. by thecircumstances, the CEO or Board of Directors determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. 5.Annual Statements: a.Each director, officer, staff member and member of a committee shall annually sign a statement which affirms such person: i.Received a copy of the Conflict of Interest Policy; ii.Read and understands the Policy; iii.Agreed to Comply with the Policy; źǝ͵Understands that OLTVCB is a non-profit corporation and to maintain its federal tax exemption must engage in activities which accomplish one or more of its tax- exempt purposes͵ As a team member of the OLTVCB, you have the right and responsibility to question or challenge situations in which you suspect that something improper, unethical, or illegal is going on. The OLTVCB is committed to looking into concerns a suspected misconduct and not reporting it could result in termination from the OLTVCB or being discharged without severance if in a paid status, or removed from our sponsorship or vendor lists, regardless of contractual obligations and may make you liable for the misconduct as an accomplice. If you do report suspected misconduct, you also have an obligation to cooperatein investigating the matter. contact? First, talk to your CEO. Give your CEO a chance to solve the problem. If your CEO cannot resolve the issue to your satisfaction or you are not comfortable talking to your CEO, contact a member of the Board Executive Committee. If the issue still is not resolved to your satisfaction or if you are not comfortable talking to a Board member, notify the Board President. Your confidentiality and, if you wish your anonymity, will remain intact during the investigation whenever possible. If it becomes a legal issue, you may be required to disclose your name and sources of information. We understand that many persons prefer that their communications concerning misconduct remain Page12| 18 confidential. Although we will try to protect the confidentiality of persons who report suspected misconduct, we cannot guarantee complete confidentiality. For example, sometimes it is impossible to investigate suspected misconduct without identifying the complainant. We believe, however, that it is better to come forward than to let the misconduct continue. A non-retaliation concept will be utilized for persons reportingsuspected misconduct. You are responsible for the safekeeping of any confidential OLTVCB information or trade secrets to which you have access. information that belongs to the OLTVCB and which the OLTVCB has a right or obligation to protect. It includes any information that is not generally disclosed, is regarded as private, and/or which either is useful to the OLTVCB or would be helpful to competitors. Examples of confidential information include: Sales file information Sales database meeting planners, tour operators, etc. Personal Information about team members Financial data Contract information Planned new projects List of vendors, supplies and/or sponsors Wages and salary information, apart from your own compensation which you may disclose as you wish Projected earnings Changes in management or policies Suppliers/hotel pricing Electronically stored information These are basic guidelines for protecting the OLTVCB proprietary information: If you have access to proprietary information, discuss it with others in the OLTVCB on a need-to-know basis. Do not disclose proprietary information to an outside person or entity, except under a nondisclosure agreement that has been approved by the OLTVCB legal advisor. Do not disclose proprietary information in social conversations or in normal business dealings with suppliers, customers, sponsors, or vendors. If asked about disclosure of confidential or proprietary information, contact your CEO or the President of the OLTVCB. Page13| 18 1.The Minutes of the Board of Directors and all committees shall contain: a.The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, and action taken to determine whether a conflict of interest was interest in factexisted. b.The names of the persons who were present for discussion and votes relating the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings. 1.A voting member of the Board of Directors who receives compensation, directly or indirectly, compensation. 2.A voting member of any committee whose jurisdiction including compensation matters and who receives compensation, directly or indirectly from OLTVCB for service, is precluded from voting on matters pertaining to compensation. 3.No member of the Board of Directors or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from OLTVCB either individually or collectively is prohibited from providing information to any committee regarding compensation. 1.Each director, officer, staff member and member of a committee shall annually sign a statement which affirms such person: a.Received a copy of the Conflicts of Interest Policy; b.Read and understands the Policy; c.Agreed toComply with the Policy; d.Understands that OLTVCB is a non-profit corporation and to maintain its federal tax exemption must engage in activities which accomplish one or more of its tax-exempt purposes. Page14| 18 This covenant defines our best intentions and goals and Board Members of the Olympia-Lacey- Tumwater Visitor & Convention Bureau (OLTVCB). Each board directorshall sign a document agreeing to the following responsibilities. The OLTVCB Board Director acts as a voting director of the Board with full authority and responsibility to develop policies, procedures,and regulations for the operation of the OLTVCB; ,and overall performance; provides the Chief Executive Officer with resources to meet the needs of those the OLTVCB serves. Act as a trustee for stakeholders and community Establish objectives and boardpolicies Adopt Budget Make decisions not delegated Elect officers and monitor performance Hire, direct and monitor Chief Executive Officer Oversee committees Attends all Board meetings and activities, including special events and Board retreats. Becomes knowledgeable about the OLTVCB Prepares for and contributes to Board meetings by being well-informed onagenda issues and expressing his/her point-of-view -of-view and makes constructive suggestions to help the Board make decisions that benefit those who the OLTVCB serves. Represents the OLTVCB to individuals, the public and other organizations. Assumes Board leadership roles when asked. Keeps the Chief Executive Officer informed about any concerns the community has expressed. Acts in the best interest of the OLTVCBand has a duty of loyaltyto the organization Honors confidentiality of proprietary OLTVCB information and discussions in a closed session Page15| 18 Upon election to the board, each board directoris expected to sign a Board Covenant. This covenant defines the best intentions and goals of Board Directors of the OLTVCB. The covenant includes the Board Job Description and Board Responsibilities outlined below.Signed covenants are stored at the OLTVCB administrative office. The OLTVCB Board Director acts as a voting member of the Board with full authority and responsibility to develop/adoptpolicies, procedures,and regulations for the operation of the OLTVCB; ,and overall performance; provides the Chief Executive Officerwith resources to meet the needs of those the OLTVCB serves. Act asa trustee for stakeholders and community Establish objectives andboardpolicies Adopt Budget Make decisions not delegated Elect officers and monitor performance Hire, direct and monitor Chief Executive Officer Oversee committees Attends Board meetings and activities, including special events and Board retreats Becomes knowledgeable about the OLTVCB Prepares for and contributes to Board meetings by being well-informed on agenda issues and expressing his/her point-of-view points-of-view and makes constructive suggestions to help the Board make decisions that benefit those who the OLTVCB serves Represents the OLTVCB to individuals, the public and other organizations Assumes Board leadership roles when asked Keeps the Chief Executive Officerinformed about any concerns the community has expressed Respond to meeting notices Attend meetings prepared and participate Avoid conflicts of interest Subordinate personal and professionalinterests Evaluate and make recommendations Page16| 18 Obedience to laws and policies Loyalty to OLTVCB interests Care due diligence The OLTVCB Board of Directors makes fundamental management and policy decisions by adopting policies and by-laws, as well as motions and resolutions at Board Meetings. The day-to-day management is the responsibility of the Chief Executive Officer. Each Director (including the Chief Executive Officer as a whole; i.e., the organization on whose board they serve. If you are a director or officer, you must act with the utmost goodfaith and use your powers solely in the interest of the OLTVCB. When you become a Director or officer, you agree to give diligent attention to the OLTVCB concerns and to be faithful and honest in carrying out the duties of your position. You are not expected to be infallible, but you must act with honesty and in good faith. The Board of Directors has many responsibilities as outlined in the Bylaws of the Corporation. They can be summarized as: Each Board member must oversee the business conduct and ethical standards of the OLTVCB. The specific responsibilities of directors include the following: 1.Each Director has a fiduciary obligation to: a.Act in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances; b.Act in a manner he or she reasonably and honestly believes to be in the best interests of the OLTCVB; and c.Become fully informed of all relevant information about a particular matter before making a decision on that matter as a member of the Board. 2.A Director must avoid breaches of fiduciary duty, such as fraud, overreaching, improper personal benefit, lack of good faith, or failureto become fully informed. 3.A Director will perform his or her duties with the knowledge that his or her conduct sets an example for the ethical tone of the OLTVCB. Page17| 18 The VCB Board of Directors conducts annual self-evaluations to evaluate the overall health, vitality, and effectiveness of the board. Each board director is asked to complete the electronic Board Self-Evaluation survey. They are given three (3)weeks to complete the survey. VCB Board Presidentaggregates the results and presents to Executive Committee and Board of Directorsfor analysis. The report will include discussion of key strengths (things the Board is doing well) and key opportunities (things the Board can be doing better to improve overall health and governance of the organization). Staff will prepare and the Board President will distribute individual Board Scorecards. Scorecards will show a record of individual board director attendance and committee participation. Upon election to the VCB Board of Directors, all new board directors will participate in a Board Orientation. The orientation will include a discussion of the following: an overview of the VCBand When a board director is elected to the Executive Committee, they will refresh their understanding of the VCB by participating in the Board Orientation. Page18| 18 Describe the tourism promotion impact on the economy from your special event, festival, or tourism related program or project within the City of Yelm, specifically on the lodging and food service sectors. In the previous years we had people from as far as Seattle & Portland driving here just for the event. We had numerous attendees talking to staff members how the were droving on I5 and saw the event on Facebook and drove in and spent the night here. The adds that we are having along 507 and nearby cities have all proven successful in spreading and word out and driving people to the event. we have also noticed the during the event local restaurants have higher traffic and sales, plus local food vendors participating in the event gain revenue and direct advertisement so they get to promote their business. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/Yelm City Council to use lodging tax funds to support this application. Last year I was with my son in Portland at a Taekwondo competition and a family participating there noticed my accent and asked where we are from. After telling them we moved to Yelm for over a decade they said that last summer they drove to Mr Rainier in a short vacation and when they passed Yelm they saw an event in the park and because of it they spent the night at the hotel in Yelm not the base of Mt. Rainier that Friday. I asked when event was it and they both said "The Jazz One". We all laughed and I told them we are organizing it and after that they said that they have told all their friends about it and have never been to suck a cozy free event ever in their life. What I am trying to point here is that some things can't really be measured and I think we have proven the dedication we have toward quality and beauty in organizing this event thorough the years. Describe the tourism promotion impact on the economy from your special event, festival, or tourism- related program or project within the City of Yelm, specifically on the lodging and food service sectors. In the previous years we had people from as far as Seattle & Portland driving here just for the event. We had numerous attendees talking to staff members how the were droving on I5 and saw the event on Facebook and drove in and spent the night here. The adds that we are having along 507 and nearby cities have all proven successful in spreading and word out and driving people to the event. we have also noticed the during the event local restaurants have higher traffic and sales, plus local food vendors participating in the event gain revenue and direct advertisement so they get to promote their business. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/Yelm City Council to use lodging tax funds to support this application. Last year I was with my son in Portland at a Taekwondo competition and a family participating there noticed my accent and asked where we are from. After telling them we moved to Yelm for over a decade they said that last summer they drove to Mr Rainier in a short vacation and when they passed Yelm they saw an event in the park and because of it they spent the night at the hotel in Yelm not the base of Mt. Rainier that Friday. I asked when event was it and they both said "The Jazz One". We all laughed and I told them we are organizing it and after that they said that they have told all their friends about it and have never been to suck a cozy free event ever in their life. What I am trying to point here is that some things can't really be measured and I think we have proven the dedication we have toward quality and beauty in organizing this event thorough the years. Brief Description The Nisqually Valley Spring Expo (previously the Nisqually Valley Home & Garden Show) is an annual event held in Yelm, aimed at promoting local businesses, artisans, and attractions. This expo typically showcases a variety of products and services from the area, including crafts, foods, agricultural products, and tourism opportunities. The event draws both locals and visitors, offering a unique opportunity to experience the culture and offerings of Yelm. As a community event, it contributes to the local economy and tourism industry, making it a suitable candidate for lodging tax application to support further promotion and development of the region. How do you plan to measure/evaluate the actual attendance and locations visitors traveled from? To measure and evaluate the actual attendance and locations visitors traveled from, we will employ several methods: Registration Data: We will collect information from attendees during registration, including their names, contact details, and ZIP codes. This data will provide insights into where attendees are coming from. On-Site Surveys: We will conduct surveys during the event to gather additional information from attendees about their travel distance and origin. These surveys may include questions about their mode of transportation and the distance traveled. Post-Event Follow-Up: After the event, we may follow up with attendees through email surveys or phone interviews to gather feedback and additional information about their travel experiences and origin locations. By combining these methods, we aim to accurately measure and evaluate the actual attendance at the Nisqually Valley Spring Expo and the locations visitors traveled from. This data will inform future event planning and marketing efforts. Describe the tourism promotion impact on the economy from your special event, festival, or tourism- related program or project within the City of Yelm, specifically on the lodging and food service sector To measure and evaluate the actual attendance and locations visitors traveled from, we will employ several methods: Registration Data: We will collect information from attendees during registration, including their names, contact details, and ZIP codes. This data will provide insights into where attendees are coming from. On-Site Surveys: We will conduct surveys during the event to gather additional information from attendees about their travel distance and origin. These surveys may include questions about their mode of transportation and the distance traveled. Post-Event Follow-Up: After the event, we may follow up with attendees through email surveys or phone interviews to gather feedback and additional information about their travel experiences and origin locations. By combining these methods, we aim to accurately measure and evaluate the actual attendance at the Nisqually Valley Spring Expo and the locations visitors traveled from. This data will inform future event planning and marketing efforts. How broad-based will the tourism promotion benefit be geographically and economically? The tourism promotion benefits generated by the Nisqually Valley Spring Expo are expected to be broad-based both geographically and economically. The expo attracts attendees not only from Yelm but also from neighboring cities and regions within a significant radius. Visitors travel from diverse geographic locations, including nearby towns, metropolitan areas, and even out-of-state locations. As attendees explore the expo and the surrounding area, they are exposed to the attractions, amenities, and unique offerings of Yelm and the broader Nisqually Valley region. Positive experiences during the expo can lead to increased interest in visiting and exploring other destinations within the region. Attendees of the expo contribute to the local economy through various forms of spending, including lodging accommodations, dining, shopping, entertainment, and recreational activities. This diverse spending pattern benefits a wide range of businesses and sectors within Yelm and its surrounding areas. The economic impact of tourism promotion extends beyond direct expenditures, creating ripple effects throughout the local economy. Increased visitor spending stimulates demand for goods and services, supports job creation, and generates revenue for businesses across different sectors, including retail, hospitality, transportation, and recreation. Overall, the tourism promotion benefits of the Nisqually Valley Spring Expo are expected to be broad-based both geographically, attracting visitors from diverse locations, and economically, stimulating spending and fostering long-term growth across various sectors within Yelm and the broader region. Describe how you will promote overnight stays in Yelm lodging establishments? To promote overnight stays in Yelm lodging establishments in conjunction with the Nisqually Valley Spring Expo, we will implement a comprehensive marketing strategy targeting potential attendees and visitors. We will utilize social media platforms, such as Facebook, Instagram, and Twitter, to promote overnight stays in Yelm lodging establishments. This will include sharing engaging content, user-generated reviews, and testimonials from past expo attendees who stayed overnight in Yelm. We will run targeted advertising campaigns on digital platforms, such as Google Ads and social media, to reach potential attendees who may be interested in staying overnight in Yelm. These ads will highlight the convenience, affordability, and comfort of lodging options in the area. We will distribute promotional materials, brochures, and accommodation guides at visitor information centers, rest stops, and travel hubs in the surrounding areas. This will ensure that travelers passing through the region are aware of the lodging options available in Yelm. Describe how you will promote Yelm and other attractions in the Yelm area to entice tourists to extend their visit beyond attendance to your special event, festival, or tourism-related facility To promote Yelm and other attractions in the surrounding area and entice tourists to extend their visit beyond attending the Nisqually Valley Spring Expo, we will implement a multi-faceted marketing approach that highlights the diverse offerings and experiences available. We will collaborate with local businesses, attractions, and tourism organizations to develop joint promotional initiatives and packages that encourage tourists to extend their visit. This could include special discounts, bundled experiences, and exclusive offers for visitors who attend the expo and explore other attractions in Yelm. We will enhance the online presence of Yelm and its attractions through engaging content marketing initiatives, including blog posts, videos, virtual tours, and interactive maps. By sharing compelling stories and visual content, we aim to inspire and inform potential tourists about the experiences awaiting them in Yelm. We will leverage targeted advertising campaigns on digital platforms, such as Google Ads, social media, and travel websites, to reach specific audience segments interested in travel and tourism. These ads will highlight the unique selling points of Yelm, such as its scenic beauty, outdoor recreational opportunities, local events, and cultural attractions. We will promote community events, festivals, and cultural celebrations happening in Yelm throughout the year to attract tourists looking for authentic and immersive experiences. By showcasing the vibrant local culture and hospitality, we can encourage visitors to extend their stay and explore more of what Yelm has to offer. We will provide a booth space to promote local events and festivities, including Centennial-themed promotions and activities. We will actively engage with visitors during the expo and other tourism-related activities to gather feedback, testimonials, and suggestions for improving the visitor experience in Yelm. This valuable input will help us refine our marketing strategies and offerings to better meet the needs and preferences of tourists. What tourism outcome should the City expect ifyour proposal is only partially funded? Please be specific. For example: Which services will not happen? How do you intend to alternatively fund your program? If our proposal is only partially funded, the City can expect a diminished tourism outcome, impacting various aspects of our program. With limited funding, our ability to reach potential tourists through marketing campaigns will be compromised. This could result in decreased awareness of our events and attractions, leading to lower attendance numbers. Partial funding would necessitate prioritization of activities, potentially resulting in the cancellation or scaling back of certain planned events, entertainment options, or amenities. This could diminish the overall visitor experience and perceived value of the tourism program. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/Yelm City Council to use lodging tax funds to support this application. Utilizing lodging tax funds to support the Nisqually Valley Spring Expo aligns with the mission of fostering economic growth, promoting tourism, and enhancing the overall quality of life in Yelm. The expo serves as a catalyst for increased tourism activity, benefiting the local economy, businesses, and community. By leveraging various measurements and demonstrating the tangible impacts of the expo, we can make a compelling case for continued support from the Lodging Tax Advisory Committee and the Yelm City Council. Yelm Chamber of Commerce By-Laws These by-laws supersede all previous by-laws and amendments thereto Revised-February 16th, 2021 Purpose The Yelm Chamber of Commerce is organized to achieve the objectives of: 1) Preserving the competitive enterprise system of business by: creating a better understanding and appreciation of the importance of business people and the concern of their problems; educating the business community and representing it in city, county, state, and national legislative and political affairs; preventing or addressing controversies which are detrimental to expansion and growth of business and the community; creating a greater appreciation of the value of volunteerism on behalf of the interests of competitive business; 2) Promoting business and community growth and development by: promoting economic programs designed to strengthen and expand the income potential of all business within the trade area; promoting programs of civic, social, and cultural nature which are designed to increase the functional and aesthetic values of the community; and discovering and correcting abuses which prevent the promotion of business expansion and community growth. By-Laws Article I Section 1. Name: The name of this organization shall be the Yelm Chamber of Commerce. Section 2. Limitation of Methods: The Yelm Chamber of Commerce shall observe all local, state, and federal Laws which apply to a non-profit organizations defined in section 501 ( c )(6) of the Internal Revenue Code. Article II Statements of Direction The Yelm Chamber of Commerce shall have a mission statement and a clear job description for staff and committees. These statements shall be reviewed and updated on a regular basis by the Board. Article III Membership Section 1. Eligibility: Any person, association, corporation, partnership, estate, public entity or service, fraternal or non-profit organization having an interest in the objectives of the chamber shall be eligible to apply for membership. Section 2. Membership: Application for membership shall be in writing on forms provided for that purpose, and signed by applicant. Any applicant shall become a member upon payment of the regularly scheduled investment as provided in Section 6. Section 3. Termination: a) Any member may resign from the Chamber upon written notice to the Board of Directors; b) Any member shall be expelled by the Board of Directors by a two-thirds vote for nonpayment of dues after ninety (90) days from the date due, unless otherwise extended for good cause; c) Any member may be expelled by a two-thirds vote of the board of Directors, at a regularly scheduled meeting thereof, for conduct unbecoming a member or prejudicial to the aims or repute of the Chamber, after notice and opportunity for a hearing are afforded the member complained against. Section 4. Voting: In any proceeding in which voting by members is called for; each member in good standing shall be entitled to cast one (1) vote. Section 5. Investments: Members shall pay membership dues at a rate approved by the Board of Directors. Section 6. Honorary Membership: Distinction in public affairs shall confer eligibility to honorary membership. Honorary members shall have all the privileges of members, except the right to vote, and shall be exempt from the payment of dues. The Board of Directors shall confer or revoke honorary memberships by a majority vote. Article IV Officers Section 1. Composition: The officers of the Chamber of Commerce shall be the President, President-Elect, Treasurer and Secretary. These officers shall be directors and be elected by the Board, and along with the Past President shall constitute the executive committee of the Board of Directors. The nominating committee as listed in Article 6, section one, will canvas the sitting directors and submit a slate of directors to the Board at the March meeting to be considered and then installed as the President-Elect and Treasurer of the coming up year. After discussion of the slate as presented by the nominating committee, ballots will be distributed to the Board containing the names of both prospective new Directors and sitting Directors who are being considered for the position of President-Elect and Treasurer. The ballots will be tabulated immediately by the sitting Treasurer and the Executive Director. Only in the case of a tie will the Board President vote. Section 2. Terms: No member shall hold the same officer position for more than two (2) years in succession. Filling of an unexpired term of nine (9) months or more shall be considered a term of office. Duties of Officers Section 1. President: The President shall be the Chief Executive Officer and shall preside at all meetings of the membership of the Chamber and of its Board of Directors and shall perform all duties incident to this office. He/She shall be allowed to vote on any matters coming before any membership and to the Board of Directors meeting, shall appoint all committees, subject to the confirmation by the Board of Directors, and shall be an ex- officio member of each. He/She shall commend to the membership and to the Board of Directors such matters and make such suggestions as may tend to promote the prosperity and increase the usefulness of the Chamber. The President shall make available to the membership reports of the business conducted at meetings of the Board of Directors. Section 2. President-Elect: It shall be the duty of the President-Elect to perform the duties of the President in his/her absence or inability to serve. He/she shall serve the unexpired term of the President in the event of the death, resignation, or removal for cause. The President-Elect shall oversee all standing committees and program activities and budget Preparation as directed by the Board. Section 3. Secretary: The Secretary shall have charge of such books, documents, and papers as the Board of Directors may determine and shall be responsible for the maintenance and preparation of the minutes of all meetings of the Board of Directors of the Chamber. The Secretary may sign with the President, President Elect, or the Vice President, in the name and on behalf of the Chamber, any contracts or agreements authorized by the Board of Directors and shall do and perform such other duties as may be assigned by the Board. Section 4. Treasurer: The Treasurer shall be responsible for all funds of the Chamber and pay out same by checks. The Treasurer shall not necessarily have to sign the checks. The Treasurer shall furnish a quarterly report to the Board of Directors and shall present account balances and any important financial occurrences at each annual meeting. The Treasurer shall turn over to his/her successor within one (1) day after installation records, books, and other documents that are properties of the Chamber. The Chamber Executive, Treasurer and two additional board members shall be approved and authorized by the board as signatories. Section 5. Executive Committee: The Executive Committee shall act for and on behalf of the Board of Directors when the Board is not in session but shall be accountable to the Board for its actions. It shall be composed of the President, President-Elect, Treasurer, Secretary and Past-President. The Executive Director will be an ex-officio member. The President will serve as chairman. Section 6. Should the President Elect cease to be a member during his/her term of office or be unable to assume the Presidency for any reason, the following shall occur: If such notice is given by the President Elect prior to the annual election of Officers, the nominating committee shall nominate at least two (2) candidates for President. If such notice is given by the President Elect after the annual election but prior to assuming office, the newly elected President Elect will assume the office of President at the annual meeting. Article V Board of Directors Section 1. Composition of the Board: The government of the Chamber, the direction of the work, and the control of its properties shall be vested in the Board of Directors consisting of eleven (11) Directors elected at large. The Directors shall be elected for the periods of two (2) years and until their successors are elected and qualified, but provisions shall be made for the election of approximately one-third (1/3) of the Board of Directors each year. The Directors shall have the power to fill any vacancy on the Board of Directors for the remainder of the unexpired term. The Past-President shall be a member, the Executive Director will be an ex-officio member. Section 2. Vacancies: Unexcused absence by a member of the Board of Directors from three (3) regular meetings of the Board of Directors shall be construed as a resignation by said member. The President may grant excused absences with prior notification, subject to review and revocation by the Board of Directors. Vacancies on the Board or among the officers shall be nominated by the nominating committee and filled by the Board of Directors by a majority vote. Section 3. Voting: A majority of the Board of Directors shall constitute a quorum at any meeting. Proxy voting shall not be allowed. Section 4. Any person, firm, association, corporation, partnership, estate or other business or legal entity having one or more memberships in the Chamber, shall be restricted to having not more than one (1) member of the Board of Directors at any one time. The organization from which the Board member will be recognized as from will be the organization where the Board member is primarily employed. Section 5. Policy: The Board of Directors is responsible for establishing procedure and formulating policy of the organization. It is responsible for adopting all policies of the organization. These policies shall be maintained in a policy manual, to be reviewed annually and revised as necessary. Article VI Elections Section 1. Nominating Committee: A nominating committee made up of three (3) members, the President, President-Elect and Past-President, shall convene in January. The Nominating committee will create a list of nominees and will consider nominations made by other board members and Chamber Membership. The Nominating Committee shall report its list of candidates for Board membership to the Board at its February meeting. The candidates will be announced at the March Forum. Section2. Ballots Members of the Board of Directors shall be elected by a majority vote of the Board of directors. New officers shall take office at the first Board meeting in May. Article VII Executive Director, Employees and Representatives Section 1. Executive Director: The Board of Directors shall employ an Executive Director upon such terms as it shall determine. The Executive Director shall be charged with the general supervision and management of the business affairs of the Chamber and generally shall perform the program of work as determined by the Board of Directors. The Executive Director shall be an ex-officio member of all committees, shall participate in Executive Committee and Directors’ meetings, but is to perform without a vote. Section 2. Annual Review: There will be an annual performance review of the Executive Director, his/her salary, and that of the paid staff. This review will be a function of the President, which may designate a committee to perform this review. Article VIII Meetings The general membership Forum of the Chamber shall be held on the second Tuesday of each month at a location selected by the Board of Directors. Section 1. Annual Meeting: The annual meeting of the corporation shall be held during April of each year. Notice shall be mailed at least ten (10) days prior and shall be held at a time and place as determined by the Board. Section 2. Quorum: At any duly called general meeting of the Chamber, fifty-one (51) percent of all membersshall constitute a quorum; at a Board meeting, a majority of directors present shall constitute a quorum; at committee meetings, a majority shall constitute a quorum except when a committee consists of more than nine (9) members. In that case, five (5) shall constitute a quorum. Section 3. Board Meetings: The Board of Directors shall meet once monthly at such time as the Board members designate, unless otherwise specified and proper notice given. Section 4. Additional Meetings: General meetings of the Chamber may be called by the President at any time, or by a majority consensus of the current board of directors, upon petition in writing of any ten (10) members in good standing: a) notice of special meetings shall be mailed to each member at least five (5) days prior to such meetings; b) Board meetings may be called by the President or by the Board of Directors upon written application of three (3) members of the Board. If a board member/s are unwilling to waive notice, then the meeting will be held in three (3) days. Notice (including the purpose of the meeting) shall be given to each director at least one (1) day prior to said meeting. Committee meetings may be called at any time by the President or the committee’s chairman. Article IX Finances Section 1. Funds: All money paid to the Chamber shall be placed in the general operating fund, unless authorizes for a specific fund. Section 2. Disbursements: Upon approval of the budget, the Executive Director shall be authorized to make disbursements on expenses provided for the in the budget without additional approval of the Board of Directors. Section 3. Fiscal Year: The fiscal year of the Chamber shall close on December 31. Section 4. Budget: As soon as possible after the election of the Board and Officers, the Executive Director with the assistance of the executive committee shall propose a budget for the coming year and submit it to the Board for approval prior to the last meeting of that fiscal year. All request for donations or expenditures, not in the budget, must be submitted to and approved by the Board of Directors. Article X Committees Section 1. Appointment and Authority: The President, by and with the approval of the Board of Directors, shall appoint all committees and committee chairs. The President may appoint such ad hoc committees and their chair as deemed necessary to carry out the program of the Chamber. Committee appointments shall be at the will and pleasure of the President and shall serve concurrent with the term of the appointing President. It shall be the function of committees to make investigations, conduct studies, and Hearings, make recommendations to the Board, and to carry on such activities as may be delegated to them by the Board. Section 2. Limitation of Authority: No action by any member, committee, employee, director or officer shall be binding upon, or constitute an expression of, the policy of the Chamber until it shall have been approved or ratified by the Board of Directors. Article XI Indemnification The Chamber shall indemnify every member or officer or former member or officer of the Board of Directors, and the Executive Director of the Chamber against expenses actually and reasonably incurred in connection with the defense of any action, suit or proceeding, civil or criminal, in which such person is a party by reason of being or having been such Board member or officer, except in relation to matters as to which he or she shall be adjudged in such action, suit or proceeding to be liable for negligence or misconduct in the performance of duty to the Chamber. The foregoing right of indemnification shall not be exclusive of other rights to which he or she may be entitled. Article XII Parliamentary Authority The current edition of Roberts Rules of Order shall be the final source of authority in all questions of parliamentary procedures when such rules are not inconsistent with the charter of By-Laws of the Chamber. Article XIII Amendments Section 1. BY the Board of Directors: These By-Laws may be amendedby an affirmativevote of a majority of all the members of the Board of Directors present at any regular or special meeting of the Board after giving not less than ten (10) days written prior notice to the membership stating the time and place of the meeting and the amendment or amendments being proposed. Any action of the Board with respect to the amendment of these By- Laws shall be binding on the total membership until such action is altered, amended, or repealed by the membership as provided in section two (2) hereof. Section 2. By the Membership: These By-Laws, or any action for the Board of Directors relating thereto, may be altered, amended, or repealed at my annual or special meeting of the membership, by a majority of the membership, if ten (10) days written notice of the proposed alteration, amendment, or repeal is contained in the notice of the meeting. Article XIV Dissolution of Yelm Area Chamber of Commerce Section 1. Dissolution. Upon the dissolution of the Yelm Area Chamber of Commerce. Assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code (or corresponding section of any future federal tax code), or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed by the Court of Common Pleas of the county in which the principal office of the Yelm Area Chamber of Commerce is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purposes. Brief Description (450 words or less): The Nisqually Valley BBQ Rally isn't just a local favorite—it's a regional attraction that draws tourists to Yelm for a classic day filled with family-friendly entertainment and mouthwatering BBQ delights. This beloved occasion, scheduled for July 27, offers a variety of activities and attractions that cater to all ages and interests. Tourists flock to Yelm for this event, enticed by the promise of live music, engaging children's activities, captivating performances, and, of course, some of the best barbecue around. From amateur barbecue competitions to youth burger cooking contests, there's plenty of excitement and friendly competition to go around. But the fun doesn't stop there. Visitors can peruse a diverse array of food and business vendors, offering everything from savory BBQ dishes to unique artisanal crafts. The delightful beer garden provides a relaxing spot to unwind with a cold brew, while the thrilling pie-eating contest adds an extra dash of excitement to the festivities. This year, our goal is to elevate the event even further by showcasing additional local talent in music performances and expanding youth-focused activities. Additionally, we plan to implement a giveaway for the first 100 visitors to celebrate the Centennial Year of Yelm. We want to create an experience that not only celebrates the art of barbecue but also highlights the vibrant culture and talent within our community. So, whether you're a BBQ expert, a music lover, or just looking for a fun day out with the family, the Nisqually Valley BBQ Rally promises an unforgettable experience filled with flavor, entertainment, and community spirit. Join us as we come together to celebrate the best of Thurston County at this year's BBQ What are the projected number of attendees estimated to travel greater than 50 miles to attend the activity/event and what is your estimate based on: Based on historical data and trends, we project that approximately 600 attendees will travel greater than 50 miles to attend the Nisqually Valley BBQ Rally. This estimate is based on several factors including previous event attendance, regional attraction, targeted marketing efforts, and survey feedback. We employ targeted marketing strategies to promote the event to a wider audience, including digital advertising, social media campaigns, and partnerships with tourism organizations. By reaching potential attendees beyond the immediate vicinity, we aim to increase awareness and attract visitors from neighboring regions. With a diverse lineup of activities, including live music, children's activities, competitions, and vendor booths, the Nisqually Valley BBQ Rally offers something for everyone. This variety of attractions appeals to a broad range of interests and encourages visitors to travel greater distances to participate in the festivities. What are the projected number of attendees estimated to travel from another state or country to attend the activity/event and what is your estimate based on: We project that approximately 100 attendees will travel from another state or country to attend the Nisqually Valley BBQ Rally. Tracking attendance involves collecting event passes submitted by attendees for raffle prizes, utilizing People's Choice Award voting cards, and tallying food vendor sales based on the number of plates sold. Additionally, we utilize historical data, marketing trends and research, and tourism impact for this estimate. The Nisqually Valley BBQ Rally has garnered a reputation as a premier BBQ event, not only within the state but also across the country and even internationally. Its status as a must-visit destination for BBQ enthusiasts attracts attendees from far and wide. While our estimate provides a projection based on available data and trends, we continuously monitor registration patterns, ticket sales, and other indicators to adjust our forecasts as needed. Our goal is to ensure that the Nisqually Valley BBQ Rally remains a destination event that attracts attendees from near and far, contributing to the local economy and fostering a vibrant community atmosphere. What are the projected attendees who estimated to stay in paid overnight accommodations? We project that approximately 80 attendees will stay in paid overnight accommodations. This projection is based on historical data including vendor and visitor surveys, event passes submitted by attendees for raffle prizes, utilizing People's Choice Award voting cards, and tallying food vendor sales based on the number of plates sold. How do you plan to measure/evaluate the actual attendance and locations visitors traveled from? To measure and evaluate the actual attendance and locations visitors traveled from to attend the Nisqually Valley BBQ Rally, we will employ a multi-faceted approach. We will track registrations to determine the number of attendees who have confirmed their participation in the event. This data will provide us with an initial estimate of attendance. We will distribute event passes to attendees, both electronically or on-site, to gather demographic information, including their hometown or place of origin. This will allow us to compile a comprehensive profile of the event's attendees and their geographic distribution. We will collaborate with local tourism organizations, hotels, and transportation providers to gather data on visitor origin. These partners can provide insights into bookings, travel itineraries, and visitor demographics. After the event, we will conduct a thorough analysis of all collected data to assess attendance figures and visitor demographics. This analysis will help us understand the event's reach and impact, including the geographic diversity of attendees. By utilizing these methods in tandem, we aim to obtain a comprehensive understanding of actual attendance and the locations visitors traveled from to attend the Nisqually Valley BBQ Rally. This information will inform future event planning, marketing strategies, and efforts to enhance the attendee experience. Describe the tourism promotion impact on the economy from your special event, festival, or tourism- related program or project within the City of Yelm, specifically on the lodging and food service sectors. The tourism promotion impact of our event, the Nisqually Valley BBQ Rally, on the economy of the City of Yelm, particularly on the lodging and food service sectors, is significant and multi-faceted. The BBQ Rally attracts visitors from near and far, driving up demand for accommodations in Yelm and surrounding areas. Local hotels and bed-and-breakfast establishments experience heightened occupancy rates during the event weekend as attendees seek convenient lodging options. The influx of attendees translates into a surge in patronage for local restaurants, eateries, and food vendors. From pre-event dining to post-event meals, attendees contribute to increased foot traffic and sales in Yelm's dining establishments. Additionally, food vendors at the BBQ Rally itself benefit from heightened exposure and sales opportunities. The excitement of the BBQ Rally extends beyond lodging and food service sectors, benefiting ancillary businesses such as retail shops, gas stations, and recreational facilities. Visitors often engage in shopping, sightseeing, and other leisure activities during their stay, further stimulating economic activity in the community. Through our tourism promotion efforts, we highlight not only the BBQ Rally but also the unique attractions and amenities that Yelm has to offer. This year, we aim to add promotion of the Centennial Year of Yelm. This exposure encourages visitors to explore the city's cultural, historical, and recreational offerings, contributing to sustained tourism growth beyond the event. Overall, the tourism promotion impact of the Nisqually Valley BBQ Rally on the economy of the City of Yelm is substantial, driving growth in the lodging and food service sectors while stimulating broader economic activity and positioning the city as a dynamic tourism destination. How broad-based will the tourism promotion benefit be geographically and economically? To enhance event promotion, we plan to leverage diverse marketing strategies and broaden our scope by participating in more events beyond Thurston County. Our promotional efforts will encompass printed publications, social media platforms, electronic reader-boards, flyers, Hulu advertisements, posters, movie theater advertisements, signage, coasters, apparel, and promotional merchandise. Moreover, we aim to secure vendor spaces ahead of the event at various gatherings, participate in local parades, and engage with audiences already attending festivals by showcasing our presence through vendor spaces at similar events. Describe how you will promote Yelm and other attractions in the Yelm area to entice tourists to extend their visit beyond attendance to your special event, festival, or tourism-related facility. We will actively promote and offer recognition to our professional food and retail vendors who have established brick-and-mortar businesses through social media campaigns, tourism collaborations, and other special events. Our sponsorship opportunities provide businesses with extra advertising exposure. We'll also collaborate with local hotels to explore the possibility of providing special rates on accommodations for out-of-area bands, vendors, and food competitors. Furthermore, we'll collaborate with other tourist agencies to promote local attractions, activities, and dining options for those staying in the area. What tourism outcome should the City expect if your proposal is only partially funded? Please be specific. For example: Which services will not happen? How do you intend to alternatively fund your program? We will need to cut back on some of our expenses by reducing the quantity of coasters, branded apparel, event booth spaces, signage, social media promotions, and all advertising on Hulu. Additionally, there might be a need to scale down the number of bands and youth activities at the event. This could potentially decrease the number of visitors and the length of time and economic reach of the event. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/YelmCity Council to use lodging tax funds to support this application. In addition to the previous measurements, we plan to incorporate a centennial theme promotion to commemorate the centennial year of the City of Yelm. By aligning the Nisqually Valley BBQ Rally with this milestone anniversary, we can amplify the event's significance and enhance its appeal to both residents and visitors. We aim to Offer commemorative merchandise and memorabilia featuring special centennial branding and imagery. These items can serve as keepsakes for attendees and contribute to the festive atmosphere of the event. Furthermore, we will incorporate centennial-themed activities, games, and entertainment options throughout the event program. By infusing the Nisqually Valley BBQ Rally with a centennial theme promotion, we can create a memorable and meaningful experience that honors Yelm's proud history, celebrates its achievements, and sets the stage for a vibrant future. This initiative not only enhances the event's appeal but also reinforces its role as a cornerstone of community pride and celebration. Yelm Chamber of Commerce By-Laws These by-laws supersede all previous by-laws and amendments there to Revised-February 16th, 2021 Purpose The Yelm Chamber of Commerce is organized to achieve the objectives of: 1) Preserving the competitive enterprise system of business by: creating a better understanding and appreciation of the importance of business people and the concern of their problems; educating the business community and representing it in city, county, state, and national legislative and political affairs; preventing or addressing controversies which are detrimental to expansion and growth of business and the community; creating a greater appreciation of the value of volunteerism on behalf of the interests of competitive business; 2) Promoting business and community growth and development by: promoting economic programs designed to strengthen and expand the income potential of all business within the trade area; promoting programs of civic, social, and cultural nature which are designed to increase the functional and aesthetic values of the community; and discovering and correcting abuses which prevent the promotion of business expansion and community growth. By-Laws Article I Section 1. Name: The name of this organization shall be the Yelm Chamber of Commerce. Section 2. Limitation of Methods: The Yelm Chamber of Commerce shall observe all local, state, and federal Laws which apply to a non-profit organizations defined in section 501 ( c )(6) of the Internal Revenue Code. Article II Statements of Direction The Yelm Chamber of Commerce shall have a mission statement and a clear job description for staff and committees. These statements shall be reviewed and updated on a regular basis by the Board. Article III Membership Section 1. Eligibility: Any person, association, corporation, partnership, estate, public entity or service, fraternal or non-profit organization having an interest in the objectives of the chamber shall be eligible to apply for membership. Section 2. Membership: Application for membership shall be in writing on forms provided for that purpose, and signed by applicant. Any applicant shall become a member upon payment of the regularly scheduled investment as provided in Section 6. Section 3. Termination: a) Any member may resign from the Chamber upon written notice to the Board of Directors; b) Any member shall be expelled by the Board of Directors by a two-thirds vote for nonpayment of dues after ninety (90) days from the date due, unless otherwise extended for good cause; c) Any member may be expelled by a two-thirds vote of the board of Directors, at a regularly scheduled meeting thereof, for conduct unbecoming a member or prejudicial to the aims or repute of the Chamber, after notice and opportunity for a hearing are afforded the member complained against. Section 4. Voting: In any proceeding in which voting by members is called for; each member in good standing shall be entitled to cast one (1) vote. Section 5. Investments: Members shall pay membership dues at a rate approved by the Board of Directors. Section 6. Honorary Membership: Distinction in public affairs shall confer eligibility to honorary membership. Honorary members shall have all the privileges of members, except the right to vote, and shall be exempt from the payment of dues. The Board of Directors shall confer or revoke honorary memberships by a majority vote. Article IV Officers Section 1. Composition: The officers of the Chamber of Commerce shall be the President, President-Elect, Treasurer and Secretary. These officers shall be directors and be elected by the Board, and along with the Past President shall constitute the executive committee of the Board of Directors. The nominating committee as listed in Article 6, section one, will canvas the sitting directors and submit a slate of directors to the Board at the March meeting to be considered and then installed as the President-Elect and Treasurer of the coming up year. After discussion of the slate as presented by the nominating committee, ballots will be distributed to the Board containing the names of both prospective new Directors and sitting Directors who are being considered for the position of President-Elect and Treasurer. The ballots will be tabulated immediately by the sitting Treasurer and the Executive Director. Only in the case of a tie will the Board President vote. Section 2. Terms: No member shall hold the same officer position for more than two (2) years in succession. Filling of an unexpired term of nine (9) months or more shall be considered a term of office. Duties of Officers Section 1. President:The President shall be the Chief Executive Officer and shall preside at all meetings of the membership of the Chamber and of its Board of Directors and shall perform all duties incident to this office. He/She shall be allowed to vote on any matters coming before any membership and to the Board of Directors meeting, shall appoint all committees, subject to the confirmation by the Board of Directors, and shall be an ex- officio member of each. He/She shall commend to the membership and to the Board of Directors such matters and make such suggestions as may tend to promote the prosperity and increase the usefulness of the Chamber. The President shall make available to the membership reports of the business conducted at meetings of the Board of Directors. Section 2. President-Elect: It shall be the duty of the President-Elect to perform the duties of the President in his/her absence or inability to serve. He/she shall serve the unexpired term of the President in the event of the death, resignation, or removal for cause. The President-Elect shall oversee all standing committees and program activities and budget Preparation as directed by the Board. Section 3. Secretary: The Secretary shall have charge of such books, documents, and papers as the Board of Directors may determine and shall be responsible for the maintenance and preparation of the minutes of all meetings of the Board of Directors of the Chamber. The Secretary may sign with the President, President Elect, or the Vice President, in the name and on behalf of the Chamber, any contracts or agreements authorized by the Board of Directors and shall do and perform such other duties as may be assigned by the Board. Section 4. Treasurer: The Treasurer shall be responsible for all funds of the Chamber and pay out same by checks. The Treasurer shall not necessarily have to sign the checks. The Treasurer shall furnish a quarterly report to the Board of Directors and shall present account balances and any important financial occurrences at each annual meeting. The Treasurer shall turn over to his/her successor within one (1) day after installation records, books, and other documents that are properties of the Chamber. The Chamber Executive, Treasurer and two additional board members shall be approved and authorized by the board as signatories. Section 5. Executive Committee: The Executive Committee shall act for and on behalf of the Board of Directors when the Board is not in session but shall be accountable to the Board for its actions. It shall be composed of the President, President-Elect, Treasurer, Secretary and Past-President. The Executive Director will be an ex-officio member. The President will serve as chairman. Section 6. Should the President Elect cease to be a member during his/her term of office or be unable to assume the Presidency for any reason, the following shall occur: If such notice is given by the President Elect prior to the annual election of Officers, the nominating committee shall nominate at least two (2) candidates for President. If such notice is given by the President Elect after the annual election but prior to assuming office, the newly elected President Elect will assume the office of President at the annual meeting. Article V Board of Directors Section 1. Composition of the Board: The government of the Chamber, the direction of the work, and the control of its properties shall be vested in the Board of Directors consisting of eleven (11) Directors elected at large. The Directors shall be elected for the periods of two (2) years and until their successors are elected and qualified, but provisions shall be made for the election of approximately one-third (1/3) of the Board of Directors each year. The Directors shall have the power to fill any vacancy on the Board of Directors for the remainder of the unexpired term. The Past-President shall be a member, the Executive Director will be an ex-officio member. Section 2. Vacancies: Unexcused absence by a member of the Board of Directors from three (3) regular meetings of the Board of Directors shall be construed as a resignation by said member. The President may grant excused absences with prior notification, subject to review and revocation by the Board of Directors. Vacancies on the Board or among the officers shall be nominated by the nominating committee and filled by the Board of Directors by a majority vote. Section 3. Voting: A majority of the Board of Directors shall constitute a quorum at any meeting. Proxy voting shall not be allowed. Section 4. Any person, firm, association, corporation, partnership, estate or other business or legal entity having one or more memberships in the Chamber, shall be restricted to having not more than one (1) member of the Board of Directors at any one time. The organization from which the Board member will be recognized as from will be the organization where the Board member is primarily employed. Section 5. Policy: The Board of Directors is responsible for establishing procedure and formulating policy of the organization. It is responsible for adopting all policies of the organization. These policies shall be maintained in a policy manual, to be reviewed annually and revised as necessary. Article VI Elections Section 1. Nominating Committee: A nominating committee made up of three (3) members, the President, President-Elect and Past-President, shall convene in January. The Nominating committee will create a list of nominees and will consider nominations made by other board members and Chamber Membership. The Nominating Committee shall report its list of candidates for Board membership to the Board at its February meeting. The candidates will be announced at the March Forum. Section2. Ballots Members of the Board of Directors shall be elected by a majority vote of the Board of directors. New officers shall take office at the first Board meeting in May. Article VII Executive Director, Employees and Representatives Section 1. Executive Director: The Board of Directors shall employ an Executive Director upon such terms as it shall determine. The Executive Director shall be charged with the general supervision and management of the business affairs of the Chamber and generally shall perform the program of work as determined by the Board of Directors. The Executive Director shall be an ex-officio member of all committees, shall participate in Executive Committee and Directors’ meetings, but is to perform without a vote. Section 2. Annual Review: There will be an annual performance review of the Executive Director, his/her salary, and that of the paid staff. This review will be a function of the President, which may designate a committee to perform this review. Article VIII Meetings The general membership Forum of the Chamber shall be held on the second Tuesday of each month at a location selected by the Board of Directors. Section 1. Annual Meeting: The annual meeting of the corporation shall be held during April of each year. Notice shall be mailed at least ten (10) days prior and shall be held at a time and place as determined by the Board. Section 2. Quorum: At any duly called general meeting of the Chamber, fifty-one (51) percent of all members shall constitute a quorum; at a Board meeting, a majority of directors present shall constitute a quorum; at committee meetings, a majority shall constitute a quorum except when a committee consists of more than nine (9) members. In that case, five (5) shall constitute a quorum. Section 3. Board Meetings: The Board of Directors shall meet once monthly at such time as the Board members designate, unless otherwise specified and proper notice given. Section 4. Additional Meetings: General meetings of the Chamber may be called by the President at any time, or by a majority consensus of the current board of directors, upon petition in writing of any ten (10) members in good standing: a) notice of special meetings shall be mailed to each member at least five (5) days prior to such meetings; b) Board meetings may be called by the President or by the Board of Directors upon written application of three (3) members of the Board. If a board member/s are unwilling to waive notice, then the meeting will be held in three (3) days. Notice (including the purpose of the meeting) shall be given to each director at least one (1) day prior to said meeting. Committee meetings may be called at any time by the President or the committee’s chairman. Article IX Finances Section 1. Funds: All money paid to the Chamber shall be placed in the general operating fund, unless authorizes for a specific fund. Section 2. Disbursements: Upon approval of the budget, the Executive Director shall be authorized to make disbursements on expenses provided for the in the budget without additional approval of the Board of Directors. Section 3. Fiscal Year: The fiscal year of the Chamber shall close on December 31. Section 4. Budget: As soon as possible after the election of the Board and Officers, the Executive Director with the assistance of the executive committee shall propose a budget for the coming year and submit it to the Board for approval prior to the last meeting of that fiscal year. All request for donations or expenditures, not in the budget, must be submitted to and approved by the Board of Directors. Article X Committees Section 1. Appointment and Authority: The President, by and with the approval of the Board of Directors, shall appoint all committees and committee chairs. The President may appoint such ad hoc committees and their chair as deemed necessary to carry out the program of the Chamber. Committee appointments shall be at the will and pleasure of the President and shall serve concurrent with the term of the appointing President. It shall be the function of committees to make investigations, conduct studies, and Hearings, make recommendations to the Board, and to carry on such activities as may be delegated to them by the Board. Section 2. Limitation of Authority: No action by any member, committee, employee, director or officer shall be binding upon, or constitute an expression of, the policy of the Chamber until it shall have been approved or ratified by the Board of Directors. Article XI Indemnification The Chamber shall indemnify every member or officer or former member or officer of the Board of Directors, and the Executive Director of the Chamber against expenses actually and reasonably incurred in connection with the defense of any action, suit or proceeding, civil or criminal, in which such person is a party by reason of being or having been such Board member or officer, except in relation to matters as to which he or she shall be adjudged in such action, suit or proceeding to be liable for negligence or misconduct in the performance of duty to the Chamber. The foregoing right of indemnification shall not be exclusive of other rights to which he or she may be entitled. Article XII Parliamentary Authority The current edition of Roberts Rules of Order shall be the final source of authority in all questions of parliamentary procedures when such rules are not inconsistent with the charter of By-Laws of the Chamber. Article XIII Amendments Section 1. BY the Board of Directors: These By-Laws may be amendedby an affirmativevote of a majority of all the members of the Board of Directors present at any regular or special meeting of the Board after giving not less than ten (10) days written prior notice to the membership stating the time and place of the meeting and the amendment or amendments being proposed. Any action of the Board with respect to the amendment of these By- Laws shall be binding on the total membership until such action is altered, amended, or repealed by the membership as provided in section two (2) hereof. Section 2. By the Membership: These By-Laws, or any action for the Board of Directors relating thereto, may be altered, amended, or repealed at my annual or special meeting of the membership, by a majority of the membership, if ten (10) days written notice of the proposed alteration, amendment, or repeal is contained in the notice of the meeting. Article XIV Dissolution of Yelm Area Chamber of Commerce Section 1. Dissolution. Upon the dissolution of the Yelm Area Chamber of Commerce. Assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code (or corresponding section of any future federal tax code), or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed by the Court of Common Pleas of the county in which the principal office of the Yelm Area Chamber of Commerce is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purposes. How broad-based will the tourism promotion benefit be geographically and economically? We plan to promote the local businesses and locations participating in the event, this should bring people into our community from throughout the state of Washington. The social media campaign we do the day of the event will have attendees friends seeing how amazing the local establishments are in Yelm and entice them to visit in the future. The social media campaign game is a fun way to encourage interaction with the participants we have a special sticker on each badge, they find their sticker match (or buddies) throughout the event, take selfies together, sharing their matching stickers and post on social media. Once they have posted they are entered into a drawing for a special prize at the end. Describe how you will promote Yelm and other attractions in the Yelm area to entice tourists to extend their visit beyond attendance to your special event, festival, or tourism-related facility. The best part of this event is that it requires attendees to visit each bar/restaurant participating in the event to solve the mystery. Each location has clues that are sponsored by local businesses, each clue has a sponsor logo on it. As attendees walk from one location to the next they are able to see what an amazing community Yelm has to offer. All sponsors for this event will have their logo on the back of the event t-shirts that attendees wear throughout the event. We also send out an email to attendees weeks before the event encouraging them to stay at the Prairie Hotel. What tourism outcome should the City expect if your proposal is only partially funded? Please be specific. For example: Which services will not happen? How do you intend to alternatively fund your program? This event if fully funded should bring 200 attendees, plus volunteers to the Yelm area. If we are unable to receive funding we may not be able to sell all the event tickets. We primarily we be advertising on social media, posters and flyers. We will be promoting prizes that can be won at the event on social media if fully funded. Boosted social media posts may not be possible if event is not fully funded. Since we need to order items in advance for this event if not fully funded we may end up with overage of mugs, lanyards, badge holders, cow bells, etc. If funding is not granted we hope word of mouth marketing, social media and in-kind Cinemas ads sell all the tickets to the event. List any other measurements that demonstrate the impact of increased tourism attributable to your special event, festival, or tourismrelated facility. Please include any other thoughts that may encourage the Lodging Tax Advisory Committee/Yelm City Council to use lodging tax funds to support this application. The number one measure that this event increased tourism is the check with the location sponsors for the event and see what their sales were in previous year on this weekend before the event was established. The funds from this event are donated back in the community supporting Dollars for Scholars, local emergencies such as fires (previously supported Graham fire relief), veterans with needs such as home improvements or beds, Cuffs & Trucks Golf Tournament, Together! Thurston County, Yelm Senior Center Dinner & Bingo night, Santa's Castle, JBLM Operation Deploy Your Dress, Santa's Castle, Fischer House, 4 the Love (bags for Turkey Dinners), Lewis McCord Spouses Club, Nineline and various classroom pantries. ЋЉЋЍ /ƌǒĻƭ ε .ƩĻǞƭ .ǒķŭĻƷ Clues & Brews Income ƚƷğƌ Ticket Sales ΫƓƚƷĻ ƚƷŷĻƩ ƷźĭƉĻƷƭ ğƩĻ ğƌǒĻƚƷğƌ źĭƉĻƷ {ğƌĻƭυ ЍЉ͵ЉЉυЏͲЍЉЉ͵ЉЉźƓĭƌǒķĻķ ğƭ ƦğƩƷ ƚŅ /ƌǒĻ ЊЏЉ źĭƉĻƷ {ğƌĻƭ ƚƷğƌʹ$6,400.00 ΫЍЉ Other Sales During Event ğƌǒĻ{ƚƌķƚƷğƌ wğŅŅƌĻ źĭƉĻƷƭυ Ў͵ЉЉυЎЉЉ͵ЉЉ ЊЉЉ /ƚǞ .Ļƌƌƭυ Ў͵ЉЉυЌАЎ͵ЉЉ АЎ IƚƚķźĻƭυ ЌЎ͵ЉЉυЊͲЉЎЉ͵ЉЉhƷŷĻƩ {ğƌĻƭ ƚƷğƌʹ$1,925.00 ЌЉ Sponsorships ğƌǒĻ{ƚƌķƚƷğƌ aǒŭ {ƦƚƓƭƚƩυ ЊͲЎЉЉ͵ЉЉυ ЊͲЎЉЉ͵ЉЉ Њ \[ğƓǤğƩķ {ƦƚƓƭƚƩυ АЎЉ͵ЉЉ υ АЎЉ͵ЉЉ Њ /ƌǒĻ {ƦƚƓƭƚƩυ ЌЉЉ͵ЉЉ υ ЍͲБЉЉ͵ЉЉ ЊЏ \[ƚĭğƷźƚƓ {ƦƚƓƭƚƩυ ЋЎЉ͵ЉЉ υ ЋͲЉЉЉ͵ЉЉ Б {ƦƚƓƭƚƩ ƚƷğƌʹ$9,050.00 Lodging Tax ğƌǒĻƚƷğƌ /źƷǤ ƚŅ —Ļƌƒυ ЎͲЉЉЉ͵ЉЉυЎͲЉЉЉ͵ЉЉ Њ \[ƚķŭźƓŭ ğǣ ƚƷğƌʹ$5,000.00 Total Clues & Brews Income$20,450.00 Clues & Brews Expenses ƚƷğƌ Advertising Social Media υЎЉЉ͵ЉЉ Flyers/Posters υЊЉЉ͵ЉЉ Retractable Banner υЋЋЉ͵ЉЉ Sponsor & Event Banners υЌЍЉ͵ЉЉ Cinema Ad źƓ ƉźƓķ Billboard Ad υЊͲЊЉЉ͵ЉЉ Event T-shirts υЋͲЋЉЉ͵ЉЉ Event Hoodies υЎЉЉ͵ЉЉ Cow Bells υ ЌЌЎ͵ЉЉ Mugs υ ЊͲЍЎЉ͵ЉЉ Lanyards υ ЋБЋ͵ЎЉ Stickers (Matching Game)υ ЊЎЉ͵ЉЉ Plastic Badge Sleeves υ БЉ͵ЉЉ Folded Business Cards υ ЊЎЉ͵ЉЉ Raffle Prizes to Promote on Facebook υ ЌЉЉ͵ЉЉ Credit Card Processing Fees υ ЌЉЉ͵ЉЉ 9ǣƦĻƓƭĻƭ ƚƷğƌʹ$8,007.50 Total Clues & Brews Expense$8,007.50 Final Clues & Brews Net Income$12,442.50 BYLAWS OF ACU FOUNDATION (A Washington nonprofit corporation) ARTICLE 1 CORPORATE ORGANIZATION 1.1 Organization. The Corporation shall not have members. The Corporation shall be managed by its Board of Directors. ARTICLE 2 PURPOSE & MISSION STATEMENT The Corporation is organized for the purpose and mission of providing educational and military and community support services and activities related to improving the life of its members and Washington citizens pursuant to RCW 31.12.402(20). We are committed to serving our members and communities with respect, dignity, fairness, equality, and compassion. The complete mission statement is available in materials distributed by Corporation. ARTICLE 3 BOARD OF DIRECTORS 3.1 Number. The business and affairs of the Corporation shall be managed by a Board of not less than two (2) and no more than seven (7) Directors. The initial Directors shall be Amber Young and Phil Prothero. 3.2 Composition. The Directors shall be composed of individuals who serve as officers, directors, staff or volunteers o Credit Union as selected by the initial Board of Directors or subsequently as the Board of the Corporation shall appoint from time to time. 3.3 Term of Office of Directors. Directors shall be elected to serve for a term of one year and until their successor in office is duly appointed by the Board of Directors. 3.4 Election of Directors. The Directors shall be elected at the annual meeting of the Directors. 3.5 Removal of Directors. Directors may be removed from office, with cause, only by a seventy-five percent (75%) majority vote of the Directors or by order of a court having jurisdiction of such matters. 3.6 Vacancies on the Board of Directors. Any vacancy on the Board of their term of office shall be filled by a vote of a seventy-five percent (75%) majority vote of the remaining Directors at any regular meetings, or at a special meeting called for such purpose. We are committed to recruiting Directors in a fair and equitable manner to ensure inclusive and diverse governance. 3.7 Resignation of Directors. Any Director may resign from office with or without cause, by delivering a written statement of resignation to the Secretary. The resignation Page 1 BYLAWS OF ACU FOUNDATION shall take effect immediately upon its receipt by the Secretary unless a later effective time or date for the resignation is specified in the notice of resignation. 3.8 Place of Meeting. Meetings of the Board of Directors may be held at a place within Washington or elsewhere as shall be designated by the Chairman or as may be designated in the notice calling the meeting. 3.9 Regular Meetings. Regular meetings of the Board of Directors shall be held quarterly at such place, date, and hour as shall be designated by the Chairman. At the annual meeting the Board of Directors shall elect officers. Additional regular meetings may be set by resolution adopted by the Directors. 3.10 Special Meetings. Special meetings of the Board of Directors may be called by the Chairman or a majority of the Directors in office. 3.11 Notice of Meetings of Board of Directors. Notice of a special meeting of the Board of Directors shall be given to each Director on five days notice. 3.12 Waiver of Notice. Any meeting of the Board of Directors may be deemed to have been validly and legally called if all of the Directors entitled to vote on the day of the meeting sign a written waiver of notice either before or after the meeting. Attendance of a Director at any meeting shall constitute a waiver of notice of that meeting, and no written waiver need be obtained from the Director except when the Director attends the meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. All waivers, consents, or approvals shall be filed with the corporate records. 3.13 Actions of the Board. Actions taken by the Board at any Regular or Special Meeting shall be approved by a majority of the Board voting on such action item. 3.14 Actions by Unanimous Written Consent. Any action required or permitted at any meeting of the Directors may be taken without a meeting, without prior notice, or without a vote if all of the Directors entitled to vote consent in writing. The written consents shall be filed with the minutes of the proceedings and shall have the same effect as a vote for all purposes. 3.15 Quorum. Unless otherwise provided in the Articles of Incorporation or in a bylaw adopted by the Directors, the presence of a majority of the Directors in office shall be necessary to constitute a quorum for the transaction of business, and the acts of a majority of the Directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors. If less than a quorum is present, the majority of those present may adjourn the meeting from time to time and place to place and shall cause notice of each adjourned meeting to be given to all absent Directors. 3.16 Electronic Access. A member of the Board or of a committee designated by the Board may participate in a meeting by the means of conference telephone or similar other electronic communication equipment that permits persons to participate in the meeting from remote locations. In addition, the Board may communicate and take actions, deemed to be in writing, through electronic mail. 3.17 Compensation. No Director shall be entitled to any compensation for their services as a Director. The foregoing shall not prevent the Board of Directors from Page 2 BYLAWS OF ACU FOUNDATION providing reasonable compensation to a Director for services that are beyond the scope of their duties as a Director or from reimbursing any Directors for expenses actually and necessarily incurred in the performance of his or her duties as a Director or from entering into a contract, directly or indirectly, with a Director for the providing of goods or services to the Corporation if such contract is consistent with Article 7 of these Bylaws and with the terms of any policy relating to conflicts of interest and transactions with Directors that may be approved from time to time by the Board of Directors. 3.18 Powers. A. General Powers. The Board of Directors shall have all the power and authority granted by Washington law to the Board, including all powers necessary or appropriate to the management of the business and affairs of the Corporation. B. Specific Powers. Without limiting the general powers referred to above, and the powers conferred by the Articles and Bylaws, it is hereby expressly declared that the Board of Directors shall have the following powers: (1) To confer upon any officer or officers the power to choose, remove, or suspend assistant officers, agents, or servants. (2) To appoint any person, firm, or corporation to accept and hold in trust for the Corporation any property belonging to the Corporation or in which it is interested, and to authorize any such person, firm, or corporation to execute any documents and perform any duties that may be requisite in relation to any such trust. (3) To approve and authorize the borrowing of money and the granting of security interests in the personal property and mortgages on the real estate of the Corporation as security for the repayment of loans and interest thereon. (4) To purchase, sell, lease, mortgage, pledge, transfer in trust, and otherwise deal with real and personal property of the Corporation. (5) To appoint a person or persons to vote shares of another corporation held and owned by the Corporation. (6) To seek grants from governmental, charitable, or educational organizations, or from the public sector. (7) To approve fundraising programs. ARTICLE 4 OFFICERS 4.1 Offices and Election. The Corporation shall have a Chairman, a President, a Secretary-Treasurer who shall be elected by the Board of Directors. The Board of Directors may elect as additional officers one or more vice-Presidents and one or more assistant officers. Any two or more offices may be held by the same person. The other officers and assistant officers need not be Directors of the Corporation. Page 3 BYLAWS OF ACU FOUNDATION 4.2 Term. The Chairman, President, Secretary-Treasurer shall each serve for a term of one year and until their respective successors are duly elected and qualified, unless removed from office by the Board of Directors during their respective tenures. The term of office of any other officer shall be as specified by the Board of Directors. 4.3 Powers and Duties of the Chairman. The Chairman shall preside at all meetings of the Board of Directors. The Chairman shall have and exercise all powers usually incident to the office of the Chairman of a non-profit, tax-exempt corporation and shall perform such other duties as may be delegated by the Board of Directors. 4.4 Powers and Duties of the President. Unless otherwise determined by the Board of Directors, the President shall have the usual duties of an executive officer with general supervision over and direction of the affairs of the Corporation. In the exercise of these duties and subject to the limitations of the laws of the state of Washington, these Bylaws, and the actions of the Board of Directors, the President may appoint, suspend, and discharge employees and agents. The President shall also do and perform such other duties as from time to time may be assigned to the President by the Board of Directors. The President shall sign and execute on behalf of the Corporation all corporate records, documents, and instruments, unless such power has been delegated to another officer. Unless otherwise determined by the Board of Directors, the President shall have full power and authority on behalf of the Corporation to attend and to act and to vote at any meeting of the shareholders of any corporation in which the Corporation may hold stock, and, at any such meeting, shall possess and may exercise any and all the rights and powers incident to the ownership of such stock and which, as the owner, the Corporation might have possessed and exercised. 4.5 Powers and Duties of the Secretary. Unless otherwise determined by the Board of Directors, the Secretary shall keep the minutes of all meetings of the Board of Directors and all committees, in books provided for that purpose, and shall attend to the giving and serving of all notices for the Corporation. The Secretary shall have charge of the corporate seal, corporate record books, and other such books and papers as the Board of Directors may direct. The Secretary shall perform all other duties ordinarily incident to the office of Secretary and shall have such other powers and perform such other duties as may be assigned to the Secretary by the Board of Directors. 4.6 Powers and Duties of the Treasurer. Unless otherwise determined by the Board of Directors, the Treasurer shall have charge of all the funds and securities of the otherwise ordered by the Board of Directors, the Treasurer shall endorse for collection on behalf of the Corporation checks, notes, and other obligations, and shall deposit the same to the credit of the Corporation in such books or depositories as the Board of Directors may designate and shall sign all receipts and vouchers for payments made to the Corporation. The Treasurer shall sign all checks made by the Corporation, except when the Board of Directors shall otherwise direct. The Treasurer shall enter regularly, in books of the Corporation to be kept by the Treasurer for the purpose, full and accurate account of all moneys received and paid by the Treasurer on account of the Corporation. Not less frequently than annually, and at such additional times as may be required by the Board of Directors, the Treasurer shall render a statement of the financial condition of the Corporation. The Treasurer shall at all reasonable application at the office of the Corporation during business hours. The Treasurer shall have such other powers and shall perform such other duties as may be assigned to the Treasurer from time to time by the Board of Directors. Page 4 BYLAWS OF ACU FOUNDATION 4.7 Powers and Duties of Vice-Presidents and Assistant Officers. Unless otherwise determined by the Board of Directors, each vice-President and each assistant officer shall have the powers and perform the duties of the respective superior officers. Vice- Presidents and assistant officers shall have such rank as shall be designated by the Board of Directors and each, in the order of rank, shall act for such superior officers in the absence or upon the disability of the superior officer or when so directed by the superior officer or by the Board of Directors. The President shall be the superior officer of the vice-Presidents. The Treasurer and the Secretary shall be the superior officers of the assistant Treasurers and assistant secretaries, respectively. 4.8 Delegation of Office. The Board of Directors may delegate the powers or duties of any officer of the Corporation or to any other officer or to any Director from time to time. 4.9 Removal. Any officer may be removed, either with or without cause, by the affirmative vote of a majority of the Directors at any annual, regular, or special meeting of the Board of Directors. 4.10 Vacancies. In the event of a death, resignation, removal, or other inability to serve of any officer, the Board of Directors of the Corporation shall elect a successor who shall serve until the expiration of the normal term of such officer or until his or her successor shall be elected. ARTICLE 5 COMMITTEES OF THE BOARD OF DIRECTORS 5.1 Committees. The Board of Directors may establish such standing committees and such special committees from time to time as it shall deem appropriate to conduct the activities of the Corporation and to advise the Board and shall define the powers and responsibilities of such committees. The members and Chairman of all standing committees shall be appointed by the Board, for a one-year term and until their successors are duly elected but shall be subject to removal at any time by action of the Board. Members of special committees shall serve for the life of the committee, or for a term specified by the Board, but shall be subject to removal at any time by action of the Board. No committee appointed by the Board shall consist of fewer than two Directors. Persons other than Directors may be appointed as committee members by the Board of Directors, provided that the chairmen of all committees shall be Directors. The voting rights of committee members other than Directors shall be specified by the Board of Directors in its action designating such persons as committee members. A committee may have such specific powers and responsibilities as may be determined by the Board of Directors, except that it shall not have the power: A. To amend these Bylaws or the Articles of Incorporation. B. To fill vacancies in the Board of Directors. C. To amend or repeal any resolution of the Board of Directors. D. To take any action for which final authority is reserved to the Directors of this Corporation. Page 5 BYLAWS OF ACU FOUNDATION E. To approve any action or exercise any authority requiring the approval of more than a majority of a quorum of the Board of Directors under the laws of the state of Washington, the Articles of Incorporation, or these Bylaws. F. To take any other action that may not be delegated to it under the laws of the state of Washington or under the provisions of Articles of Incorporation or these Bylaws. 5.2 Executive Committee. The Board of Directors may establish an executive committee that shall have and may exercise all of the power and authority of the Board of Directors, subject to the limitations provided in Section 4.1, in the interim between meetings of the Board of Directors. 5.3 Meetings of Committees. Each committee shall meet not less than once each year, and more frequently as may be determined by the committee or the Chairman, or as may be required by these Bylaws. The Board of Directors may waive requirements for not less than one meeting a year upon request of the Chairman of any committee. ARTICLE 6 ADVISORY BOARD The Board of Directors may establish an Advisory Board that shall meet from time to time as the Board determines. The Advisory Board shall have no authority to act by, for, or on behalf of the Corporation and shall not constitute a committee of the Board of Directors, but rather shall act solely in an advisory capacity to the Board of Directors on such matters as shall be referred to the Advisory Board from time to time by the Board of Directors. The Advisory Board shall be comprised of individuals appointed by the Board of Directors, upon recommendation of the Chairman or the President who have demonstrated their interest in the purpose of the Corporation and its work, or whose talents and experience would be helpful to the Board of Directors. The Board of Directors, upon recommendation of the Chairman or the President, shall have the authority at any time to remove any person from the Advisory Board for any reason. ARTICLE 7 AND INDEMNIFICATION OF DIRECTORS, OFFICERS, AND OTHER PERSONS 7.1 . No Director of the Corporation shall be personally liable for monetary damages as such for any action taken or any failure to take any action to the fullest extent permitted under Washington law, including the limitation on liability of RCW 24.03. 7.2 Indemnification and Insurance. A. Indemnification of Directors and Officers. (1) Each indemnitee (as defined below) shall be indemnified and held harmless by the Corporation for all actions taken by him or her and for all failures to take action (regardless of the date of any such action or failure to take action) to the fullest extent permitted by Washington law against all expense, liability, and loss (including without limitation attorney fees, judgments, fines, taxes, penalties, and amounts paid or to be paid in Page 6 BYLAWS OF ACU FOUNDATION settlement) reasonably incurred or suffered by the indemnitee in connection with any proceeding (as defined below). No indemnification pursuant to this section shall be made, however, in any case where indemnification is not permitted pursuant to RCW 24.03. (2) The right to indemnification provided in this section shall include the right to have the expenses incurred by the indemnitee in defending any proceeding paid by the Corporation in advance of the final disposition of the proceeding to the fullest extent permitted by Washington law. (3) Indemnification pursuant to this section shall continue as to an indemnitee who has ceased to be a Director or officer and shall inure to the benefit of their heirs, executors, and administrators. (4) each Director or officer of the Corporation who was or is a party to, or is threatened to be made a party to, or is otherwise involved in, any proceeding, by reason of the fact that he or she is or was a Director or officer of the Corporation or is or was serving in any capacity at the request or for the benefit of the Corporation as a Director, officer, employee, agent, partner, or fiduciary of, or in any other capacity for, another corporation or any partnership, joint venture, trust, reatened, pending or completed action, suit, or proceeding (including without limitation an action, suit, or proceeding by or in the right of the Corporation), whether civil, criminal, administrative, or investigative. B. Indemnification of Employees and Other Persons. The Corporation may, by action of its Board of Directors and to the extent provided in such action, indemnify employees and other persons as though they were indemnitees. To the extent that an employee or agent of the Corporation has been successful on the merits or otherwise in defense of any Proceeding or in defense of any claim, issue, or matter therein, the Corporation shall indemnify such person against expenses (including attorney fees) actually and reasonably incurred by such person in connection therewith. C. Non-Exclusivity of Rights. The rights to indemnification and to the advancement of expenses provided in this article shall not be exclusive of any other rights that any person may have or hereafter acquire under any statute, provision of Articles of Incorporation or Bylaws, agreement, vote of Directors, or otherwise. D. Insurance. The Corporation may purchase and maintain insurance, at its expense, for the benefit of any person on behalf of whom insurance is permitted to be purchased by Washington law against any expense, liability, or loss, whether or not the Corporation would have the power to indemnify such person under Washington or other law. The Corporation may also purchase and maintain insurance to insure its indemnification obligations whether arising hereunder or otherwise. 7.3 Amendment. The provisions of this Article relating to the limitation of contract between the Corporation and each of its Directors and officers that may be modified as section. Notwithstanding any other provision of these Bylaws relating to their amendment generally, any repeal, or amendment of this article that is adverse to any Director or officer shall apply to such Director or officer only on a prospective basis, and shall not reduce any limitation Page 7 BYLAWS OF ACU FOUNDATION on the personal liability of a Director of the Corporation, or limit the rights of an Indemnitee to indemnification or to the advancement of expenses with respect to any action or failure to act occurring prior to the time of such repeal or amendment. Notwithstanding any other provision of these Bylaws, no repeal or amendment of these Bylaws shall affect any or all of this article so of expenses in any manner unless adopted by majority vote of the Directors of the Corporation then serving, provided that no such amendment shall have retroactive effect inconsistent with the preceding sentence. 7.4 Changes in Washington Law. References in this article to Washington law or to any provision thereof shall be to such law as it existed on the date this article was adopted or as such law thereafter may be changed; provided that (a) in the case of any change that expands the liability of Directors or limits the indemnification rights or the rights to advancement of expenses that the Corporation may provide, the rights to limited liability, to indemnification and to the advancement of expenses provided in this article shall continue as theretofore to the extent permitted by law; and (b) if such change permits the Corporation without the requirement of any further action by Directors to limit further the liability of Directors (or limit the liability of officers) or to provide broader indemnification rights or rights to the advancement of expenses than the Corporation was permitted to provide prior to such change, then liability thereupon shall be so limited and the rights to indemnification and the advancement of expense shall be so broadened to the extent permitted by law. ARTICLE 8 CONFLICTS OF INTEREST 8.1 Conflicts of Interest Policy. The Corporation recognizes that the skills, talents, and relationships of its officers and Directors are among its richest assets. The Corporation is also aware that acquiring goods or services from, or engaging in transaction with, its officers, Directors, and members of their families or entities in which they have a financial interest or in which they are affiliate may create an appearance of impropriety. In order to protect the Corporation against any improper appearance, the Corporation adopts a conflicts of interest policy as set forth in this article. The purpose of the conflicts of interest policy is to protect the interests of the Corporation when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or Director of the Corporation. This policy is intended to supplement but not replace any applicable state laws governing conflicts of interest applicable to nonprofit and charitable corporations. 8.2 Definitions. For purposes of this article, the following terms shall have the meanings set forth below. A. member of a committee with Board delegated powers that have a direct or indirect financial interest, as defined below. B. l In investment, or family: (1) An ownership or investment interest in any entity with which the Corporation has a transaction or arrangement, or Page 8 BYLAWS OF ACU FOUNDATION (2) A compensation arrangement with the Corporation or with any entity or individual with which the Corporation has a transaction or arrangement; or (3) A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the Corporation is negotiating a transaction or arrangement. A financial interest is not necessarily a conflict of interest. Under Section 7.3, a person who has a financial interest may have a conflict of interest only if the Board or the applicable committee decides that a conflict of interest exists. C. as gifts or favors that are substantial in nature. 8.3 Procedures. A. Duty to Disclose. In connection with any actual or possible conflicts of interest, an interested person must disclose the existence and nature of their financial interest to the Directors and members of committees with Board delegated powers considering the proposed transactions or arrangement. B. Determining Whether a Conflict of Interest Exists. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the interested person shall leave the Board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining Board or committee members shall decide if a conflict of interest exists. C. Procedures for Addressing the Conflict of Interest. (1) The Chairman of the Board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. (2) After exercising due diligence, the Board or committee shall determine whether the Corporation can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. (3) If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the Board or committee shall determine by a majority vote of the disinterested Directors whether whether the transaction is fair and reasonable to the corporation and shall make its decision as to whether to enterer into the transaction or arrangement in conformity with such determination. (4) An interested person may make a presentation at the Board or committee meetings, but after such a presentation, they shall leave the meeting during the discussion of and vote on the transaction or arrangement that results in the conflict of interest. D. Violations of the Conflicts of Interest Policy. Page 9 BYLAWS OF ACU FOUNDATION (1) If the Board or committee has reasonable cause to believe that a person has failed to disclose actual or possible conflicts of interest, it shall inform the person of the basis for such belief and afford the person an opportunity to explain the alleged failure to disclose. (2) If, after hearing the response of the person and making further investigation as may be warranted in the circumstances, the Board or committee determines that the person has in fact failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. 8.4 Records of Proceedings. The minutes of the Board and all committees with Board-delegated powers shall contain: A. The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, B. The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection therewith. 8.5 Periodic Reviews. Periodic reviews shall be conducted to ensure that the Corporation operates in a manner consistent with its charitable purposes and that it does not engage in activities that could jeopardize its status as an organization exempt from federal income tax. The periodic review shall, at a minimum, include the following subjects: A. Whether compensation arrangements and benefits are reasonable B. Whether provider services result in inurement or impermissible private benefit. C. Whether partnership and joint venture arrangements conform to written policies, are properly recorded, reflect reasonable payments for goods and services, private benefit. D. Whether the conflicts of interest policy is disseminated and in compliance. 8.6 Use of Outside Experts. In conducting the periodic reviews provided for in Section 8.5, the Corporation may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the Board of its responsibility for ensuring that periodic reviews are conducted. ARTICLE 9 MISCELLANEOUS Page 10 BYLAWS OF ACU FOUNDATION 9.1 Fiscal Year. The fiscal year of the Corporation shall begin on January 1 of each calendar year and end on December 31 of such calendar year. 9.2 Examination of Books. The Board of Directors shall have the power to determine from time to time by whom and to what extent and under what conditions and limitations the accounts, records, and books of the Corporation or any of them shall be open to inspection. The minute book of the Corporation and all audited financial statements shall at all times during business hours be open to inspection by duly authorized representatives of the Directors of the Corporation. 9.3 Notice. Any notice required to be provided herein may be made either personally or by mail, wire, facsimile, or e-mail. ARTICLE 10 AMENDMENTS The Directors of the Corporation shall have the power to alter, amend, or repeal these Bylaws as provided by law, at any regular or special meeting duly convened after notice to the Directors of such purposes. Dated: Secretary Page 11 BYLAWS OF ACU FOUNDATION Meeting Date: April 9, 2024 CITY COUNCIL AGENDA ITEM SUMMARY City of Yelm, Washington AGENDA ITEM: APPROVAL OF THE 2024YELM BEATUIFICATION GRANT COMMITTEE AWARD RECOMMENDATIONS PROPOSED MOTION: Motion to approve the 2024Yelm Beautification Grant Committee award recommendations in the not to exceed amount of $22,336 KEY FACTS AND INFORMATION SUMMARY: The 2024 Yelm Beautification Grant application process opened the first week of February and applications were accepted through March 1, 2024 at 5:00 PM. The applications process was advertised on the City of Yelm website and City of Yelm social media page. The Yelm Community Grant committee consisting of the Mayor, City Clerk, Building Official, Finance Director and a Councilmember met on March 7, 2024to review applications. Yelm City Council approved $25,000 as part of the 2024 Budget to be awarded for Beautification Grants. After careful review and consideration of all applications the committee is making the following funding recommendations to be awarded from the 2024 City of Yelm Budget. Yelm Lions Club–Landscaping, $4,000 Yelm Boys & Girls Club – Fencing and Grass Planting, $5,000 Bills Towing & Recovery – Sign Upgrades $4,836 Bobs Bar & Grill–Mural,$3,500 Premier Collision CARSTAR Yelm –Windows and Doors, $5,000 ATTACHMENTS: Yelm Lions Club Complete Funding Application Package Yelm Boys & Girls ClubComplete Funding Application Package Bills Towing & Recovery Complete Funding Application Package Bobs Bar & Grill Complete Funding Application Package Premier Collision CARSTAR Yelm Funding Application Package Respectfully Submitted: Kathy Linnemeyer, City Clerk 1 | Page ĭƩźƷĻƩźğ Ʒŷźƭ ƒĻĻƷ ĭğƓ /ƌǒĬ ƩĻƨǒźƩĻķ͵ acade of the building or DźƩƌ͸ƭ ƦĻƩƒźƷ ğƓķ ƭźŭƓ .ƚǤ͸ƭ bƚ —Ļƌƒ ƷŷĻ ğƦƦƩƚǝĻķ͵LŅ ĬĻ ƌźƓƉ͵ ĭğƓ ĭŷğźƓ ƦƩƚƦƚƭğƌ ƦğźƓƷĻķ erection when cut into the surface or the f ŷźƭ ğƓķ ĬƌğĭƉ 1 ƭźƒƦƌǤ ĭƩźƷĻƩźğ ƓƚƷ ğĬƚǝĻ ƷŷĻ ĭƚğƷĻķ ǝźƓǤƌ ƒĻĻƷƭ ĬƌğĭƉ ĬĻ ƦƩƚƦƚƭźƓŭ źƭ ƒǒƭƷ ƨǒĻƭƷźƚƓƭ͵ building, stained glass windows and dates of ŅƚƌƌƚǞźƓŭʹ ƚǞźƓŭ ŅĻƓĭźƓŭ ƷŷĻ ŅǒƩƷŷĻƩ Chris VaccaroThursday, March 7, 2024 4:19 PMKathy Linnemeyer; Joshua Crossman; Joe DePinto; Stephanie NanavichBills Towing and Boys & Girls Club ƷŷĻ .źƌƌ͸ƭ ğƓǤ ǞŷğƷ ĻǣĻƒƦƷƭ ŷğǝĻ ŅĻƓĭźƓŭͲ hŅŅźĭźğƌ ƦƩƚƦƚƭğƌ͵Ǥƚǒ ĭƚķĻ ƌźƓƉ źŅ ĭƚƓƭźķĻƩ ƭźŭƓ ĻǝĻƩǤƚƓĻͲ ƷŷĻźƩ .ǒźƌķźƓŭ ĭŷğźƓ ƚŅŅźĭĻĭĻƌƌ ƉƓƚǞ —Ļƌƒ ƷŷĻ ƒĻ ƚŅ ķĻŅźƓźƷĻƌǤ ğƦƦƩƚǝĻ ƌĻƷ ğŅƷĻƩƓƚƚƓ ğĭĭğƩƚͲ /źƷǤ ĭğƓ ĭğƓ Kathy Linnemeyer From:Sent:To:Subject:DƚƚķŷĻ 8.62.020 Exemptions. B. Memorial signs or tablets, names of when projecting not more than two inches. ‘ĻwĻŭğƩķźƓŭǞĻtƌĻğƭĻ/ŷƩźƭ ЌЏЉ͵ЍЎБ͵БЍЉАЌЏЉ͵ЌЌВ͵ЋЉВЎĭŷ ƩźƭǝθǤĻƌƒǞğ͵ŭƚǝ Dreamtime Visual Communications, Inc. 801 West Yelm Ave Yelm, WA 98597 US (360) 458-7183 adminy@studio703west.com BILL TO INVOICE 2851 Bill's Towing Bill Trull DATE 03/01/2024 TERMS Prepaid 801 Yelm Ave W Yelm, WA 98597 DUE DATE 03/01/2024 P.O. NUMBERCONTACT NUMBERJOB NUMBER N/A360-458-59632372 DATEDESCRIPTIONQTYRATEAMOUNT 03/01/2024Firefighters and Military Mural: Digitally printed premium wrap with Matte overlaminate mount on aluminum composite sheets 03/01/2024 Retail 11,024.001,024.00T Firefighters and Military Mural: Digitally printed 3M premium wrap with Matte overlaminate applied to 2 sides mounted on aluminum composite sheets mural depicting Firefighter and Military silhouettes 03/01/2024 Retail 1700.12700.12T Sign Post Flag Mural: Digitally printed 3m premium wrap with Matte overlaminate old glory flag applied to 4 sides mounted on aluminum composite sheets 03/01/2024 Retail 1850.00850.00T Labor: Firefighters and Military Mural: Support mounting steel frame fabrication & painting & onsite installation 03/01/2024 Retail 6125.00750.00T Labor: Cut & Install vinyl graphics onto aluminum sheets for post flag mural and firefighters\\ military mural. 03/01/2024 Retail 11,100.001,100.00T Landscaping mural perimeter Thank you for your business - we look forward to working SUBTOTAL4,424.12 with you in the future! TAX (9.3%)411.45 TOTAL4,835.57 TOTAL DUE $4,835.57 ĭƩźƷĻƩźğ Ʒŷźƭ ƒĻĻƷ ĭğƓ /ƌǒĬ ƩĻƨǒźƩĻķ͵ acade of the building or DźƩƌ͸ƭ ƦĻƩƒźƷ ğƓķ ƭźŭƓ .ƚǤ͸ƭ bƚ —Ļƌƒ ƷŷĻ ğƦƦƩƚǝĻķ͵LŅ ĬĻ ƌźƓƉ͵ ĭğƓ ĭŷğźƓ ƦƩƚƦƚƭğƌ ƦğźƓƷĻķ erection when cut into the surface or the f ŷźƭ ğƓķ ĬƌğĭƉ 1 ƭźƒƦƌǤ ĭƩźƷĻƩźğ ƓƚƷ ğĬƚǝĻ ƷŷĻ ĭƚğƷĻķ ǝźƓǤƌ ƒĻĻƷƭ ĬƌğĭƉ ĬĻ ƦƩƚƦƚƭźƓŭ źƭ ƒǒƭƷ ƨǒĻƭƷźƚƓƭ͵ building, stained glass windows and dates of ŅƚƌƌƚǞźƓŭʹ ƚǞźƓŭ ŅĻƓĭźƓŭ ƷŷĻ ŅǒƩƷŷĻƩ Chris VaccaroThursday, March 7, 2024 4:19 PMKathy Linnemeyer; Joshua Crossman; Joe DePinto; Stephanie NanavichBills Towing and Boys & Girls Club ƷŷĻ .źƌƌ͸ƭ ğƓǤ ǞŷğƷ ĻǣĻƒƦƷƭ ŷğǝĻ ŅĻƓĭźƓŭͲ hŅŅźĭźğƌ ƦƩƚƦƚƭğƌ͵Ǥƚǒ ĭƚķĻ ƌźƓƉ źŅ ĭƚƓƭźķĻƩ ƭźŭƓ ĻǝĻƩǤƚƓĻͲ ƷŷĻźƩ .ǒźƌķźƓŭ ĭŷğźƓ ƚŅŅźĭĻĭĻƌƌ ƉƓƚǞ —Ļƌƒ ƷŷĻ ƒĻ ƚŅ ķĻŅźƓźƷĻƌǤ ğƦƦƩƚǝĻ ƌĻƷ ğŅƷĻƩƓƚƚƓ ğĭĭğƩƚͲ /źƷǤ ĭğƓ ĭğƓ Kathy Linnemeyer From:Sent:To:Subject:DƚƚķŷĻ 8.62.020 Exemptions. B. Memorial signs or tablets, names of when projecting not more than two inches. ‘ĻwĻŭğƩķźƓŭǞĻtƌĻğƭĻ/ŷƩźƭ ЌЏЉ͵ЍЎБ͵БЍЉАЌЏЉ͵ЌЌВ͵ЋЉВЎĭŷ ƩźƭǝθǤĻƌƒǞğ͵ŭƚǝ