E. Tourist Development Council
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: MARCH 21, 2007
Division:
TDC
Bulk Item: Yes ---K- No
Department:
Staff Contact PersonlPhone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of an Amendment to Agreement with the Key West Council on the Arts, Inc. to revise
Exhibit A.
ITEM BACKGROUND:
PREVIOUS RELEVANT BOCC ACTION:
BOCC approved original Agreement at their meeting of October 18, 2006.
CONTRACT/AGREEMENT CHANGES:
Amendment to revise Exhibit A - dates of concert
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $13.500
BUDGETED: Yes ~ No
COST TO COUNTY: $13.500
SOURCE OF FUNDS:
TDC
REVENUE PRODUCING: Yes X No
jOUNTPERMONTH_ Year
OMB/Purchasing ~ Risk Management X
APPROVED BY: County Atty-2L
DOCUMENTATION:
Included X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 1 1106
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Key West Council on the Arts, Contract #
-
Inc. Effective Date: 10/1/06
Expiration Date: 10/31/07
Contract Purpose/Description:
Approval of an Amendment to Agreement with the Key West Council on the Arts, Inc.
to revise Exhibit A.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext. ) (Department/Stop #)
for BOCC meeting on 3/21/07 Agenda Deadline 3/6/07
CONTRACT COSTS
Total Dollar Value of Contract: $ 13,500
Budgeted? Yes~ No D Account Codes:
Grant: $
County Match: $
Current Year Portion: $
115-75011-530340-T75C-041-X-530410
115-75011-530340- T75C-041-X-530480
ADDITIONAL COSTS
Estimated Ongoing Costs: $_/yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Date Out
County Attorney zJ$
Comments:
S.Grimsley
-z."
OMB Form Revised 2/27/01 Mep #2
AMENDMENT (1st AMENDMENT) TO AGREEMENT
THIS AMENDMENT to agreement dated the_day of 2007, is entered into by and between
the Board of County Commissioners for Monroe County, on behalf of the Tourist Development Council, and
Key West Council on the Arts, Inc.
WHEREAS, there was a contract entered into on October 18, 2006 between the parties, awarding
$13,500 for the production of Impromptu Concerts between November 2006 and July 2007; and
WHEREAS, it has become necessary to revise the schedule for the concerts; and
WHEREAS, Exhibit A needs to be revised to reflect the change in concert dates;
NOW, THEREFORE, in consideration of the mutual covenants contained herein the parties agree to
the amended agreement as follows:
1. Exhibit A of the Agreement dated October 18, 2006 shall be revised, and attached hereto.
2. The remaining provisions of the contract dated October 18, 2006 remain in full force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day and year first above
written.
(SEAL)
Attest: Danny L. Kolhage. Clerk
Board of County Commissioners
of Monroe County
Deputy Clerk
Mayor/Chairman
(CORPORATE SEAL)
Attest:
Key West Council on the Arts, Inc.
By.
Secretary
By
President
Print Name
Print Name
OR TWO WITNESSES
(1)
(1 )
Print Name
(2)
(2)
Print Name
MONROE COUNTY ATTORNEY
APPROV AS T ORM:
Amendment # 1
Impromptu eoncerts
AMENDMENT (1st AMENDMENT) TO AGREEMENT
THIS AMENDMENT to agreement dated the_day of 2007, is entered into by and between
the Board of County Commissioners for Monroe County, on behalf of the Tourist Development Council, and
Key West Council on the Arts, Inc.
WHEREAS, there was a contract entered into on October 18, 2006 between the parties, awarding
$13,500 for the production of Impromptu Concerts between November 2006 and July 2007; and
WHEREAS, it has become necessary to revise the schedule for the concerts; and
WHEREAS, Exhibit A needs to be revised to reflect the change in concert dates;
NOW, THEREFORE, in consideration of the mutual covenants contained herein the parties agree to
the amended agreement as follows:
1. Exhibit A of the Agreement dated October 18, 2006 shall be revised, and attached hereto.
2. The remaining provisions of the contract dated October 18, 2006 remain in full force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day and year first above
written.
(SEAL)
Attest: Danny L. Kolhage, Clerk
Board of County Commissioners
of Monroe County
Deputy Clerk
Mayor/Chairman
(CORPORATE SEAL)
Attest:
Key West Council on the Arts, Inc.
By.
Secretary
By,./
Print Name
/12 11 t4 /t/ A
OR TWO WITNESSES
(1 )
(1 )
Print Name
(2)
(2)
Print Name
MONROE COUNTY ATTORNEY
. /PPROV~AS ~ORM:
\. ./' -< A J. 6' - d. / ).rj,( - .-' -' /"L~/l",'l -r;:-<-
ASS~~~~ Cr;U~~Y A~~;~NEY 7
Date cv - Y -() j
Amendment # I
Impromptu Concerts
REVISED
EXHIBIT A
D.
MONROE COUNTY TOURIST DEVELOPMENT COUNCil
CULTURAL UMBRELLA
SCHEDULE OF EVENTS
FISCAL YEAR 2007
EVENT NAME: Key West Council on the Arts IMPROMPTU CONCERTS
List scheduled event activities in date order. If pre-promotion is included, indicate the event dates
of the next season. If funded, funds will be reimbursed only for the promotion of event activities
listed here.
November 12, 2006
Amemet String Quartet
violins, viola, cello,
January 7, 2007
Poulenc Trio
oboe, piano, bassoon
February 11
Frederick Moyer*
piano
February 18
Brazilian Guitar Quartet
guitars
March 11
Miami String Quartet / piano
violins, viola, cello, piano
March 18, 2007
Moscow ehamber Orchestra**_
15 piece string orchestra
Summer concert is an "Impromptu" concert
*Mr Moyer will be giving two master classes and two illustrated lectures for three days prior to his Sunday
concert.
** This concert will be held at the San earols or TWT
Page 1 of 1
Pacini-Maxine
From: Florida Keys Council of the Arts [info@keysarts.com]
Sent: Monday, January 29,20073:41 PM
To: Maxine PacinifTDC
Subject: CU Committee Approval
Attachments: Impromptu Revised EXHIBIT A 1-29-07.doc
To: Maxine Pacini, Monroe County Tourist Development Council
From: Monica Haskell, Cultural Umbrella Administrator
Re: 2006/07 Cultural Umbrella - Exhibit A Revision
Key West Council on the Arts - Impromptu Concert Series
The attached revision of "Exhibit A - Schedule of Events" for the Impromptu Concert Series is
accepted by the Cultural Umbrella. Please incorporate into their contract.
1/29/2007
FUNDING AGREEMENT
THIS AGREEMENT is made and entered into by and between the Board of County
Commissioners of Monroe County, Florida, a political subdivision of the state of Florida, ("County")
and Key West Council on the Arts, Inc., a Florida corporation ("Event Sponsor").
WHEREAS, the umbrella organization under contract to the County has recommended to
the Monroe County Tourist Development Council ("TDC"), which has endorsed the
recommendation, that certain monies be allocated for promotion of an event by Event Sponsor;
NOW THEREFORE, in consideration of the mutual promises contained herein, the parties
agree as follows:
1. Amount: County shall pay a sum not to exceed $13,500 (Thirteen Thousand and
Five Hundred Dollars) for promotion and related expenditures, as described in the event budget,
effective October 1, 2006, attached hereto as Exhibit B, for production of the Impromptu
Concerts (total of 7 concerts) between November 2006 and July 2007. Payment will be made
only after Event Sponsor submits invoices and support documentation acceptable to the County's
Finance Department. The advertising and promotion budget using County funding may be altered
as to the individual line items, or components, within 10% of the amount stated for that item or
component, without increasing the total dollar amount and without requiring a written amendment
to this agreement. The general non-allocated section of an Umbrella event budget may be utilized
for unforeseen permissible expenditures and for those budget lines that may require additional
funds. Monroe County's performance and obligation to pay under this agreement is contingent
upon an annual appropriation by the County.
2. Duties of Event Sponsor: Event Sponsor shall provide promotion and related
services as described in the Sponsor's application for funding, Exhibit A, attached hereto. All
advertising and public relations services or supervision of advertising and public relations will be
provided through the contracted agencies of the TDC and County.
3. InvoicinQ: The contracted agencies of record shall receive payment of work in
progress upon submission of documented invoices associated with the event. Event sponsor fully
understands that funding is obtained from tourist development taxes for which the fiscal year ends
September 30, 2007. Event sponsor also understands that the funding process through which this
contract was made available by County requires event sponsors to submit their payment requests
as quickly as possible and to finalize all such requests before the end of the fiscal year, if at all
possible. In order for the tourist development taxes to be utilized most effectively for the purpose
for which they were authorized, attracting and promoting tourism, the budgeting process of the
County requires the event's funding to be concluded in a timely manner. In recognition that the
timeliness of payment requests is of extreme importance to the funding of future advertising and
promotion for the stability of the tourist-based economy, Event Sponsor agrees to submit by
September 30, 2007, all invoices and support documentation as required by the County's Finance
Department rules and policies. Event Sponsor shall not be reimbursed nor will Event Sponsor's
vendors be paid directly for any invoices received by the County after September 30, 2007, except
Impromptu Concerts
Cultural Umbrella Funding FY 2007
that for events with promotional expenditures incurred between July 1 and September 30, 2007,
invoices must be submitted within ninety (90) days of the conclusion of the event.
4. Reimbursement to County: Event Sponsor shall reimburse County for any amount of
funds expended by County in connection with an event which does not occur as a result of any act
or omission by Event Sponsor.
5. Indemnification: Event Sponsor covenants and agrees to indemnify and hold
harmless Monroe County Board of County Commissioners from any and all claims for bodily injury
(including death), personal injury, and property damage (including property owned by Monroe
County) and any other losses, damages, and expenses (including attorney's fees) which arise out
of, in connection with, or by reason of the services provided, event sponsored, or other activities
and funding associated with this agreement. Should event involve the serving or distribution of
alcoholic beverages, Event Sponsor shall obtain prior to the event a Liquor Liability insurance
policy naming Monroe County as a co-insured.
6. Records: Event Sponsor shall maintain records pursuant to generally accepted
accounting principles for three (3) years after the event and shall permit County and its agents and
employees access to said records at reasonable times.
7. Termination: County may terminate this agreement without cause by providing
written notice to Event Sponsor, through its officer, agent, or representative, no less than sixty (60)
days prior to the event and may terminate for breach upon providing to Event Sponsor, through its
officer, agent or representative, notice at least seven (7) days prior to the effective date of the
termination. Notice is deemed received by Event Sponsor when hand delivered, delivered by
national courier with proof of delivery, or by U.S. mail upon verified receipt or upon the date of
refusal or non-acceptance of delivery.
8. Conflicts: Event sponsor is an independent contractor and shall disclose any
potential conflicts of interest as defined by Florida Statutes, Chapter 112 and Monroe County
Code, Article XXI.
9. Non-Collusion: By signing below, Event Sponsor warrants that he/she/it has not
employed, retained or otherwise had act on his/her/its behalf any former County officer or
employee in violation of Section 2 of Ordinance No. 10-1990 or any County officer or employee in
violation of Section 3 of Ordinance No. 10-1990. For breach or violation of the provision the
County may, at its discretion terminate this contract without liability and may also, at its discretion,
deduct from the contract or purchase price, or otherwise recover, the full amount of any fee,
commission, percentage, gift, or consideration paid to the former or present County officer or
employee.
10. Public Entities Crimes: A person or affiliate who has been placed on the convicted
vendor list following a conviction for public entity crime may not submit a bid on a contract to
provide any goods or services to a public entity, may not submit a bid on a contract with a public
entity for the construction or repair of a public building or public work, may not submit bids on
leases of real property to public entity, may not be awarded or perform work as a contractor,
supplier, subcontractor, or consultant under a contract with any public entity, and may not transact
business with any public entity in excess of the threshold amount provided in Section 287.017, for
Impromptu Concerts
Cultural Umbrella Funding FY 2007
2
CATEGORY TWO for a period of 36 months from the date of being placed on the convicted
vendor list.
11. LOQO Requirement: All promotional literature and advertising must display the
'The Florida Keys & Key West, Monroe County Tourist Development Council, Come as You
Are", logo/trade mark adopted by the TDC and County on November, 2000, (as per attached).
Radio Advertising shall quote, "Brought to you by the Monroe County Tourist Development
Council". No reimbursement or direct payment will be considered unless this logo/trade mark
or slogan is utilized.
12. Insurance Requirements: Event Sponsor, as a pre-requisite of the Special Event
governed by this agreement, shall obtain, at its own expense, insurance as specified in this
section.
Event Sponsor will not be permitted to commence work associated with the Event
(including pre-staging of personnel and material) until satisfactory evidence of the required
insurance has been furnished to the county as specified below. Event Sponsor shall maintain the
required insurance throughout the entire duration of the Special Event and any extensions
specified in any attached schedules. Failure to comply with this provision may result in the
immediate suspension of the Event until the required insurance has been reinstated or replaced.
Event Sponsor shall provide, to the County, as satisfactory evidence of the required insurance,
either:
Certificate of Insurance
or
* Certified copy of the actual insurance policy
A certified copy of any or all insurance policies required by this contract shall be filed with the Clerk
of the BOCC prior to the Event.
All insurance policies must specify that they are not subject to cancellation, non-renewal,
material change or reduction in coverage unless a minimum of thirty (30) days prior notification is
given to the County by the insurer.
Acceptance and/or approval of Event Sponsor's insurance shall not be construed as
relieving Event Sponsor from any liability or obligation assumed under this contract or imposed by
law.
The Monroe County Board of County Commissioners, its employees and officials will be
included as "Additional Insured" on all policies.
Any deviations from these General Insurance Requirements must be requested in writing on
the County form titled "Request for Waiver of Insurance Requirements" and must be approved by
Monroe County Risk Management.
Event Sponsor shall furnish the County with a certificate evidencing the insurance required
by this paragraph not later than twenty (20) days prior to the event.
Prior to commencement of work governed by this contract, Event Sponsor shall obtain
General Liability Insurance. Coverage shall be maintained through out the life of the contract and
include, as a minimum:
* Premises Operations
* Products and Completed Operations
* Blanket contractual Liability
* Personal Injury Liability
* Expanded Definition of Property Damage
The minimum limits acceptable shall be:
Impromptu Conceits
Cultural Umbrella Funding FY 2007
*
3
*
$1,000,000.00 combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
* $500,000.00 per person
* $1,000,000.00 per Occurrence
* $100,000.00 Property Damage
An Occurrence Form policy is preferred. If coverage is provided on a Claims Made
policy, its provisions should include coverage for claims filed on or after the effective date of this
contract. In addition, the period for which claims may be reported should extend for a minimum of
twelve (12) months following the acceptance of work by the County.
Recognizing that the work governed by this contract involves the sales and/or distribution of
alcoholic beverages, the Contractor's General Liability Insurance policy shall include Liquor
Liability with limits equal to those of the basic coverage.
A separate Liquor Liability policy is acceptable if the coverage is not more restrictive than
the contractor's General Liability policy.
IN WITNESS WHEREOF, each 2rty has caused this Agreement to be executed by its
duly authorized representative, the I tt? '" day of ~ . 2006.
(SEAL)
Attest: Danny L. Kolhage, Clerk
C1~
Deputy Clerk
Board of County Commissioners
of Monroe ~!ty
Mayor/cLinnan
(CORPORATE SEAL)
Key West Council on the Arts, 'nc.
Attest:
By.
Secretary
~ JJPi ;(( A'.- "U(-
~ President
, I uW I'rt.-i) k2 ~ n-(
nnt Name
Print Name
OR TWO WITNESSES
(1 )'-----7 ) ) L 0/ 1
4
(2r-~/<-(' ('/<;/L-f;
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Print Na
MONROE COUNTY ATTORNEY
APPROVED AS TO FORM:
~&~.~t':-0/
. SUSAN M. G SLEY
. ~~, ....T^ ..,. ("'''111\1 v .l'..TTnr:lNI=Y
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Print Name
Impromptu Concerts
Cultural Umbrella Funding FY 2007
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P.o. Box 6244
Key West, Fl 33040
Key West Council on the Arts
IMPROMPTU CONCERTS
2006-2007
Season Schedule
November 12, 2006
Amemet String Quartet
January 7, 2007
Poulenc Trio
violins, viola, cello,
oboe, piano, bassoon
February 11
Frederick Moyer*
piano
February 18
Brazilian Guitar Quartet
March 11
Miami String Quartet / piano
March 25, 2007
Moscow Chamber Orchestra**_
gui tars
violins, viola, cello, piano
15 piece string orchestra
Summer concert is an "Impromptu" concert
*Mr Moyer will be giving two master clases and two illustrated lectures
for three days prior to his Sunday concert.
** This concert will be held at the San Carlos or TWf
BOARD OF DIRECTORS
Joseph Viana, President Keith Dempster, Vice President
Jon Davis. TreaC:llr,.r IInn.,Jri o~_.... n ~ ~ ~
EXHIBIT I
MONROE COUNTY CULTURAL UMBRELLA
EVENT FUNDS
FY 2007
BUDGET BREAKDOWN
Event Name: KWCA Impromptu Concerts
Media Advertising
$7,500
Brochures, Posters, Programs
$3,000
Direct Mail & Postage
$ 230
Photo Program Banner
$1,500
Public Relations
$ 470
Miscellaneous
$ 800
Total
$13,500
Miscellaneous may not exceed 15% of the above budget
Actual expenditures may deviate no more than 10% from this budget
The maximum request is $25,000
Funds are paid on a reimbursement basis
All print and television materials must display the current TDC logo
All Broadcast advertising placed outside Monroe County must include the line "Sponsored in part by
the Florida Keys and Key West"
All Broadcast advertising placed inside Monroe County must include the line "sponsored in part by
the Monroe County Tourist Development Council"
fUr flORIDA KfYS & KH WtSI
MONRO[ COUNTY TOURIST OmLOPM[NT COUNCIL
Come as you are~
fUr flORIDA KfYS & KfY wrST
MONRO[ COUNTY TOURIST Orv[LOPM[NT COUNCIl
Come as you are~
T~r nORIDA KfYS &KfYwrST
MONRO[ COUNTY TOURIST OmLOPM[NT COUNCIL
Come as you are ~
fUr flORIDA KfYS & KH wrST
MONRO[ COUNTY TOURIST OmLOPM[NT COUNCIL
Come as you are ~
fUr flORIDA KfYS & KfY wrST
MONRO[ COUNTYTOURIST OmLOPM[NT COUNCIL
Come as you are~
fUt nORIDA KfYS & KfY wrST
MONRO[ COUNTY TOURIST OmLOPM[NT COUNCIL
Come as you are~
THf flORIDA KHS & KfY WfST THf flORIDA KfYS & KfY WfST THf flORIDA KfYS & KH WfST
MONROf COUNTY TOURIST OfYHOPMfNT COUNCIL MONROf COUNTY TOURIST DfYHOPMfNT COUNCIL MONROf COUNTY TOURIST DfYHOPMfNT COUNCIL
Come as you are~ Come as you arc:~ Come as you are~
THf flORIDA KfYS & KfY WfST THf flORIDA KfYS & KfY WfST THf flORIDA KfYS & KfY WfST
MONROf COUNTY TOURIST OfYHOPMfNT COUNCIL MONROf COUNTYTOURlST DfVUOPMfNT COUNOL MONROf COUNTY TOURIST DfYHOPMfNT COUNCIL
Come as you are~ Come as you are~ Come as you are~
Tur [LORIDAKHS&KrYwm TUr [LORIDAKHS&KrYwm TUr [LORIDAKHS&KrYwm
MONROf COUNTY TOURIST OfYHOPMfNT COUNCIl MONROf COUNTY TOURIST OfYfWPMfNT COUNCIL MONROf COUNTY TOURIST OfVHOPMfNT COUNCIl
Come as you are@ Come as you are@ Come as you are@
Tur [LORIDA KHS & KrY wm TUr [LORIDA KHS & KrY wm TUr [LORIDA KHS & KrY wm
MONROf COUNTY TOURIST OfYHOPHfNT COUNCIL MONROf COUNTY TOURIST OfYHOPMfNT COUNCIL MONROf COUNTY TOURIST OfYfWPMfNT COUNCIl
Come as you are@ Come as you are@ Come as you are@
TUf [WRIDA KfYS & KfY WfST
MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL
Come as you are@
TUf nORIDA KfYS & KfY WfST
MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL
Come as you are@
TUf nORIDA KfYS & KfY WfST
MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL
Come as you are@
TUf nORIDA KfYS & KfY WfST
MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL
Come as you are@
MCTG-3125 New Loqo Slick L01
1996 [ditlo.
~IONROE COU~TY, FLORIDA
Request For Waiver
of
Insurance Requirements
It is requ~sted that the insurance requirements, as specified in the County's Schedule of Insurance
Requirements, be 'Waived or modified on the following contract.
Contractor: See Event Attachment --.te \1 west COLU1G/( Ion the Arts I IYlc.
J
~ ame o( Entity: J rn p ( 0 rn p f1A. Co n c.eris
~ame o( Event:
Contract (or: Services
Address of Contractor:
c/o mc Att: Maxine
Phone: 305-296-1552
Scope oCWork: Advertisimz and Promotion
Reason for Waiver: Proviwmz funds to promote event onlv.... Minimal exposure to
county
PoUdes Waiver wiD
apply to: See Attached
Signature of Contractor:
Approved Not Approved
'( y'l <:-., (~) ()
Risk Management: ----1 J l"-~'-UA_';:G
1 I"" "','
Date: \ &....- . -)- () Ir-
County Administrator Appeal:
Approved
~'ot Approved
Date:
Board of County Commissionen Appeal:
Approved
~ot .\pproved
\fccting Date:
Administration Instruction
#"709.2
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: MARCH 21, 2007
Division:
TDC
Bulk Item: Yes ---K- No
Department:
Staff Contact PersonlPhone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of a resolution transferring funds into District III Visitor Information Services
ITEM BACKGROUND:
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
ST AFF RECOMMENDATIONS:
Approval
TOTAL COST: $9,082
BUDGETED: Yes ~ No
COST TO COUNTY: $9,082
SOURCE OF FUNDS:
TDC
REVENUE PRODUCING: Yes ---K- No
AMOUNTPERMONTH_ Year
APPROVED BY: County Atty -2L OMB/Purchasing -L
Risk Management X
DOCUMENT A TION:
Included X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 11/06
RESOLUTION NO. ~2007
RESOLUTION TRANSFERRING FUNDS
WHEREAS, it is necessary for the Board of County Commissioners of Monroe County,
Florida, to make budgeted transfers set up in the M:>nroe County Budget for fiscal year 2006-
2007 and to create new items under said budget, now, therefore.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY,
FLORIDA, that the budgeted amounts previously set up in the Monroe County Budget for the
fiscal year 2006-2007 in the amounts hereinafter set forth be transferred to and from the
following account.
Transfer from District 111,3 CENT
Item #119 79020 530480 T79P239X 530480
Function #5500
District Advertising Campaign
The sum of $9082.00
Into District III, 3 CENT
Item #11979010530340 T79V241X 530340
Function #5500
District Visitor Information Services
MONROE COUNTY ATTORNEY
APPROVI',D AS ~
\-1AA A.AAV~ ~
SUSAN M. G SLEY
ASSISTANT COUNT,!, ~TTORNEY
Date ,,J. - J--.. (j v
BE IT FURTHER RESOLVED BY SAID BOARD that the Clerk of Board be and he is hereby
authorized to take the necessary action to effect the transfers offunds heretofore sEt forth.
PASSED AND ADOPTED by the Board of County Commissioners of Monroe County,
Florida, at a regular meeting of said Board held on the_day of ,A.D. 2007.
Mayor di Gennaro
Mayor Pro Tem Spehar
Commissioner Neugent
Commissioner McCoy
Commissioner Murphy
BY:
Mayor/Chairman
BOARD OF COUNTY COMMISSION
OF MONROE COUNTY, FLORIDA.
(SEAL)
ATTEST:
CLERK
APPROVE~e-Y):, J /) f . . --~ />
. / /' L/ ~ t.~ { {(. re..~. r
TOURIST DEVELOPMENT COUNCIL
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date:Mf\~\-\. 21, 2007
Division:
TDC
Bulk Item: Yes
No
Department:
Staff Contact PersonlPhone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of an Agreement with the Islamorada Village ofIslands in an amount not to exceed $29,975,
DAC IV, FY 2007 Capital Resources for the Founders Park Swimming and Diving Pool complex
project.
ITEM BACKGROUND:
TDC approved same at their meeting of November 14,2006
J
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
New Agreement
STAFF RECOMMENDATIONS:
Approval
TOTAL COST:
$29,975
BUDGETED: Yes X No
COST TO COUNTY: $29,975
SOURCE OF FUNDS:
TDC
REVENUE PRODUCING: Yes x No
AMOUNTPERMONTH_ Year
APPROVED BY: County Atty -2L OMB/Purchasing-X-
Risk Management X
DOCUMENT A TION:
Incl uded X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 11/06
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Islamorada Village of Islands Contract # -
Effective Date: 3hll07
Expiration Date: 9/30/07
Contract Purpose/Description:
Approval of an Agreement with the Islamorada Village of Islands in an amount not to
exceed $29,975, DAC IV, FY 2007 Capital Resources for the Founders Park Swimming
and Diving Pool complex project.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext. ) (Department/Stop #)
for BOCC meeting on .3 l'tel /07 Agenda Deadline:? J 6/tJ7
CONTRACT COSTS
Total Dollar Value of Contract: $ 29,975
Budgeted? Yes[8J No 0 Account Codes:
Grant: $
County Match: $
Current Year Portion: $
120-70040-530340- T701-603-X-530340
ADDITIONAL COSTS
Estimated Ongoing Costs: $~yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Changes
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County Attorney
Comments:
OMB Form Revised 2/27/01 Mep #2
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141 002/018
Inter-local Agreement With The Islamorada Villaae of Islands
This AGREEMENT dated the day of 2007, is entered into
by and between the BOARD OF COUNTY COMMISSIONERS FOR MONROE
COUNTY, hereinafter "County" or "GRANTOR," on behalf of the TOURIST
DEVELOPMENT COUNCIL, hereinafter "TDC" and Islamorada Village of Islands,
hereinafter "Grantee".
WHEREAS, the third penny of Tourist Development Tax may be used to
acquire, construct, extend, enlarge, remodel, repair or improve, convention centers,
sports stadiums, sports arenas, coliseums, auditoriums, fishing piers, museums,
zoological parks, nature centers, beach improvements and beach park facilities which
are publicly owned and operated or owned and operated by not-for-proflt corporations,
and
WHEREAS, Grantee has applied for funding for the Improvements to
Founders Park Swimming and Diving Complex project; and
WHEREAS, the Grantor and TDC have determined that it is in the best
interest of the County, for purposes of promoting tourism and preserving the heritage of
the community, to make it appealing to tourists, and to improve the property for use as
an outdoor museum that is open to the public;
NOW, THEREFORE, in consideration of the mutual covenants and
payments contained herein, the Grantee and the Grantor have entered into this
Agreement on the terms and conditions as set forth below.
1. GRANT AGREEMENT PERIOD, This Agreement is for the period of March 21,
2007 through to September 30, 2007. This Agreement shall remain in effect for the
stated period unless one party gives to the other written notification of termination
pursuant to and in compliance with paragraphs 7,12 and 13 below.
2. SCOPE OF AGREEMENT. The Grantee shall provide the following scope of
services: Seament 1: Obtain plans; permits and complete construction of a 10')(20'
and 6"to 1811 in depth wading pool. Seclment 2: Procure and install a lightning detection
system at Founders Park. Segment(s) of the work is/are more particularly described in
Exhibit(s) A, detailing the work and the cost allocable to each segment, attached hereto
and incorporated herein by reference. All work for which grant funds are to be
expended must be completed by the stated termination date of September 30, 2007 and
all invoices pertaining to this project shall be submitted to the Finance Department of
Monroe County no later than September 30, 2007 to be considered for payment.
a) There shall be a project manager to acknowledge receipt of goods or work
performed. This Project Manager shall be Jon Sutter, Islamorada Village of Islands,
P.O. Box 568, Islamorada, FL 33036 (Tel: 305-853-1685/Fax: 305-853-1778/E-mail:
john.sutter@islamorada.fl.us). Should there be a change in the project manager
lslamorada Village Founders Park. Swimming Pool Project
Capital Project Funding FY 2007
specified in the Grantee's application, a new project manager shall be designated and
notice of the designation shall be provided to TDC/County.
b) If, and to the extent that, Grantee contracts for any of the work funded under this
Agreement to be performed or completed, Grantee shall give notice to County of the
contractual relationship, provide County with a copy of any and all contracts and shall
require the contractor(s) to comply with all the terms of this contract. Should grantee
contract the work and then decrease the scope of work to be performed by a contractor,
Grantee shall provide County with an amended contract executed by Grantee and its
contractor.
(i) A Grantee which is a governmental entity shall comply with the procurement
regulations and policies to which it is subject, and shall provide Grantor documentation
of the procurement requirements applicable to the project and compliance therewith.
(ii) A Grantee which is a not-for-profit entity shall undergo procurement
processes for those parts of the project to be contracted (not performed by the entity's
employees), which shall, at a minimum, require the acquisition of two written quotes for
work expected to be under $25,000 or a notarized statement as to why such written
quotes were not feasible. For work expected to be $25,000 or more, a competitive bid
process must be performed. County procurement policies and procedures may be
used by the Grantee as a guideline. In the event that the monetary contractual process
commenced prior to the effective date of this funding grant Agreement, and the
guidelines above were not followed, Grantee shall submit with its reimbursement
request a notarized statement which details the Grantee's procurement efforts to ensure
the best service for the most economical price. Grantee shall provide Grantor detailed
documentation of the procurement process used.
c) Grantee shall exercise good internal controls to assure that the project as described
in the funding application shall be completed on a timely basis within the proposed
budget and shall provide to County any certifications, including those by the architect,
engineer, contractor or an independent consultant if necessary, required to establish
that materials which are purported to be applied to the project are in fact so applied.
Further verification shall be required to show that equipment and other fixtures and
personal property covered by this Agreement are delivered to and installed in the
project site. When any permit is required by any govemmental agency, copies of plans
and other documents which are submitted to the applicable agency shall be submitted
to the County Engineering Division to enable verification that the scope of services
under this Agreement has been provided.
3. AMOUNT OF AGREEMENT AND PAYMENT. The Grantor shall provide an
amount not to exceed $29,975 (Twenty Nine Thousand, Nine Hundred and Seventy
Five Dollars) for materials and services used to improve the property. Reimbursement
request must show that Grantee has paid in full for materials and services relating to the
segment prior to seeking the 50% (fifty percent) reimbursement from Grantor. Payment
shall be 50% (fifty percent) reimbursement of the total cost of the segment, subject to
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the cap on expenditures for that segment as set forth in Exhibit A. Reimbursement can
be sought after each segment of the Agreement is completed and signed by the Monroe
County Engineering Department as outlined in 3.a. The Board of County
Commissioners and the Tourist Development Council assume no liability to fund this
Agreement for an amount in excess of this award. Monroe County's performance and
obligation to pay under this Agreement is contingent upon an annual appropriation by
the SOCC.
a) Payment shall be made upon the completion of a specific segment as outlined in
the Scope of Services and Exhibit A. Payment for expenditures permissible by law and
County policies shall be made through reimbursement to Grantee upon presentation of
Application for Payment Summary- AlA Document G702 or similar certification as
required below for governmental entities and not-for-profit entities, invoices, canceled
checks and other documentation necessary to support a claim for
reimbursement. Payment is a 50% (fifty percent) reimbursement of the total cost of each
segment of the project, subject to the cap on expenditures for that segment as set forth
in Exhibit A. Reimbursement can be sought after each segment of the Agreement is
completed and signed by the Monroe County Engineering Department as outlined in
3.a. Included in said documentation shall be proof that the Grantee has received the
property, realty or personalty, for each segment of Agreement as outlined in Exhibit A
and paid an amount equal to or greater than the amount invoiced to the Grantor. It shall
be necessary for the Grantee to contact the County Engineering Division and to arrange
for inspections upon the completion of each segment. The documentation needed to
support the payment request shall be in the form necessary for submission and
available to the County engineer at the time of inspection. All submissions for
payment shall have a proposed schedule of values for segment(s) and indicate the
percentage of completion of the overall project as of the submission. This document
should be signed by the project architect, engineer, general contractor or project
manager. Photos of the progress of the work shall also be submitted with the payment
application. It shall be the responsibility of the project architect, engineer, general
contractor or project manager to initiate the communication with the Monroe County
Engineering Division to facilitate the inspection(s) of the segment of the project. All
submissions requesting payment shall be approved in writing, and signed, by the
Monroe County Engineering Division as to the completion of the segment of the project
for which payment is requested. The application> for payment document must be
certified through a statement signed by an officer of the organization and notarized,
declaring that representations in the invoice are true and factual. Grantee shall also
provide partial releases of liens or certifications of non-lien if applicable. Grantor shall
retain 10% of any payment on work in progress until the Grantee has provided a Final
Release of lien for each vendor/Contractor for whom payment is requested. For
projects exceeding $25,000 in TDC funding under this Agreement; final payment will not
be made until the following documents are complete and submitted to the Grantor:
AlA Document
AlA Document
AlA Document
G-702 Application for Payment Summary
G-704 Certificate of Substantial Completion
G-706 Contractor's Affidavit of Debts & Claims
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AlA Document G-706A Contractor's Affidavit of Release of Liens
AlA Document G-707 Consent of Surety to Final Payment (when applicable)
Final Release of Lien or Affidavit and Partial Release of Lien
For projects for which TDC funding under this Agreement is $25,000 or less, the AlA
documentation is not required, but sufficient documentation must be submitted to
County to provide similar assurances that the work has been completed and
contractors/suppliers paid.
All payment requests must be submitted no later than the completion of project of
September 30, 2007. Invoices received after September 30, 2007 will not be
considered for payment.
b) Documentation shall be submitted to the TDC Administrative Office to show the
receipt and application of in-kind donations of goods, professional services, and
materials. Said documentation should include invoices, bills of lading, etc., and be
verified as received and applied to the project through a notarized statement of the
project architect, engineer, general contractor or project manager. The receipt and
application to the project of volunteer labor are to be documented and verified by
notarized signature of the project architect, engineer, general contractor or project
manager, and said documentation submitted to the TOe Administrative Office. All
submissions shall identify the items included in Exhibit A and grantee shall complete the
Application for Payment form which is provided within the payment/reimbursement kit
provided to the grantee, listing the schedule of values which are sought to be
reimbursed and shall indicate the percentage of completion of the overall project as of
the submission. This document should be signed by the project architect, engineer,
general contractor or project manager.
Photographs showing progress on project shall be included in any payment request.
The Project Manager shall certify delivery to the project site and installation therein of
any goods or services provided other than through an architect, engineer or contractor.
All work performed and goods received on site and incorporated into the project shall be
verified by one of the foregoing. Submission of any documentation which is untrue,
falsified, or otherwise misrepresents the work which has been completed, paid, or
donated shall constitute a breach of agreement, for which breach the contract may be
immediately terminated at the discretion of the County, whose decision shall be final.
c) Grantee must submit all documentation for final payment on or before the
termination date of this grant of September 30, 2007. Invoices received after
September 3D, 2007 will not be considered for payment.
d) At any time that the documentation requirement policies of Monroe County are
revised, such as to require annual inventory reports for equipment purchased under a
TDC capital prOject grant, Grantee shall comply thereafter with such increased
requirements, or further funding under the Agreement may be terminated by County.
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e) Upon successful completion of this Grant Agreement, the Grantee may retain
ownership of the real and personal property acquired and/or improved with funding
under this Grant Agreement. However, the Grantee shall maintain, preserve and
operate the property which was acquired or improved under this Agreement for the uses
and purposes which qualified the Grantee for tourist development tax funding. Grantee
shall complete and sign a Property Reporting Form (provided within
payment/reimbursement package) for personal property and forward said completed
form with the appropriate invoice to the TOe Administrative Office. Real property
acquired or improved through funding under this Agreement shall remain dedicated for
the purposes set forth herein or for other purposes which promote tourism and
ownership of said property shall be retained by the Grantee. The following terms shall
apply:
(I) The Grantee shall have the use of the property, including both realty and
personalty acquired with funding under this agreement, at the project site for so long as
the facility is operated by Grantee, open to the public, and has a primary purpose of
promoting tourism. At such time as any of the conditions in the preceding sentence
shall cease to exist, the Grantee shall transfer ownership and possession of equipment
and personal property to a local government or another not-for-profit organization which
is a facility for which tourist development taxes may be used pursuant to Florida Statute
with prior approval from TDC and SOCC.
(ii) At any time that the Grantee: (a) elects to stop the project or otherwise decide not
to place into service for tourist-related purposes the facility acquired, constructed, or
renovated with tourist development tax funding, (b) demolishes the project facility or
divests itself of ownership or possession of the real property, or (c) ceases the use of
the property with a primary purpose of promoting tourism, Grantee shall, pursuant to
the formula set forth hereafter, refund to the County the Tourist Development funding.
This provision shall survive the termination date of all other provisions of this contract
for a period of ten years. Should the demolition, transfer of ownership, or change to a
non-tourist related purpose Occur after the facility has been used for tourist-related
purposes for at least three (3) years, the amount of refund shall be pro-rated based on a
useful life of ten (10) years.
(iii) The Grantee is responsible for the implementation of adequate maintenance
procedures to keep the real and personal property in good operating condition.
(iv) The Grantee is responsible for any loss, damage, or theft of, and any loss,
damage or injury caused by the use of, real or personal property or equipment
purchased through funding under this Agreement.
4. RECORDS AND REPORTS. The Grantee shall keep such records as are
necessary to document the performance of the Agreement and expenses as incurred,
and give access to these records at the request of the TDC, the County, the State of
Florida or authorized agents and representatives of said government bodies. The
Grantee shall also provide such access to the personal property and equipment
purchased under this Agreement. It is the responsibility of the Grantee to maintain
appropriate records in accordance with generally accepted accounting principles
consistently applied to insure a proper accounting of all funds and expenditures. The
lslamorada Village Founders Park Swimming Pool Project
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Grantee understands that it shall be responsible for repayment of any and all audit
exceptions which are identified by the Auditor General for the State of Florida, the Clerk
of Court for Monroe County, the Board of County Commissioners for Monroe County, or
their agents and representatives. In the event of an audit exception, the current fiscal
year grant award or subsequent grant awards will be offset by the amount of the audit
exception. In the event the grant is not renewed or supplemented in future years, the
Grantee will be billed by the Grantor for the amount of the audit exception and shall
promptly repay any audit exception.
(a) Public Access. The County and Grantee shall allow and permit reasonable access
to, and inspection of, all documents, papers, letters or other materials in its possession
or under its control subject to the provisions of Chapter 119, Florida Statutes, and made
or received by the County and Grantee in conjunction with this Agreement; and the
County shall have the right to unilaterally cancel this Agreement upon violation of this
provision by Grantee.
5. MODIFICATIONS AND AMENDMENTS. Any and all modifications of the terms of
this Agreement shall be only amended in writing and approved by the Board of County
Commissioners for Monroe County. The terms, covenants, conditions, and provisions
of this Agreement shall bind and inure to the benefit of the County and Grantee and
their respective legal representatives, successors, and assigns.
6. INDEPENDENT CONTRACTOR. At all times and for all purposes hereunder, the
Grantee is an independent contractor and not an employee of the Board of County
Commissioners of Monroe County. No statement contained in this Agreement shall be
construed as to find the Grantee or any of its employees, contractors, servants or
agents to the employees of the Board of County Commissioners of Monroe County, and
they shall be entitled to none of the rights. privileges or benefits of employees of Monroe
County.
(a) No Personal Liability. No covenant or Agreement contained herein shall be
deemed to be a covenant or Agreement of any member, officer, agent or employee of
Monroe County in his or her individual capacity, and no member, officer, agent or
employee of Monroe County shall be liable personally on this Agreement or be subject
to any personal liability or accountability by reason of the execution of this Agreement.
7. COMPLIANCE WITH LAW. In carrying out its obligations under this Agreement, the
Grantee shall abide by all statutes, ordinances, rules and regulations pertaining to or
regulating the provisions of this Agreement, including those now in effect and hereafter
adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute
a material breach of this Agreement and shall entitle the Grantor to terminate this
Agreement immediately upon delivery of written notice of tennination to the Grantee.
8. RESTRICTIONS ON AGREEMENTS ENTERED PURSUANT TO THIS
AGREEMENT. The Grantee shall include in all Agreements funded under this
Agreement the following terms:
lslamorada Village Founders Park Swimming Pool Project
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a) Anti-discrimination. Contractor agrees that it will not discriminate against any
employees or applicants for employment or against persons for any other benefit or
service under this Agreement because of their race, color, religion, sex, national origin,
or physical or mental handicap where the handicap does not affect the ability of an
individual to perform in a position of employment, and to abide by all federal and state
laws regarding non-discrimination.
b) Anti-kickback. Contractor warrants that no person has been employed or retained to
solicit or secure this Agreement upon an Agreement or understanding for a commission,
percentage, brokerage or contingent fee, and that no employee or officer of the
Contractor has any interest, financially or otherwise, in contractor. For breach or
violation of this warranty, the Contractor shall have the right to annul this Agreement
without liability or, in its discretion, to deduct from the Agreement price or consideration,
the full amount of such commission, percentage, brokerage or contingent fee.
Contractor acknowledges that it is aware that funding for this Agreement is available at
least in part through the County and that violation of this paragraph may result in the
County withdrawing funding for the Project.
c) Hold harmless/indemnification_ Contractor acknowledges that this Agreement is
funded at least in part by the County and agrees to indemnify and hold harmless the
County and any of its officers and employees from and against any and all claims,
liabilities, litigation, causes of action, damages, costs, expenses (including but not
limited to fees and expenses arising from any factual investigation, discovery or
preparation for litigation), and the payment of any and all of the foregoing or any
demands, settlements or judgments (collectively claims) arising directly or indirectly
from any negligence or criminal conduct on the part of Contractor in the performance of
the terms of this Agreement. The Contractor shall immediately give notice to the
County of any suit, claim or action made against the Contractor that is related to the
activity under this Agreement, and will cooperate with the County in the investigation
arising as a result of any suit, action or claim related this Agreement.
d) Insurance. Contractor agrees that it maintains in force at its own expense a liability
insurance policy which will insure and indemnrfy the Contractor and the- County from
any suits, claims or actions brought by any person or persons and from all costs and
expenses of litigation brought against the Contractor for such injuries to persons or
damage to property occurring during the Agreement or thereafter that results from
performance by Contractor of the obligations set forth in this Agreement. At all times
during the term of this Agreement and for one year after acceptance of the project,
Contractor shall maintain on file with the County a certificate of the insurance of the
carriers showing that the aforesaid insurance pOlicy is in effect. The following
coverage's shan be provided:
1. Workers Compensation insurance as required by Florida Statutes.
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2. Commercial General Liability Insurance with minimum limits of $500,000 per
oceurrence for bodily injury, personal injury and property damage.
3. Comprehensive Auto Liability Insurance with minimum limits of $300,000
combined single limit per occurrence.
The Contractor, the County and the TOC shall be named as additional insured, exempt
workers compensation. The poliCies shall provide no less than 30 days notice of
cancellation, non-renewal or reduction of coverage.
At all times during the term of this Agreement and for one year after acceptance of the
project, Contractor shall maintain on file with the County a certificate of insurance
showing that the aforesaid insurance coverage's are in effect.
e) Licensing and Permits. Contractor warrants that it shall have, prior to
commencement of work under this Agreement and at all times during said work, all
required licenses and permits whether federal, state, County or City.
f) Right to Audit. The Contractor shall keep such records as are necessary to
document the performance of the Agreement and expenses as incurred, and give
access to these reeords at the request of the roc, the County, the State of Florida or
authorized agents and representatives of said government bodies.
9. HOLD HARMLESSIINDEMNIFICATION. The Grantee hereby agrees to indemnify
and hold harmless the BOCCfTDC and any of its officers and employees from and
against any and all claims, liabilities, litigation, causes of action, damages, costs,
expenses (including but not limited to fees and expenses arising from any factual
investigation, discovery or preparation for litigation), and the payment of any and all of
the foregoing or any demands, settlements or judgments arising directly or indirectly
under this Agreement. The Grantee shall immediately give notice to the Grantor of any
suit, claim or action made against the Grantor that is related to the activity under this
Agreement, and will cooperate with the Grantor in the investigation arising as a result of
any suit, action or claim related to this Agreement
(a) Non-Waiver of Immunity. Notwithstanding he provisions of Sec. 768.28, Florida
Statutes, the participation of the County and the Grantee in this Agreement and the
acquisition of any commercial liability insurance coverage, self-insurance coverage, or
local government liability insurance pool coverage shall not be deemed a waiver of
immuntty to the extent of liability coverage, nor shall any contract entered into by the
County be required to contain any provision for waiver.
(b) Privileges and Immunities. All of the privileges and immunities from liability,
exemptions from laws, ordinances, and rules and pensions and relief, disability,
workers' compensation, and other benefits which apply to the activity of officers, agents,
or employees of any public agents or employees of the County, when performing their
respective functions under this Agreement within the territorial limits of the County shall
Islamorada Village Founders Park Swimming Pool Project
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apply to the same degree and extent to the performance of such functions and duties of
such officers, agents, volunteers, or employees outside the territorial limits of the
County.
10. NONDISCRIMINATION. County and Grantee agree that there will be no
discrimination against any person, and it is expressly understood that upon a
determination by a court of competent jurisdiction that discrimination has occurred, this
Agreement automatically terminates without any further action on the part of any party,
effective the date of the court order. County or Grantee agree to comply with all Federal
and Florida statutes, and all local ordinances, as applicable, relating to
nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights
Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color or
national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 use
S5. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3)
Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which
prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of
1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis
of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended,
relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol
Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-
616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss.
690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug
abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42 use s. et seq.), as
amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The
Americans with Disabilities Act of 1990 (42 use s. 1201 Note), as maybe amended
from time to time, relating to nondiscrimination on the basis of disability; 10) Any
other nondiscrimination provisions in any Federal or state statutes which may apply to
the parties to, or the subject matter of, this Agreement.
11. ANTI-KICKBACK. The Grantee warrants that no person has been employed or
retained to solicit or secure this Agreement upon an agreement or understanding for a
commission, percentage, brokerage or contingent fee, and that no employee or officer
of the County or TDC has any interest, financially or otherwise, in the said funded
project, except for general membership. For breach or violation of this warranty, the
Grantor shall have the right to annul this Agreement without liability Of, in its discretion,
to deduct from the Agreement price or consideration, the full amount of such
commission, percentage, brokerage or contingent fee.
12. TERMINATION. This Agreement shall terminate on September 30, 2007.
Termination prior thereto shall occur whenever funds cannot be obtained or cannot be
continued at a level sufficient to allow for the continuation of this Agreement pursuant to
the terms herein. In the event that funds cannot be continued at a level sufficient to
allow the continuation of this Agreement pursuant to the terms specified herein, this
Agreement may then be terminated immediately by written notice of termination
delivered in person or by mail to Grantee. The Grantor may terminate this Agreement
Islamorada Village Founders Park Swimming Pool Project
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without cause upon giving written notice of termination to Applicant. The Grantor shall
not be obligated to pay for any services or goods provided by Grantee after Grantee has
received written notice of termination.
13. TERMINATION FOR BREACH, The Grantor may immediately terminate this
Agreement for any breach of the terms contained herein. Such termination shall take
place im'mediately upon receipt of written notice of said termination. Any waiver of any
breach of covenants herein contained to be kept and performed by Grantee shall not be
deemed or considered as a continuing waiver and shall not operate to bar or prevent
the Grantor from declaring a forfeiture for any succeeding breach either of the same
conditions or of any other conditions. Failure to provide Grantor with certification of use
of matChing funds or matching in-kind services at or above the rate of request for
reimbursement or payment is a breach of Agreement, for which the Grantor may
terminate this Agreement upon giving written notification of termination.
14. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties hereto with respect to the subject matter hereof and supersedes any and all prior
Agreements with respect to such subject matter between the Grantee and the Grantor.
15. GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES.
This Agreement shall be governed by and construed in accordance with the laws of the
State of Florida applicable to contracts made and to be performed entirely in the State.
This Agreement is not subject to arbitration. Mediation proceedings initiated and
conducted pursuant to this Agreement shall be in accordance with the Florida Rules of .
Civil Procedure and usual and customary procedures required by the circuit court of
Monroe County,
(a) Venue. In the event that any cause of action or administrative proceeding is
instituted for the enforcement or interpretation of this Agreement, the County and
Grantee agree that venue shall lie in the appropriate court or before the appropriate
administrative body in Monroe County, Florida.
(b) Severability. If any term, covenant condition or provision of this Agreement (or
the application thereof to any circumstance or person) shall be declared invalid or
unenforceable to any extent by a court of competent jurisdiction, the remaining terms,
covenants, conditions and provisions of this Agreement, shall not be affected thereby;
and each remaining term, covenant, condition and provision of this Agreement shall be
valid and shall be enforceable to the fullest extent permitted by law unless the
enforcement of the remaining terms, covenants, conditions and provisions of this
Agreement would prevent the accomplishment of the original intent of this Agreement.
The County and Grantee agree to reform the Agreement to replace any stricken
prOVision with a valid provision that comes as close as possible to the intent of the
stricken provision.
(c) Attorney's Fees and Costs. The County and Grantee agree that in the event any
cause of action or administrative proceeding is initiated or defended by any party
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relative to the enforcement or interpretation of this Agreement, the prevailing party shall
be entitled to reasonable attorney's fees, court costs, investigative, and out-ot-pocket
expenses, as an award against the non-prevailing party, and shall include attorney's
fees, courts costs, investigative, and out-of-pocket expenses in appellate proceedings.
(d) Adjudication of Disputes or Disagreements. County and Grantee agree that all
disputes and disagreements shall be attempted to be resolved by meet and confer
sessions between representatives of each of the parties. If no resolution can be agreed
upon within 30 days after the first meet and confer session, the issue or issues shall be
discussed at a public meeting of the Board of County Commissioners. If the issue or
issues are still not resolved to the satisfaction of the parties, then any party shall have
the right to seek such relief or remedy as may be provided by this Agreement or by
Florida law.
(e) Cooperation. In the event any administrative or legal proceeding is ir'!stituted
against either party relating to the formation, execution, performance, or breach of this
Agreement, County and Grantee agree to participate, to the extent required by the other
party, in all proceedings, hearings, processes, meetings, and other activities related to
the substance of this Agreement or provision of the services under this Agreement.
County and Grantee specifically agree that no party to this Agreement shall be required
to enter into any arbitration proceedings related to this Agreement.
16. ETHICS CLAUSE: Grantee warrants that he has not employed, retained or
otherwise had act on his behalf any former County officer or employee in violation of
Section 2 or Ordinance No. 10-1990 or any County officer or employee in violation of
Section 3 of Ordinance No. 10-1990. For breach or violation of the provision the
Grantor may, at its discretion terminate this Agreement without liability and may also, at
its discretion, deduct from the Agreement or purchase price, or otherwise recover, the
full amount of any fee, commission, percentage, gift, or consideration paid to the former
or present County officer or employee. The County and Grantee warrant that, in respect
to itself, it has neither employed nor retained any company or person, other than a bona
fide employee working solely for it, to solicit or secure this Agreement and that it has not
paid or agreed to pay any person, company, corporation, individual, or firm, other than a
bona fide employee working solely for it, any fee, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this Agreement.
For the breach or violation of the provision, the Grantee agrees that the County shall
have the right to terminate this Agreement without liability and, at its discretion, to offset
from monies owed, or otherwise recover, the full amount of such fee, commission,
percentage, gift, or consideration.
(a) Covenant of No Interest. County and Grantee covenant that neither presently
has any interest, and shall not acquire any interest, which would conflict in any manner
or degree with its performance under this Agreement, and that only interest of each is to
perform and receive benefits as recited in this Agreement.
Islamorada Village Founders Park SwimminS Pool Project
Capital Project Funding FY 2007
11
8LO!2:LoliI
VU I '/t"'I <nA '^^"'" ~r.^ ~....^
(b) Code of Ethics. County agrees that officers and employees of the County
recognize and will be required to comply with the standards of conduct for public officers
and employees as delineated in Section 112.313, Florida Statutes, regarding, but not
limited to, solicitation or acceptance of gifts; doing business with one's agency;
unauthorized compensation; misuse of public position, conflicting employment or
contractual relationship; and disclosure or use of certain information.
17. PUBLIC ENTITY CRIME STATEMENT: A person or affiliate who has been
placed on the convicted vendor list following a conviction for public entity crime may not
submit a bid on an Agreement to provide any goods or services to a public entity, may
not submit a bid on a Agreement with a public entity for the construction or repair of a
public building or public work, may not submit bids on leases of real property to public
entity, may not be awarded or perform work as a contractor, supplier, sub-contractor, or
consultant under a Agreement with any public entity, and may not transact business
with any public entity in excess of the threshold amount provided in Section 287.017, for
CA TEGORY TWO for a period of 36 months from the date of being placed on the
convicted vendor list.
18. AUTHORITY: Grantee warrants that it is authorized by law to engage in the
performance of the activities encompassed by the project herein described. Each of the
signatories for the Grantee below certifies and warrants that the Grantee's name in this
Agreement is the full name as designated in its corporate charter (if a corporation); they
are empowered to act and contract for the Grantee, and this Agreement has been
approved by the Board of Directors of Grantee or other appropriate authority.
19. LICENSING AND PERMITS: Grantee warrants that it shall have, prior to
commencement of work under this Agreement and at all times during said work, all
required licenses and permits whether federal, state, County or City.
20. INSURANCE: Grantee agrees that it maintains in force at its own expense a
liability insurance policy which will insure and indemnify the Grantee and the Grantor
from any suits, claims or actions brought by any person or persons and from all costs
and expenses of litigation brought against the Grantee for such injuries to persons or
damage to property occurring during the Agreement or thereafter that results from
performance by Grantee of the obligations set forth in this Agreement. At all times
during the term of this Agreement and for one year after acceptance of the project,
Grantee shall maintain on file with the Grantor a certificate of the insurance of the
carriers showing that the aforesaid insurance policy is in effect. The follOWing
coverage's shall be provided:
1. Workers Compensation insurance as required by Florida Statutes.
2. Commercial General Liability Insurance with minimum limits of $500,000
Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable
shall be $250,000 per Person $500,000 per occurrence $50,000 property damage.
lslamorada Village Founders Park Swimm.ing Pool Project
Capital Project Funding FY 2007
12
8LO/8LOl2l
uw~ 70'QO J007/~O/70
3. Comprehensive Auto Liability Insurance with minimum limits of $300,000
combined single limit per occurrence.
The Grantee, the Grantor and the TOC shall be named as additional insured, except
workers compensation. The policies shall provide no less than 30 days notice of
cancellationj non-renewal or reduction of coverage.
Grantee shall provide, to the County, as satisfactory evidence of the required
insurance, including the insurance policy application and either:
· Original Certtficate of Insurance
or
· Certified copy of the actual insurance policy
Or
· Certificate of Insurance e..mailed from Insurance Agent/Company to
County Risk Management (Telephone Maria Slavik at 295-3178 for
details)
An original certificate or a certified copy of any or all insurance poliCies required
by this contract shall be filed with the Clerk of the BOCC prior to the contract
being executed by the Clerks office. The Insurance policy must state that the
Monroe County BOCC and Monroe County TOC is the Certificate Holder and
additional Insured for this contract Insurance should be mailed to:
Monroe County Board of County Commissioners
CIO Risk Management
1100 Simonton Street
Key West, FL 33041
21. NOTICE. Any written notice to be given to either party under this Agreement or
related hereto shall be addressed and delivered as follows:
For Grantee: John Sutter
Islamorada, Village of Islands
P.O. Box 568
Islamorada, FL 33036
For Grantor: Lynda Stuart
Monroe County Tourist Development Council
1201 White Street, Suite 102
Key West, FL 33040
and
lslamorada Village Founders Park Swimming Pool Project
Capital Project Funding FY 2007
13
8l0/t'lOI2J
Susan Grimsley, Asst. County Attorney
P.O. Box 1026
Key West, FL 33041-1026
22. CLAIMS FOR FEDERAL OR STATE AID. Contractor and County agree
that each shall be, and is, empowered to apply for, seek, and obtain federal and state
funds to further the purpose of this Agreement; provided that all applications, requests,
grant proposals, and funding solicitations shall be approved by each party prior to
submission. '
23. NON-DELEGATION OF CONSTITUTIONAL OR STATUTORY DUTIES. This
Agreement is not intended to, nor shall it be construed as, relieving any participating
entity from any obligation or responsibility imposed upon the entity by law except to the
extent of actual and timely performance thereof by any participating entity, in which
case the performance may be offered in satisfaction of the obligation or responsibility.
Further, this Agreement is not intended to, nor shall it be construed as. authorizing the
delegation of the constitutional or statutory duties of the County, except to the extent
perm!tted by the Florida constitution, state statute, and case law.
24. NON-RELIANCE BY NON-PARTIES. No person or entity shall be entitled to rely
upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any
third-party claim or entitlement to or benefit of any service or program contemplated
hereunder, and the County and the Grantee agree that neither the County nor the
Grantee or any agent, officer, or employee of either shall have the authority to inform,
counsel, or otherwise indicate that any particular individual or group of individuals, entity
or entities, have entitlements or benefits under this Agreement separate and apart,
inferior to, or superior to the community in general or for the purposes contemplated in
this Agreement.
25. ATrESTATIONS. Grantee agrees to execute such documents as the County
may reasonably require, to include a Public Entity Crime Statement, an Ethics
Statement, and a Drug-Free Workplace Statement.
26. NO PERSONAL LIABILITY. No covenant or Agreement contained herein shall
be deemed to be a covenant or Agreement of any member, officer, agent or employee
of Monroe County in his or her individual capacity, and no member, officer, agent or
employee of Monroe County shall be liable personally on this Agreement or be subject
to any personal liability or accountability by reason of the execution of this Agreement.
27. FORCE MAJEURE. The Grantee shall not be liable for delay in performance or
failure to complete the project, in whole or in part, due to the occurrence of any
contingency beyond its control or' the control of its contractors and subcontractors,
including war or act of war whether an actual declaration thereof is made or not, act of
terrorism impacting travel in the United States, insurrection, riot or civil commotion, act
of public enemy, epidemic, quarantine restriction, storm, flood, drought or other act of
God, or act of nature (including presence of endangered animal species which cannot
Islamorada Village Founders Park Swimming Pool Project
Capital Project Funding FY 2007
14
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be timely removed in a safe manner or any act of any governmental authority which
prohibits the project from proceeding as described in the scope of services and
incorporated references and which the Grantee has exercised reasonable care in the
prevention thereof. However, lack of planning for normal and expected weather
conditions for the time of year the project is to be executed shall not constitute an act of
God excusing a delay. Any delay or failure due to the causes stated shall not constitute
a breach of the Agreement: however, the SOCC shall have the right to determine if
there will be any reduction to the amount of funds due to the Grantee after consideration
of all relevant facts and circumstances surrounding the delay in performance or failure
to complete the project within the contract period. Upon demand of TOC or BOCC. the
Grantee must furnish evidence of the causes of such delay or failure_ SOCC shall not
pay for any goods received or services provided after the date(s) described in
paragraph 1 and Scope of Services.
28. EXECUTION IN COUNTERPARTS. This Agreement may be executed in any
number of counterparts, each of which shall be regarded as an original, all of which
taken together shall constitute one and the same instrument and any of the parties
hereto may execute this Agreement by singing any such counterpart.
29. SECTION HEADINGS. Section headings have been inserted in this Agreement
as a matter of convenience of reference only, and it is agreed that such section
headings are not a part of this Agreement and will not be used in the interpretation of
any provision of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
(SEAL)
A TIEST: DANNY L. KOLHAGE. CLERK
BOARD OF COUNTY
COMMISSIONERS
OF MONROE COUNTY. FLORIDA
By:
Deputy Clerk
By:
Mayor/Chairman
Islamorada, Village of Islands
By:
~~
Mayor
Islamorada Village Founders Park Swimming Pool Project
Capital Project Funding FY 2007
I
U (\( ItGe' PrrrOIU€ Y
15
8LO/9LoliJ
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: MARCH 21, 2007
Division:
TDC
Bulk Item: Yes ---K- No
Department:
Staff Contact PersonlPhone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of an Amendment to Agreement with Del Brown Invitational Permit Tournament to revise
dates of event.
ITEM BACKGROUND:
PREVIOUS RELEVANT BOCC ACTION:
BOCC approved original Agreement at their meeting of October 18, 2006.
CONTRACT/AGREEMENT CHANGES:
Amendment to revise dates of events
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $1,000
BUDGETED: Yes ~ No
COST TO COUNTY: $1,000
SOURCE OF FUNDS:
TDC
REVENUE PRODUCING: Yes ---K- No
AMOUNT PER MONTH Year
APPROVED BY: County Atty -2L OMB/Purchasing --K-
Risk Management X
DOCUMENTATION:
Included X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 11/06
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Del Brown Invitational Permit Contract #
-
Tournament Effective Date: 10/18/06
Expiration Date: 10/29/07
Contract Purpose/Description:
Approval of an Amendment to Agreement with Del Brown Invitational Permit
Tournament to revise dates of event.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext. ) (Department/Stop #)
for BOCC meeting on 3/21/07 Agenda Deadline 3/6/07
CONTRACT COSTS
Total Dollar Value of Contract: $ 1,000
Budgeted? Yes~ No D Account Codes:
Grant: $
County Match: $
Current Year Portion: $
115-75022-530340-T75F-404-X-530480
-
-----
ADDITIONAL COSTS
Estimated Ongoing Costs: $~yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Changes
~~,~ Needed
Division Director '1?!'~ YesD Nola
Risk Manag~enh a -(301 Y esD No~
~~\9
o.KrB./Purch~ing ~6~ YesDNoEJ - \~~
County Attorney *1- YesDNo~ S.Grimsley
Comments:
OMB Form Revised 2/27/01 Mep #2
AMENDMENT (1st AMENOMENTI TO AGREEMENT
THIS AMENDMENT to agreement dated the-le.-day of Rh 20Q7, is entered into by and between
the Board of County Commissioners for Monroe County. on behalf of the Tourist Development Council, and
Der Brown Invitational Permit Tournament.
WHEREAS. there VIaS a contracl entered into on October 1 B. 2006 between the parties, awarding
$1.000 for lhe production of the Der Brown Invitational Permit Tournament on July 17-20,2007; and
WHEREAS. it has become necessary to revise the dates of event; and
NOW. THEREFORE. in consideration of the mutual covenants contained nereln the parties agree to
the amended agreement as follows:
1. Paragraph 1 of tlte agreement shall be revised as follows:
County shall pay a sum not to exceed $1,000 (One Thousand DOllars) for promotion and related
expenditures, as described in the event budget. attached hereto as Exhrbft B. for production of the Del
Brown Invitational Permit Tournament on July 16 - 18. 2007 C-evenr). Payment wtrl be made only after
Event Sponsor submits invoices and support dOcumel1tatlon acceptable to the County's Finance Department
within nInety (90) days of the conclusion of the Event Funding under this agreement terminates ninety days
after the conclusion of the Event. The advertising and promotion budget for County funding may be altered
as to the i~ividua' lJ.ne items, or components, within 10% of the amount stated for that item or component,
without increasing the total dollar amount and Without reqtJiring a 'MJtten amendment to this agreement. The
general non-allceated section of the Event budget may be utilized for unforeseen allowabJe expenditures and
for those budget lines that may reqUire additional funds, according to County guidelines. Monroe County's
performance and obligation to pay under this agreement is contingent upon an annual appropriation by the
County.
2. The remaining provisions of the contract dated October 18, 2006 remain In full force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day and year first above
written.
( SEAL)
Attest: Danny L Kolnage, Oerk
Board of County Commissioners
of Monroe County
Deputy Crerk
(CORPORATE SEAL)
Attest:
Mayor/Chairman
Del Brown In"itatianal Permit Tournament
By.
Secretary
By'
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Amendrmnl #- 1
Del BrOwn Invitational Permit Toumamt"f1f
FUNDING AGREEMENT
THIS AGREEMENT is made and entered into by and between Monroe County, Flocida,
a political subdivision of the state of Florida (UCounty"), and Del Brown Invitational Permit
Tournament ("Event Sponsor").
WHEREAS, Florida Keys Fishing Tournaments, Inc., the umbrella organization under contract
to the County, has recommended to the Monroe County Tourist Development Council (hereinafter
"TDC"), which has endorsed the recommendation, that certain monies be allocated for promotion of
an event BY Event Sponsor; and
WHEREAS, Event Sponsor has represented and agreed that it desires and is able to conduct
the event;
NOW, THEREFORE; in consideration of the mutual promises contained herein, the parties
agree as follows:
1. County shall pay a sum not to exceed $1,000 (One Thousand Dollars) for promotion
and related expenditures effective October 18, 2006, as described in the event budget, attached
hereto as Exhibit B, for production of the Del Brown Invitational Permit Tournament on July 17-20,
2007 (UEvenf'). Payment will be made only after Event Sponsor submits invoices and support
documentation acceptable to the County's Finance Department within ninety (90) days of the
conclusion of the Event. Funding under this agreement terminates ninety days after the conclusion of
the Event. The advertising and promotion budget for County funding may be altered as to the
individual line items, or components, within 10% of the amount stated for that item or component,
without increasing the total dollar amount and without requiring a written amendment to this
agreement. The general non-allocated section of the Event budget may be utilized for unforeseen
allowable expenditures and for those budget lines that may require additional funds, according to
County guidelines. Monroe County's performance and obligation to pay under this agreement is
contingent upon an annual appropriation by the County.
2. In a situation where the Event has to be postponed due to a named storm or hurricane for
which the County orders a visitor and/or resident evacuation order, the Event Sponsor shall have thirty
(30) days to provide to Florida Keys Fishing Tournaments, Inc. notice of a new date for the Event, and
shall produce the re-scheduled Event within ninety (90) days of the original date of Event. The
rescheduled date shall be authorized, in writing, by The Florida Keys Fishing Tournaments, Inc. and
forwarded to the Tourist Development Council administrative office to be processed in the form of an
Amendment to this Agreement. If the Event Sponsor is unable to reschedule the Event, the Event
Sponsor shall provide proof of the cancellation being caused by a named storm or hurricane, and a
written statement as to why the Event cannot be rescheduled.
If the Event is cancelled or rescheduled due to a named storm or hurricane for which the
County orders a visitor and/or resident evacuation order, the County shall pay for promotion or related
expenditures of any combination of invoices for the original event date, and/or the rescheduled date
up to the amount, but not to exceed the amount of funds allocated as described in the budget,
attached hereto as Exhibit B.
Del Brown Invitational Permit Tournament
Fishing Umbrella Funding FY 2007
3. Event Sponsor shall provide promotion and related services as described in the
Sponsor's application for funding, Exhibit A, attached hereto. All advertising and public relations
services or supervision of advertising and public relations will be provided through the contracted
agencies of the TOC and County. The agencies of record, shall receive payment of work in progress
upon submission of documented invoices associated with the Event. Event Sponsor fully understands
that funding is obtained from tourist development taxes for which the fiscal year ends September 30,
2007. Event Sponsor also understands that the funding process through which this was Agreement is
made available by County requires event sponsors to submit their payment requests within ninety (90)
days of the conclusion of the. In order for the tourist development taxes to be utilized most effectively
for the purpose for which they were authorized, attracting and promoting tourism, the budgeting
process of the County requires the Event's funding to be concluded in a timely manner. In recognition
that the timeliness of payment requests is of extreme importance to the funding of future advertising
and promotion for the stability of the tourist-based economy, Event Sponsor agrees to submit within
ninety (90) days of the conclusion of the Event all invoices and support documentation as required by
the County's Finance Department rules and policies. Event Sponsor shall not be reimbursed nor will
Event Sponsor's vendors be paid directly for any invoices received by the County after October 29.
2007.
4. No person or entity shall be entitled to rely upon the terms, or any of them, of this
Agreement to enforce or attempt to enforce or attempt to enforce any third-party claim or entitlement
to or benefit of any service or program contemplated hereunder, and the County and the Event
Sponsor agree that neither the County nor the Event Sponsor or any agent, officer, or employee of
either, shall have the authority to inform, counsel, or otherwise indicate that any particular individual or
group of individuals, entity or entities, have entitlements or benefits under this Agreement separate
and apart, inferior to, or superior to the community in general or for the purposes contemplated in the
Agreement.
5. Event Sponsor shall reimburse County for any amount of funds expended by County in
connection with the Event if it does not occur as a result of any act or omission by Event Sponsor.
6. Event Sponsor covenants and agrees to indemnify and hold harmless Monroe County
Board of County Commissioners from any and all claims for bodily injury (including death), personal
injury, and property damage (including property owned by Monroe County) and any other losses,
damages, and expenses (including attorney's fees) which arise out of, in connection with, or by
reason of the services provided, event sponsored, or other activities and funding associated with this
agreement. Should the Event involve the serving or distribution of alcoholic beverages, Event
Sponsor shall obtain prior to the Event, a Liquor Liability insurance policy naming Monroe County as a
co-insured.
7. Event Sponsor shall maintain records pursuant to generally accepted accounting
principles for three (3) years after the Event and shall permit County and its agents and employees
access to said records at reasonable times.
8. County may terminate this agreement without cause upon providing written notice to
Event Sponsor no less than sixty (60) days prior to the Event and may terminate for breach upon
providing to Event Sponsor notice at least seven (7) days prior to the effective date of the termination.
9. Event Sponsor is an independent contractor and shall disclose any potential conflicts of
interest as defined by Florida Statutes, Chapter 112 and Monroe County Code, Article XXI.
Del Brown Invitational Permit Tournament
Fishing Umbrella Funding FY 2007
2
10. Event Sponsor warrants that he/she/it has not employed, retained or otherwise had act
on his/her/its behalf any former County officer or employee in violation of Section 2 or Ordinance No.
10-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 10-1990. For
breach or violation of the provision the County may, at its discretion terminate this contract without
liability and may also, at its discretion, deduct from the contract or purchase price, or otherwise
recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former
or present County officer or employee.
11. A person or affiliate who has been placed on the convicted vendor list following a
conviction for public entity crime may not submit a bid on a contract to provide any goods or services
to a public entity, may not submit a bid on a contract with a public entity for the construction or repair
of a public building or public work, may not submit bids on leases of real property to public entity, may
not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a
contract with any public entity, and may not transact business with any public entity in excess of the
threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from
the date of being placed on the convicted vendor list. By signing below, Event Sponsor warrants that
he/she/it is not in violation of this paragraph.
12. All promotional literature and advertising must display the "The Florida Keys & Key
West, Monroe County Tourist Development Council, Come as You Are", logo/trade mark adopted
by the TDC and County on November, 2000, attached hereto. Radio Advertising shall read "Brought
to you by the Monroe County Tourist Development Council". No reimbursement or direct payment will
be considered unless this logo/trade mark is utilized.
13. Insurance Requirements are as follows: Event Sponsor, as a pre-requisite of the Special
Event governed by this agreement, shall obtain, at its own expense, insurance as specified in this section.
Event Sponsor will not be permitted to commence work associated with the Event (including pre-
staging of personnel and material) until satisfactory evidence of the required insurance has been furnished
to the county as specified below. Event Sponsor shall maintain the required insurance throughout the
entire duration of the Special Event and any extensions specified in any attached schedules. Failure to
comply with this provision may result in the immediate suspension of the Event until the required insurance
has been reinstated or replaced.
Event Sponsor shall provide, to the County, as satisfactory evidence of the required insurance,
either:
*
Certificate of Insurance
or
* Certified copy of the actual insurance policy
A certified copy of any or all insurance policies required by this contract shall be filed with the Clerk of the
BOCC prior to the Event. All insurance policies must specify that they are not subject to cancellation, non-
renewal, material change or reduction in coverage unless a minimum of thirty (30) days prior notification is
given to the County by the insurer.
Acceptance and/or approval of Event Sponsor's insurance shall not be construed as relieving
Event Sponsor from any liability or obligation assumed under this contract or imposed by law.
The Monroe County Board of County Commissioners, its employees and officials will be included
as "Additional Insured" on all policies.
Any deviations from these General Insurance Requirements must be requested in writing on the
County form titled "Request for Waiver of Insurance Requirements" and must be approved by Monroe
County Risk Management.
Del Brown Invitational Permit Tournament
Fishing Umbrella Funding FY 2007
3
Event Sponsor shall furnish the County with a certificate evidencing the insurance required by this
paragraph not later than twenty (20) days prior to the Event.
Prior to commencement of work governed by this contract, Event Sponsor shall obtain General
Liability Insurance. Coverage shall be maintained through out the life of the contract and include, as a
minimum:
* Premises Operations
* Products and Completed Operations
· Blanket contractual Liability
* Personal Injury Liability
· Expanded Definition of Property Damage
The minimum limits acceptable shall be:
· $1,000,000.00 combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
· $500,000.00 per person
· $1,000,000.00 per Occurrence
· $100,000.00 Property Damage
An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy,
its provisions shall include coverage for claims filed on or after the effective date of this contract. In
addition, the period for which claims may be reported should extend for a minimum of twelve (12) months
following the Event.
Recognizing that the work governed by this contract involves the sales and/or distribution of alcoholic
beverages, the Contractor's General Liability Insurance policy shall include Liquor Liability with limits equal
to those of the basic coverage. A separate Liquor Liability policy is acceptable if the coverage is not more
restrictive than the Event Sponsor's General Liability policy.
14. Event Sponsor shall not assign or subcontract its obligations under this agreement, except in writing
and with the prior written approval of the Board of County Commissioners for Monroe County and Vendor,
which approval shall be subject to such conditions and provisions as the Board may deem necessary.
/;;~'~'N WITNESS WHEREOF" each party has cause9 tpis Agreement to be executed by its duly
au~; representative, the / ~ day of ()c.::tN l-L-1 . 2006.
" (S~J I"~':: ;.; - Board ot County Commissioners
...~rk of Monroe coUn~.
Deputy Clerk Mayor/Chclirman
(CORPORATE SEAL)
Attest:
Del Brown Invitational Permit Tournament
By.
Secretary
&+
By f - , I
Pres, ent
A
( I I \ I
( . ~~t-\\ \ i" ,
\'0....,/' / I I \' i i i {
Print Name . ,
, .\ i
'~~ f "
,
Print Name
OR
4
,.ION ROE COUNTY ATTORNEY
APPR ED AS TO FORM:
7L ' . /l,.. '
, '.2../\..L. .~.()C~
SU& N M, GRIMSl
\SSISTAfJT COUNTY ATTnRl\lCV
Del Brown Invitational Permit Tournament
Fishing Umbrella Funding FY 2007
(1) Witness
Print Name
(2) Witness
Print Name
Del Brown Invitational Permit Tournament
Fishing Umbrella Funding FY 2007
5
DAY 1
DAY 2
DAY 3
CAY 4
Exhibit A
FLORIDA KEYS FISHING TOURNAMENTS, INC.,
TOURNAMENT SCHEDULE OF EVENTS
FISCAL YEAR 2007-2007
Del Brown Invitational Permit Tournament
PRINT TOURNAMENT NAME
AM
LINES IN WATER
PM
LINES OUT OF WATER
PM
EVENING EVENT
PM WEIGH-IN OVER
6 : 10 PM OTHER EVENT Captain's Meeting
8
AM LINES IN WATER
4
PM LINES OUT WATER
PM EVENING EVENT
4 5:30 PM WEIGH-IN OVER
6 7 AM OTHER EVENT BREAKFAST
8
AM LINES IN WATER
4
PM LINES OUT WATER
PM
EVENING EVENT
4 5:30 PM WEIGH-IN OVER
6 7 AM OTHER EVENT Breakfast
8
AM LINES IN WATER
4
PM LINES OUT WATER
5: 30: 6
PM EVENING EVENT Angler's Meeting
4 5:30 PM ~EIGH-IN OVER
6 7 fu~ OTHER EVENT Breakfdst
Exhibit B
:'LOR:::8A :<i::YS F:::SH::::\G:'O;:;?:,A..'<lS:\'::'S, :::NC.
3~0G2T 3~2AK~C~~
CC~022~ :, 2CC6 70 SE?~2~BER 30, 2CC7
Del Brown Permit Tournament
TOC'RKFu"lENT NFu'1E
July 17 - 20, 2007
TOURNAMENT DATE
uIRECT V~IL & POSTAGE
$
BROCHURES, POSTERS,
PROGRAMS, PATCHES
$100.00
TROPHIES
$
PHOTO PROGRAM
$
MEDIA ADVERTISING
$
T-SHIRTS, CAPS, JACKETS
$750.00
*GENERAL NON-ALLOCATED
$150.00
-----------
$1000.00
*GENERAL NON-ALLOCATED IS NOT TO EXCEED 15% OF THE
TOURNAMENTS TOTAL BuDGET.
*TOURNfu'1ENTS CAN KOT EXCEED MCRE TEAN 30% CF THE
iCTA: 2~CGET :::N TROPHY :INi:: ITi::M EXCi::PT NHi::N
TC:;ti:NAXEr,TS Gi::':' S?2CIA:: J'..???C'/A1 :'RCr,r ?KF':', :::NC.
fUr nORIDA KrYS & KrY wrST
MoNRof COUNTY TOURIST omLDPMfNT COUNCIl
Come as you are~
fUr nORIDA KrYS & KrY wrST
MoNRof COUNTY TOURIST OfVUoPMfNT COUNCIl
Come as you are~
fUr nORIDA KrYS & KrY wrST
MoNRof COUNTY TOURIST OfVUoPMfNT COUNCIl
Come as you are~
fUr nORIDAKrYS&KrYwrST
MoNRof COUNTY TOURIST OfVUoPMDlT COUNCIl
Come as you are<8
fUr nORIDA KrYS & KrY wrST
MoNROf COUNTY TOURIST OfVUoPMfNT COUNCIl
Come as you are3
fUr nORIDA KrYS & KrY wrST
MoNRof COUNTY TOURIST Oml.OPMfNT COUNCIl
Come as you are<!l
fUr [LORIDA Km & KrY wrsr fUr [LORIDA Km & KrY wrsr fUr [LORIDA Km & KrY wrsr
MONROf COUNTY TOURIST OfYfLOPMfNT COUNCIL MONROf COUNTY TOURIST OfYf!OPMfNT COUNCIL MONROf (DUNTY TOURIST OfYfLOPMfNT COUNCIL
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MONROf COUNTY TOURIST OfYUOPMfNT COUNCIL MONROf COUNTY TOURIST OfYfLOPMfNT COUNCIL MONROf COUNTY TOURIST OfYfLOPMfNT COUNCIL
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TU[ fWRIDA Km & KfY wm TU[ fWRIDA Km & KfY wm TU[ fWRIDA Km &KfY wm
MONROf COUNTY TOURIST DfYHOPMfNT COUNCIl MONROf COUNTY TOURIST DfVHOPMfNT COUNCIl MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIl
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IlJIJlORIDA KrYS & KrY WfST
MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCIL
Come as you are@
TUf flORIDA KfYS & KrY WfST
MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCIL
Come as you are@
TUf flOR/DA KfYS & KfY WfST
MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCIL
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TUf flORIDA KrYS & KfY WfST
MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCIL
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M47".J
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: MARCH 21, 2007
Division:
TDC
:=.j
Bulk Item: Yes ---K- No
Department:
Staff Contact PersonlPhone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of Amendment to Agreement with Florida Keys Land and Sea Trust, Inc.to extend
Agreement termination date to September 30,2007.
ITEM BACKGROUND:
PREVIOUS RELEVANT BOCC ACTION:
BOCC approved original Agreement at their meeting of October 19, 2005
BOCC approved Amendment to Agreement at their meeting of June 21, 2006
BOCC approved Amendment to Agreement at their meeting of December 20, 2006
CONTRACT/AGREEMENT CHANGES:
Amendment to extend termination date
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $300,000 BUDGETED: Yes X No
COST TO COUNTY: $300,000 SOURCE OF FUNDS: TDC
REVENUE PRODUCING: Yes X No
AMOUNT PER MONTH_ Year
APPROVED BY: County Atty -2L OMB/Purchasing ~
Risk Management X
DOCUMENT A TION:
Included X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 11/06
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Florida Keys Land and Sea Contract # -
Trust, Inc. Effective Date: 10/19/05
Expiration Date: 9/30/07
Contract Purpose/Description:
Approval of an Amendment to extend Agreement with Florida Keys Land and Sea
Trust, Inc. to September 30, 2007.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext.) (Department/Stop #)
for BOCC meeting on 3/21/07 Agenda Deadline 3/6/07
CONTRACT COSTS
Total Dollar Value of Contract: $ 300,000
Budgeted? Yes~ No D Account Codes:
Grant: $
County Match: $
Current Year Portion: $
119-79040-530340- T69B-570- Y-530340
ADDITIONAL COSTS
Estimated Ongoing Costs: $_/yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
- -
---
CONTRACT REVIEW
Changes
Pht~/~ Needed ~.~ i7wer /
Division Director !i..7!f#!.' YesO NoEJ iT,.: L{~
Risk Manag~me'!{ a.:B<2) Y esO NO~ . ..~.
v.( ~ 1:1'0' .!LJ... f n/ ~ ~ .--
O.K1.B./Purch'rtsing ~Ol YesD NOLld':=J-:- ~
County Attorney ?~ YesDNo~ S.Grimsley
Date Out
Comments:
OMB Form Revised 2/27/01 Mep #2
THIS AMENDMtNT to agreement dated the day of 200.1. is enlered into by and between the
Board of County Corn-Sioners for Monroe County. on behalf of the T OUl'ist De "'Iopment Council, and Florida
Keys land and Sea Trust, 'nc.
AMENDMENT C3RD AMENDMENn TO AGREEMENT
WHtREAS, there Was a ""ntract entered into on October 19, 2005, Amended on June 21, 2006 and
December 20, 2006 between the parties, awarding $300,000 10 Florida Keys Land and Sea Trust Inc. for lI1e
Beautification and Enhancement, Phase lA and PIlese 1B at Museu,"s and Nature Center of Crane POim; and
WHEREAS, the Florida Ke~ Land and Sea Trust, Inc. has experienCed d.la~ in obtaJnjng permits end
encountered problems With incorrectly manufactured signs; and
WHEREAS,the Florida Keys Land and Sea TIUS!. Inc. hes ""lueSled more time to complete the ""ntract;
and
NOW, THEREFORE, in considerotion of lhe mutual covenants conlained herein the parties agree to the
amended agreement as follows:
1. The contract periOd as OUtlined in ParagraPh 11s extended from January 31, 2007 to Seplember 30. 2007.
2. Paragrapn 3. c. sha. read: Grantee must submit all docwnemation for fonal payment on or before the
termination dale 01 this grant of Seplember 30, 2007. Invoices received after Septembor 30, 2007 will not b.
considered for PaymenL
3. The remaining provisions of lI1e contract daled October 19, 2005 and amended June 26, 2006 and
December .20, 2006 remain in full force and effect.
iN WITNESS WHEREOF, !he parti.. ha"" selllleir hands and seal on the day and year nOlI above
written.
(SEAL)
Attest.: Danny L. Kolhage. Cleric
Board of County CornmjsSiOners
af Monroe County
Deputy Clerk
Mayor/Chairman
(CORPORATE SeAl)
Attest;
By.
Secretary
Pr,.rdent / C/1rj/t(L
G~E/V J5o~
~rfn' Name
-
f)rint Name
OR TWO WITNESSES
(1L
(1)
Print Name
(.2)
(2)_
PrInt Name
-
Aml!odmcll! #3
Florid;! KL:ys Land & Sea Tl"\lst Phase IA and IB
t-eb 02 07 04:15p
p.2
FLORIDA KEYS
~. . =~_ I
I c-~
lA~D & SEA TRUST
Crane Point
February 2, 2007
Monroe County Tourist Development Council
District III Advisory Committee
1201 White Street, Suite 102
Key West, FL 33040
Dear Members of the District In Advisory Committee:
The Florida Keys Land and Sea Trust asks for an extension of the completion deadline to
September 30,2007 for our $300,000 Beautification and Enhancement contract. We have
made tremendous progress towards the completion of the contract but due to matters
beyond our control, two specific portions of the contract have been delayed.
Specifically, we have discovered that in order to place our new banner pole signs along
the U.S. 1 right of way adjacent to our property we must acquire the right of way rather
than obtain a permit from the Department of Transportation. Fortunately, we had begun
the lengthy process in 2005 in our interest to beautifY the area and thus it appears that the
sale is eminent. Due however to the complexities of a property sale with the State of
Florida of this nature, we need the extra time to ensure that the transaction with the state
is completed and the signage instaHed.
The second reason for our request involves our dissatisfaction with several aspects of the
various signs being constructed for placement throughout our property. We have sent
back signs that were deemed unacceptable and although we are at present set to install the
signs beginning the later part of this month, history has demonstrated that unforeseen
problems could still arise when working with several manufacturer's located far from our
coun!}.. The additional time will allow us to address any challenges we may encOlmter
should any of the signs be incorrectly manufactured.
Thank you for considering our request and for all your help as we reach the conclusion of
this proj eet.
P.G. Box 500536.5550 Overseas Highway. Marathon, Florida 33050-0t;1ti
AMEND".~NT (Znd AMt:NUMt:N I J I U AuKt:"-t:....~
THIS AMENDMENT to agreement dated the d-..6 day ofOece~ 2006, Is entered into by and between
the Board of County Commissioners for Monroe County, on behalf of the Tourist Development Council, and
Florida Keys land and Sea Trust, Inc.
WHEREAS, there was a contract entered into on October 19. 2005, and Amended on June 21,2006
between the parties. awarding $300,000 to Florida Keys land and Sea Trust, Inc_ for the Beautification and
Enhancement. Phase 1A and Phase 1 B at Museums and Nature Center of Crane Point; and
WHEREAS. Exhibit A needs to be revised to reflect a change to the cost allocation for each segment
of the
project;
NOW, THEREFORE, in consideration of the mutual covenants contained herein the parties agree to
the amended agreement as follows:
1. Exhibit A of the Agreement dated October 19,2005 and Amended on June 21,2006 shall be revised,
and attached hereto.
2. The remaining provisions of the contract dated October 19, 2005 and-amended June 21,2006
remain in full force and effect.
IN WITNESS WHEREOF. the parties have set their hands and seal on the day and year first above
written.
(SEAL)
Attest: Danny L. Kolhage, Clerk
Board of County Commissioners
of Monroe County
~~ c.. ~~~
Deputy Clerk
~~O;~
Mayor/Chainnan
J
(CORPORATE SEAL)
Attest:
Florida Keys Land and Sea Trust, Inc.
By.
Secretary
By
\
\ '/
i/. "
Pre~ctent
..
Print Name
::!vI) C /iL i..~' i /7 f
Print Name
OR TWO WITNESSES
(1)
(1 )
Print Name
(2)
(2)
Print Name
Amc:ndmcnl,,2
Florida Keys land & Seu TruM. Inc. FY 2006 Funding
SUSAN M. G SLEV
ASSISTANT COUNTY ATTORNEY
Date if' /9 "c,
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.
AMENDMENT TO AGREEMENT
THIS AMENDMENT to agreement is made and entered into this dl~ay of
alA.... - 2006, between Monroe County (County) and Florida Keys Land and Sea Trust,
~antee).
WHEREAS, a contract was entered into on October 19, 2005, between the
parties, awarding $300,000.00 to Grantee for the project called Beautification and
Enhancement, Phase 1 A and 1 B at Museums and Nature Center of Crane Point; and
WHEREAS, it has become necessary due to delays caused by Hurricane Wilma,
to extend the contract for an additional period of time to allow the Grantee time to
complete the project;
NOW, THEREFORE, in consideration of the mutual covenants contained herein
the parties agree to the amended agreement as follows:
1. The contract period as outlined in Paragraph 1 is extended from
September 30,2006 to January 31,2007.
2. The remaining provisions of the contract dated October 19, 2005 shall
remain in full force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day
and year first above written.
Florida Keys Land and Sea Trust, Inc.
7:1:- Lv uX'--
Print Nam::t
~"e 1-. ;./.d'!t~1
Print Name
(SEAL)
ATTEST: DANNY L. KOLHAGE, CLERK
BOARD OF COUNTY
COMMISSIONERS OF
MONROE COUNTY, FLORIDA
'~~'
(~_..QJ'f?~'
Deputy Clerk
Florida Keys Land and Sea Trust
Amendment # 1
aJI
t,
; \
Mayor/Cha~~OE COUNTY ATTORNE
APPROVED AS TO FORM:
~.
. //. ",
/ M<.--2.<'~S ".~
. ~_._SL1. ~N_~. GRI LEY
Grant Award AQreement
This AGREEMENT dated the )q ~ay of Q+c bcr 2005, is entered into
by and between the BOARD OF COUNTY COMMISSIONERS FOR MONROE
COUNTY, hereinafter "County" or "GRANTOR," on behalf of the TOURIST
DEVELOPMENT COUNCIL, hereinafter "TDC" and Florida Keys Land and Sea Trust,
Inc., hereinafter "Grantee".
WHEREAS, the third penny of Tourist Development Tax may be used to
acquire, construct, extend, enlarge, remodel, repair or improve, convention centers,
sports stadiums, sports arenas, coliseums, auditoriums, fishing piers, museums,
zoological parks, nature centers and beaches which are publicly owned and operated or
owned and operated by not-for-profit corporations, and
WHEREAS, Grantee owns and contracts to a not-for-profit corporation
for the operation of a museum/nature center open to the public; and
WHEREAS, Grantee has applied for funding for the Beautification and
Enhancement, Phase 1 A and 1 B project; and
WHEREAS, the Grantor and TDC have determined that it is in the best
interest of the County, for purposes of promoting tourism and preserving the heritage of
the community, to construct, remodel and improve the property for use as a museum
and nature center open to the public;
NOW, THEREFORE, in consideration of the mutual covenants and
payments contained herein, the Grantee and the Grantor have entered into this
Agreement on the terms and conditions as set forth below.
1. GRANT AGREEMENT PERIOD. This Agreement is for the period of October 19,
2005 through to September 30, 2006. This Agreement shall remain in effect for the
stated period unless one party gives to the other written notification of termination
pursuant to and in compliance with paragraphs 7,12 and 13 below.
2. SCOPE OF AGREEMENT. The Grantee shall provide the following scope of
services: Labor and materials as are necessary to complete Segment 1: Invasive
Removal, Fence Replacement & Theatre Modifications; Segment 2: Intermediate
Landscaping, Decorative Fencing, Initial Signage and Creature Feature Exhibit;
Segment 3: Wayfinding, Trail Interpretive Signage, Project Management; Segment 4:
Final Signage, Painting & Exhibit Enhancements; Segment 5: Final Landscaping and
Design Management. Segment(s) of the work is/are more particularly described in
EXhibit(s) A, detailing the work and the cost allocable to each segment, attached hereto
and incorporated herein by reference. All work for which grant funds are to be
expended must be completed by the stated termination date of September 30,2006 and
all invoices pertaining to this project shall be submitted to the Finance Department of
Monroe County no later than September 30, 2006 to be considered for payment.
Florida Keys Land and Sea Trust FY 2006
a) There shall be a project manager to acknowledge receipt of goods or work
performed. This Project Manager shall be Mr. Glen Boe, 318 Stirrup Key Blvd,
Marathon, FL 33050 (Telephone: 305-289-0253/Fax: 305-289-0253/e-mail:
Qlenboehome@aol.comj. Should there be a change in the project manager specified in
the Grantee's application, a new project manager shall be designated and notice of the
designation shall be provided to TDC/County.
b) If, and to the extent that, Grantee contracts for any of the work funded under this
Agreement to be performed or completed, Grantee shall give notice to County of the
contractual relationship, provide County with a copy of any and all contracts and shall
require the contractor(s) to comply with all the terms of this contract. Should grantee
contract the work and then decrease the scope of work to be performed by a contractor,
Grantee shall provide County with an amended contract executed by Grantee and its
contractor.
(i) A Grantee which is a governmental entity shall comply with the procurement
regulations and policies to which it is subject, and shall provide Grantor documentation
of the procurement requirements applicable to the project and compliance therewith.
(ii) A Grantee which is a not-for-profit entity shall undergo procurement
processes for those parts of the project to be contracted (not performed by the entity's
employees), which shall, at a minimum, require the acquisition of two written quotes for
work expected to be under $25,000 or a notarized statement as to why such written
quotes were not feasible. For work expected to be $25,000 or more, a competitive bid
process must be performed. County procurement policies and procedures may be
used by the Grantee as a guideline. In the event that the monetary contractual process
commenced prior to the effective date of this funding grant Agreement, and the
guidelines above were not followed, Grantee shall submit with its reimbursement
request a notarized statement which details the Grantee's procurement efforts to ensure
the best service for the most economical price. Grantee shall provide Grantor detailed
documentation of the procurement process used.
c) Grantee shall exercise good internal controls to assure that the project as described
in the funding application shall be completed on a timely basis within the proposed
budget and shall provide to County any certifications, including those by the architect,
engineer, contractor or an independent consultant if necessary, required to establish
that materials which are purported to be applied to the project are in fact so applied.
Further verification shall be required to show that equipment and other fixtures and
personal property covered by this Agreement are delivered to and installed in the
project site. When any permit is required by any governmental agency, copies of plans
and other documents which are submitted to the applicable agency shall be submitted
to the County Engineering Division to enable verification that the scope of services
under this Agreement has been provided.
3. AMOUNT OF AGREEMENT AND PAYMENT. The Grantor shall provide an
amount not to exceed $300,000 (Three Hundred Thousand Dollars) for materials and
services used to construct, remodel and improve the property. Reimbursement request
must show that Grantee has paid in full for materials and services relating to the
2
Florida Keys Land and Sea Trust
segment prior to seeking the 50% (fifty percent) reimbursement from Grantor. Payment
shall be 50% (fifty percent) reimbursement of the total cost of the segment, subject to
the cap on expenditures for that segment as set forth in Exhibit A. Reimbursement can
be sought after each segment of the Agreement is completed and signed by the Monroe
County Engineering Department as outlined in 3.a. The Board of County
Commissioners and the Tourist Development Council assume no liability to fund this
Agreement for an amount in excess of this award. Monroe County's performance and
obligation to pay under this Agreement is contingent upon an annual appropriation by
the SDCC.
a) Payment shall be made upon the completion of a specific segment as outlined in
the Scope of Services and Exhibit A. Payment for expenditures permissible by law and
County policies shall be made through reimbursement to Grantee upon presentation of
Application for Payment Summa/}'- AlA Document G702 or similar certification as
required below for governmental entities and not-for-profit entities, invoices, canceled
checks and other documentation necessa/}' to support a claim for
reimbursement Payment is a 50% (fifty percent) reimbursement of the total cost of each
segment of the project, subject to the cap on expenditures for that segment as set forth
in Exhibit A. Reimbursement can be sought after each segment of the Agreement is
completed and signed by the Monroe County Engineering Department as outlined in
3.a. Included in said documentation shall be proof that the Grantee has received the
property, realty or personalty, for each segment of Agreement as outlined in Exhibit A
and paid an amount equal to or greater than the amount invoiced to the Grantor. " shall
be necessa/}' for the Grantee to contact the County Engineering Division and to arrange
for inspections upon the completion of each segment The documentation needed to
support the payment request shall be in the form necessary for submission and
available to the County engineer at the time of inspection. All submissions for
payment shall have a proposed schedule of values for segment(s) and indicate the
percentage of completion of the overall project as of the submission. This document
should be signed by the project architect, engineer, general contractor or project
manager. Photos of the progress of the work shall also be submitted with the payment
application. "shall be the responsibility of the project architect, engineer, general
contractor or project manager to initiate the communication with the Monroe County
Engineering Division to facilitate the inspection(s) of the segment of the project All
submissions requesting payment shall be approved in writing, and signed, by the
Monroe County Engineering Division as to the completion of the segment of the project
for which payment is requested. The application for payment document must be
certified through a statement signed by an officer of the organization and notarized,
declaring that representations in the invoice are true and factual. Grantee shall also
provide partial releases of liens or certifications of non-lien if applicable. Grantor shall
retain 10% of any payment on work in progress until the Grantee has provided a Final
Release of Lien for each vendor/Contractor for whom payment is requested. For
projects exceeding $25,000 in TDC funding under this Agreement, final payment will not
be made until the fOllowing documents are complete and submitted to the Grantor:
AlA Document
AlA Document
AlA Document
G-702 Application for Payment Summary
G-704 Certificate of Substantial Completion
G-706 Contractor's Affidavit of Debts & Claims
3
Florida Keys Land and Sea Trust
AlA Document G-706A Contractor's Affidavit of Release of Liens
AlA Document G-707 Consent of Surety to Final Payment (when applicable)
Final Release of Lien or Affidavit and Partial Release of Lien
For projects for which TDC funding under this Agreement is $25,000 or less, the AlA
documentation is not required, but sufficient documentation must be submitted to
County to provide similar assurances that the work has been completed and
contractors/suppliers paid.
All payment requests must be submitted no later than the completion of project of
September 30, 2006. Invoices received after September 30, 2006 will not be
considered for payment.
b) Documentation shall be submitted to the TDC Administrative Office to show the
receipt and application of in-kind donations of goods, professional services, and
materials. Said documentation should include invoices, bills of lading, etc., and be
verified as received and applied to the project through a notarized statement of the
project architect, engineer, general contractor or project manager. The receipt and
application to the project of volunteer labor are to be documented and verified by
notarized signature of the project architect, engineer, general contractor or project
manager, and said documentation submitted to the TDC Administrative Office. All
submissions shaIJ identify the items included in Exhibit A and grantee shall complete the
Application for Payment form which is provided within the payment/reimbursement kit
provided to the grantee, listing the schedule of values which are sought to be
reimbursed and shall indicate the percentage of completion of the overall project as of
the submission. This document should be signed by the project architect, engineer,
general contractor or project manager.
Photographs showing progress on project shall be included in any payment request
The Project Manager shall certify delivery to the project site and installation therein of
any goods or services provided other than through an architect, engineer or contractor.
All work performed and goods received on site and incorporated into the project shall be
verified by one of the foregoing.
c) Grantee must submit all documentation for final payment on or before the
termination date of this grant of September 30, 2006. Invoices received after
September 30, 2006 will not be considered for payment.
d) At any time that the documentation requirement policies of Monroe County are
revised, such as to require annual inventory reports for equipment purchased under a
TDC capital project grant, Grantee shall comply thereafter with such increased
requirements, or further funding under the Agreement may be terminated by County.
e) Upon successful completion of this Grant Agreement, the Grantee may retain
ownership of the real and personal property acquired and/or improved with funding
under this Grant Agreement However, the Grantee shall maintain, preserve and
operate the property which was acquired or improved under this Agreement for the uses
and purposes which qualified the Grantee for tourist development tax funding. Grantee
shall complete and sign a Property Reporting Form (provided within
4
Florida Keys Land and Sea Trust
paymenVreimbursement package) for personal property and forward said completed
form with the appropriate invoice to the TDC Administrative Office. Real property
acquired or improved through funding under this Agreement shall remain dedicated for
the purposes set forth herein or for other purposes which promote tourism and
ownership of said property shall be retained by the Grantee. The following terms shall
apply:
(i) The Grantee shall have the use of the property, including both realty and
personalty acquired with funding under this agreement, at the project site for so long as
the facility is operated by Grantee, open to the public, and has a primary purpose of
promoting tourism. At such time as any of the conditions in the preceding sentence
shall cease to exist, the Grantee shall transfer ownership and POssession of equipment
and personal property to a local government or another not-for-profit organization which
is a facility for which tourist development taxes may be used pursuant to Florida Statute
with prior approval from TOC and SOCC.
(ii) At any time that the Grantee: (a) elects to stop the project or otherwise decide not
to place into service for tourist-related purposes the facility acquired, constructed, or
renovated with tourist development tax funding, (b) demolishes the project facility or
divests itself of ownership or possession of the real property, or (c) ceases the use of
the property with a primary purpose of promoting tourism, Grantee shall, pursuant to
the formula set forth hereafter, refund to the County the Tourist Development funding.
This provision shall survive the termination date of all other provisions of this contract
for a period of ten years. Should the demolition, transfer of ownership, or change to a
non-tourist related purpose occur after the facility has been used for tourist-related
purposes for at least three (3) years, the amount of refund shall be pro-rated based on a
useful life of ten (10) years.
(iii) The Grantee is responsible for the implementation of adequate maintenance
procedures to keep the real and personal property in good operating condition.
(iv) The Grantee is responsible for any loss, damage, or theft of, and any loss,
damage or injury caused by the use of, real or personal property or equipment
purchased through funding under this Agreement.
4. RECORDS AND REPORTS. The Grantee shall keep such records as are
necessary to document the perfonnance of the Agreement and expenses as incurred,
and give access to these records at the request of the TDC, the County, the State of
Florida or authorized agents and representatives of said government bodies. The
Grantee shall also provide such access to the personal property and equipment
purchased under this Agreement. It is the responsibility of the Grantee to maintain
appropriate records in accordance with generally accepted accounting principles
consistently applied to insure a proper accounting of all funds and expenditures. The
Grantee understands that it shall be responsible for repayment of any and all audit
exceptions which are identified by the Auditor General for the State of Florida, the Clerk
of Court for Monroe County, the Board of County Commissioners for Monroe County, or
their agents and representatives. In the event of an audit exception, the current fiscal
year grant award or subsequent grant awards will be offset by the amount of the audit
exception. In the event the grant is not renewed or supplemented in future years, the
Grantee will be billed by the Grantor for the amount of the audit exception and shall
promptly repay any audit exception.
Florida Keys Land and Sea Trust
5
(a) Public Access. The County and Grantee shall allow and permit reasonable access
to, and inspection of, all documents, papers, letters or other materials in its possession
or under its control subject to the provisions of Chapter 119, Florida Statutes, and made
or received by the County and Grantee in conjunction with this Agreement; and the
County shall have the right to unilaterally cancel this Agreement upon violation of this
provision by Grantee.
5. MODIFICATIONS AND AMENDMENTS. Any and all modifications of the terms of
this Agreement shall be only amended in writing and approved by the Board of County
Commissioners for Monroe County. The terms, covenants, conditions, and provisions
of this Agreement shall bind and inure to the benefit of the County and Grantee and
their respective legal representatives, successors, and assigns.
6. INDEPENDENT CONTRACTOR. At all times and for all purposes hereunder, the
Grantee is an independent contractor and not an employee of the Board of County
Commissioners of Monroe County. No statement contained in this Agreement shall be
construed as to find the Grantee or any of its employees, contractors, servants or
agents to the employees of the Board of County Commissioners of Monroe County, and
they shall be entitled to none of the rtghts, privileges or benefits of employees of Monroe
County.
(a) No Personal Liability. No covenant or Agreement contained herein shall be
deemed to be a covenant or Agreement of any member, officer, agent or employee of
Monroe County in his or her individual capacity, and no member, officer, agent or
employee of Monroe County shall be liable personally on this Agreement or be subject
to any personal liability or accountability by reason of the execution of this Agreement.
7. COMPLIANCE WITH LAW. In carrying out its obligations under this Agreement, the
Grantee shall abide by all statutes, ordinances, rules and regulations pertaining to or
regulating the provisions of this Agreement, including those now in effect and hereafter
adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute
a material breach of this Agreement and shall entitle the Grantor to terminate this
Agreement immediately upon delivery of written notice of termination to the Grantee.
8. RESTRICTIONS ON AGREEMENTS ENTERED PURSUANT TO THIS
AGREEMENT. The Grantee shall include in all Agreements funded under this
Agreement the following terms:
a) Anti-discrtmination. Contractor agrees that they will not discriminate against any
employees or applicants for employment or against persons for any other benefit or
seNice under this Agreement because of their race, color, religion, sex, nationalorigin,
or physical or mental handicap where the handicap does not affect the ability of an
individual to perform in a position of employment, and to abide by all federal and state
laws regarding non-discrimination.
b) Anti-kickback. Contractor warrants that no person has been employed or retained to
solicit or secure this Agreement upon an Agreement or understanding for a commission,
6
Aorida Keys Land and Sea Trust
percentage, brokerage or contingent fee, and that no employee or officer of the
Contractor has any interest, financially or otherwise, in contractor. For breach or
violation of this warranty, the Contractor shall have the right to annul this Agreement
without liability or, in its discretion, to deduct from the Agreement price or consideration,
the full amount of such commission, percentage, brokerage or contingent fee.
Contractor acknowledges that it is aware that funding for this Agreement is available at
least in part through the County and that violation of this paragraph may result in the
County withdrawing funding for the Project.
c) Hold harmless/indemnification. Contractor acknowledges that this Agreement is
funded at least in part by the County and agrees to indemnify and hold harmless the
County and any of its officers and employees from and against any and all claims,
liabilities, litigation, causes of action, damages, costs, expenses (including but not
limited to fees and expenses arising from any factual investigation, discove/y Or
preparation for litigation), and the payment of any and all of the foregoing or any
demands, settlements or judgments (collectively claims) arising directly or indirectly
from any negligence or criminal conduct on the part of Contractor in the performance of
the terms of this Agreement. The Contractor shall immediately give notice to the
County of any suit, claim or action made against the Contractor that is related to the
activity under this Agreement, and will cooperate with the County in the investigation
arising as a result of any suit, action or claim related this Agreement.
d) Insurance. Contractor agrees that it maintains in force at its own expense a liability
insurance pOlicy which will insure and indemnify the Contractor and the County from
any suits, claims or actions brought by any person or persons and from all costs and
expenses of litigation brought against the Contractor for such injuries to persons or
damage to property Occurring during the Agreement or thereafter that results from
performance by Contractor of the obligations set forth in this Agreement. At all times
during the term of this Agreement and for one year after acceptance of the project,
Contractor shall maintain on file with the County a certificate of the insurance of the
carriers showing that the aforesaid insurance policy is in effect The following
coverage's shall be provided:
1. Workers Compensation insurance as required by Florida Statutes.
2. Commercial General Liability Insurance with minimum limits of $500,000 per
Occurrence for bodily injury, personal injury and property damage.
3. Comprehensive Auto Liability Insurance with minimum limits of $300,000
combined single limit per Occurrence.
The Contractor, the County and the TDC shall be named as additional insured, exempt
workers compensation. The policies shall provide no less than 30 days notice of
cancellation, non-renewal or reduction of coverage.
At all times during the term of this Agreement and for one year after acceptance of the
project, Contractor shall maintain on file with the County a certificate of insurance
showing that the aforesaid insurance coverage's are in effect.
7
Florida Keys Land and Sea Trust
e) Licensing and Permits. Contractor warrants that it shall have, prior to
commencement of work under this Agreement and at all times during said work, all
required licenses and permits whether federal, state, County or City.
f) Right to Audit The Contractor shall keep such records as are necessary to
document the performance of the Agreement and expenses as incurred, and give
access to these records at the request of the TOC, the County, the State of Florida or
authorized agents and representatives of said government bodies.
9. HOLD HARMLESS/INDEMNIFICATION. The Grantee hereby agrees to indemnify
and hold hannless the BOCC/TDC and any of its officers and employees from and
against any and all claims, liabilities, litigation, causes of action, damages, costs,
expenses (including but not limited to fees and expenses arising from any factual
investigation, discovery or preparation for litigation), and the payment of any and all of
the foregoing or any demands, settlements or judgments arising directly or indirectly
under this Agreement The Grantee shall immediately give notice to the Grantor of any
suit, claim or action made against the Grantor that is related to the activity under this
Agreement, and will cooperate with the Grantor in the investigation arising as a resull of
any suit, action or claim related to this Agreement.
(a) Non-Waiver of Immunity. Notwithstanding he provisions of Sec. 286.28, Florida
Statutes, the participation of the County and the Grantee in this Agreement and the
acquisition of any commercial liability insurance coverage, self-insurance coverage, or
local government liability insurance pool coverage shall not be deemed a waiver of
immunity to the extent of liability coverage, nor shall any contract entered into by the
County be required to contain any Provision for waiver.
(b) Privileges and Immunities. All of the privileges and immunities from liability,
exemptions from laws, ordinances, and rules and pensions and relief, disability,
workers' compensation, and other benefits which apply to the activity of officers, agents,
or employees of any public agents or employees of the County, when performing their
respective functions under this Agreement within the territorial limits of the County shall
apply to the same degree and extent to the performance of such functions and duties of
such officers, agents, volunteers, or employees outside the territorial limits of the
County.
t O. NONDISCRIMINATION. County and Grantee agree that there will be no
discrimination against any person, and it is expressly understood that upon a
detennination by a court of competent jurisdiction that discrimination has OCcurred, this
Agreement automatically terminates without any further action on the part of any party,
effective the date of the court order. County or Grantee agree to comply with all Federal
and Florida statutes, and all local Ordinances, as applicable, relating to
nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights
Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color Or
national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC
ss. 1681- 1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3)
Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which
8
Florida Keys Land and Sea Trust
prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of
1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis
of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended,
relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol
Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-
616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss.
690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug
abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as
amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The
Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as maybe amended
from time to time, relating to nondiscrimination on the basis of disability; 10) Any
other nondiscrimination provisions in any Federal or state statutes which may apply to
the parties to, or the subject matter of, this Agreement.
11. ANTI-KICKBACK. The Grantee warrants that no person has been employed or
retained to solicit or secure this Agreement upon an agreement or understanding for a
commission, percentage, brokerage or contingent fee, and that no employee or officer
of the County or TDC has any interest, financially or otherwise, in the said funded
project, except for general membership. For breach or violation of this warranty, the
Grantor shall have the right to annul this Agreement without liability or, in its discretion,
to deduct from the Agreement price or consideration, the full amount of such
commission, percentage, brokerage or contingent fee.
12. TERMINATION. This Agreement shall terminate on September 30, 2006.
Termination prior thereto shall occur whenever funds cannot be obtained or cannot be
continued at a level sufficient to allow for the continuation of this Agreement pursuant to
the terms herein. In the event that funds cannot be continued at a level sufficient to
allow the continuation of this Agreement pursuant to the terms specified herein, this
Agreement may then be terminated immediately by written notice of termination
delivered in person or by mail to Grantee. The Grantor may terminate this Agreement
without cause upon giving written notice of termination to Applicant. The Grantor shall
not be obligated to pay for any services or goods provided by Grantee after Grantee has
received written notice of termination.
13. TERMINATION FOR BREACH. The Grantor may immediately terminate this
Agreement for any breach of the terms contained herein. Such termination shall take
place immediately upon receipt of written notice of said termination. Any waiver of any
breach of covenants herein contained to be kept and performed by Grantee shall not be
deemed or considered as a continuing waiver and shall not operate to bar or prevent
the Grantor from declaring a forfeiture for any succeeding breach either of the same
conditions or of any other conditions. Failure to provide Grantor with certification of use
of matching funds or matching in-kind services at or above the rate of request for
reimbursement or payment by is a breach of Agreement, for which the Grantor may
terminate this Agreement upon giving written notification of termination.
Florida Keys Land and Sea Trust
9
14. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties hereto with respect to the Subject matter hereof and supersedes any and all prior
Agreements with respect to such subject matter between the Grantee and the Grantor.
15. GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES.
This Agreement shall be governed by and construed in accordance with the laws of the
State of Florida applicable to contracts made and to be performed entirely in the State.
(a) Venue. In the event that any cause of action or administrative proceeding is
instituted for the enforcement or interpretation of this Agreement, the County and
Grantee agree that venue will lie in the appropriate court or before the appropriate
administrative body in Monroe County, Florida.
(b) Mediation. The County and Grantee agree that, in the event of conflicting
interpretations of the terms or a term of this Agreement by or between any of them the
issue shall be submitted to mediation prior to the institution of any other administrative
or legal proceeding.
(c) Severability. If any term, covenant, condition or provision of this Agreement (or
the application thereof to any circumstance or person) shall be declared invalid or
unenforceable to any extent by a court of competent juriSdiction, the remaining terms,
covenants, conditions and Provisions of this Agreement, shall not be affected thereby;
and each remaining term, covenant, condition and Provision of this Agreement shall be
valid and shall be enforceable to the fullest extent permitted by law unless the
enforcement of the remaining terms, covenants, conditions and Provisions of this
Agreement would prevent the accomplishment of the original intent of this Agreement
The County and Grantee agree to reform the Agreement to replace any stricken
Provision with a valid Provision that comes as close as Possible to the intent of the
stricken provision.
(d) Attorney's Fees and Costs. The County and Grantee agree that in the event any
cause of action or administrative prOCeeding is initiated or defended by any party
relative to the enforcement or interpretation of this Agreement, the prevailing party shall
be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket
expenses, as an award against the non-prevailing party, and shall include attorney's
fees, courts costs, investigative, and out-of-pocket expenses in appellate proceedings.
Mediation proceedings initiated and COnducted pursuant to this Agreement shall be in
accordance with the Florida Rules of Civil Procedure and usual and customal)l
procedures required by the circuit court of Monroe County.
(e) Adjudication of Disputes or Disagreements. County and Grantee agree that all
disputes and disagreements shall be attempted to be resolved by meet and confer
sessions between representatives of each of the parties. If no resolution can be agreed
upon within 30 days after the first meet and confer session, the issue or issues shall be
discussed at a public meeting of the Board of County Commissioners. If the issue or
issues are still not resolved to the satisfaction of the parties, then any party shall have
the right to seek such relief or remedy as may be provided by this Agreement Or by
Florida law.
Florida Keys Land and Sea Trust
10
(f) Cooperation. In the event any administrative or legal proceeding is instituted
against either party relating to the formation, execution, performance, or breach of this
Agreement, County and Grantee agree to participate, to the extent required by the other
party, in all proceedings, hearings, processes, meetings, and other activities related to
the substance of this Agreement or provision of the seNices under this Agreement.
County and Grantee specifically agree that no party to this Agreement shall be required
to enter into any arbitration proceedings related to this Agreement.
16. ETHICS CLAUSE: Grantee warrants that he has not employed, retained or
otherwise had act on his behalf any former County officer or employee in violation of
Section 2 or Ordinance No. 10-1990 or any County officer or employee in violation of
Section 3 of Ordinance No. 10-1990. For breach or violation of the provision the
Grantor may, at its discretion terminate this Agreement without liability and may also, at
its discretion, deduct from the Agreement or purchase price, or otherwise recover, the
full amount of any fee, commission, percentage, gift, or consideration paid to the former
or present County officer or employee. The County and Grantee warrant that, in respect
to itself, it has neither employed nor retained any company or person, other than a bona
fide employee working solely for it, to solicit or secure this Agreement and that it has not
paid or agreed to pay any person, company, corporation, individual, or firm, other than a
bona fide employee working solely for it, any fee, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this Agreement.
For the breach or violation of the Provision, the Grantee agrees that the County shall
have the right to terminate this Agreement without liability and, at its discretion, to offset
from monies owed, or otherwise recover, the full amount of such fee, commission,
percentage, gift, or consideration.
(a) Covenant of No Interest. County and Grantee covenant that neither presently
has any interest, and shall not acquire any interest, which would conflict in any manner
or degree with its performance under this Agreement, and that only interest of each is to
perform and receive benefits as recited in this Agreement.
(b) Code of Ethics. County agrees that officers and employees of the County
recognize and will be required to comply with the standards of conduct for public officers
and employees as delineated in Section 112.313, Florida Statutes, regarding, but not
limited to, solicitation or acceptance of gifts; doing business with one's agency;
unauthorized compensation; misuse of public position, conflicting employment or
contractual relationship; and disclosure or use of certain information.
17. PUBLIC ENTITY CRIME STATEMENT: A person or affiliate who has been
placed on the convicted vendor list following a conviction for public entity crime may not
submit a bid on an Agreement to provide any goods or seNices to a public entity, may
not submit a bid on a Agreement with a public entity for the construction or repair of a
public building or public work, may not submit bids on leases of real property to public
entity, may not be awarded or perform work as a contractor, supplier, Sub-contractor, or
consultant under a Agreement with any public entity, and may not transact business
with any public entity in excess of the threshold amount provided in Section 287.017, for
Florida Keys Land and Sea Trust
II
CA TEGORY TWO for a period of 36 months from the date of being placed on the
convicted vendor list.
18. AUTHORITY: Grantee warrants that it is authorized by law to engage in the
performance of the activities encompassed by the project herein described. Each of the
signatories for the Grantee below certifies and warrants that the Grantee's name in this
Agreement is the full name as designated in its COrporate charter (if a corporation); they
are empowered to act and contract for the Grantee, and this Agreement has been
approved by the Board of Directors of Grantee or other appropriate authority.
19. LICENSING AND PERMITS: Grantee warrants that it shall have, prior to
commencement of work under this Agreement and at all times during said work, all
required licenses and permits whether federal, state, County or City.
20. INSURANCE: Grantee agrees that it maintains in force at its Own expense a
liability insurance policy which will insure and indemnify the Grantee and the Grantor
from any suits, claims or actions brought by any person or persons and from all costs
and expenses of litigation brought against the Grantee for such injuries to persons or
damage to property Occurring during the Agreement or thereafter that results from
performance by Grantee of the obligations set forth in this Agreement. At all times
during the term of this Agreement and for one year after acceptance of the project,
Grantee shall maintain on file with the Grantor a certificate of the insurance of the
carriers showing that the aforesaid insurance policy is in effect. The following
coverage's shall be provided:
1. Workers Compensation insurance as required by Florida Statutes.
2. Commercial General Liability Insurance with minimum limits of $500,000 per
Occurrence for bodily injury, personal injury and property damage.
3. Comprehensive Auto Liability Insurance with minimum limits of $300,000
combined single limit per Occurrence.
The Grantee, the Grantor and the TDC shall be named as additional insured, except
workers compensation. The policies shall provide no less than 30 days notice of
cancellation, non-renewal or reduction of coverage.
Grantee shall provide, to the County, as satisfactory evidence of the required insurance,
including the insurance policy application and either:
· Original Certificate of Insurance
or
· Certified copy of the actual insurance policy
Or
Florida Keys Land and Sea Trust
12
· Certificate of Insurance e-mailed from Insurance Agent/Company to
County Risk Management (Telephone Maria Slavik at 295-3178 for
details)
An original certificate or a certified copy of any or all Insurance policies required
by this contract shall be filed with the Clerk of the BOCC prior to the contract
being executed by the Clerks office. The Insurance POlicy must state that the
Monroe County BOCC and Monroe County TOC Is the Certificate Holder and
additional Insured for this contract. Insurance should be mailed to:
Monroe County Board of County Commissioners
C/O Risk Management
P.O. Box 1026
Key West, FL 33041
21. NOTICE Any written notice to be given to either party under this Agreement or
related hereto shall be addressed and delivered as follows:
For Grantee: Glen Boe
Florida Keys Land and Sea Trust, Inc.
318 Stirrup Key Blvd
Marathon, FL 33050
For Grantor: Lynda Stuart
Monroe County Tourist Development Council
1201 White Street, Suite 102
Key West, FL 33040
and
Suzanne Hutton, Asst. County Attorney
P.O. Box 1026
Key West, FL 33041-1026
22. CLAIMS FOR FEDERAL OR STATE AID. Contractor and County agree
that each shall be, and is, empowered to apply for, seek, and obtain federal and state
funds to further the purpose of this Agreement; provided that all applications, requests,
grant proposals, and funding solicitations shall be approved by each party prior to
submission.
23. NON-DELEGATION OF CONSTITUTIONAL OR STATUTORY DUTIES. This
Agreement is not intended to, nor shall it be construed as, relieving any participating
entity from any obligation or responsibility imposed upon the entity by law except to the
extent of actual and timely performance thereof by any participating entity, in which
case the performance may be offered in satisfaction of the obligation or responsibility.
Further, this Agreement is not intended to, nor shall it be construed as, authorizing the
13
Florida Keys Land and Sea Trust
delegation of the constitutional or statutory duties of the County, except to the extent
permitted by the Florida constitution, state statute, and case law.
24. NON-RELIANCE BY NON-PARTIES. No person or entity shall be entitled to rely
upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any
third-party claim or entitlement to or benefit of any service or program contemplated
hereunder, and the County and the Grantee agree that neither the County nor the
Grantee or any agent, officer, or employee of either shall have the authority to inform,
counsel, or otherwise indicate that any particular individual or group of individuals, entity
or entities, have entitlements or benefits under this Agreement separate and apart,
inferior to, or superior to the community in general or for the purposes contemplated in
this Agreement.
25. ATTESTATIONS. Grantee agrees to execute such documents as the County
may reasonably require, to include a Public Entity Crime Statement, an Ethics
Statement, and a Drug-Free Workplace Statement.
26. NO PERSONAL LIABILITY. No covenant or Agreement contained herein shall
be deemed to be a covenant or Agreement of any member, officer, agent or employee
of Monroe County in his or her individual capacity, and no member, officer, agent or
employee of Monroe County shall be liable personally on this Agreement or be subject
to any personal liability or accountability by reason of the execution of this Agreement
27. FORCE MAJEURE The Grantee shall not be liable for delay in performance or
failure to complete the project, in whole or in part, due to the OCcurrence of any
contingency beyond its control or the control of its contractors and subcontractors,
including war or act of war whether an actual declaration thereof is made or not, act of
terrorism impacting travel in the United States, insurrection, riot or civil commotion, act
of public enemy, epidemic, quarantine restriction, storm, flood, drought or other act of
God, or act of nature (including presence of endangered animal species which cannot
be timely removed in a safe manner or any act of any governmental authority which
prohibits the project from proceeding as described in the scope of services and
incorporated references and which the Grantee has exercised reasonable care in the
prevention thereof. However, lack of planning for normal and expected weather
conditions for the time of year the project is to be executed shall not constitute an act of
God excusing a delay. Any delay or failure due to the causes stated shall not constitute
a breach of the Agreement; however, the BOCC shall have the right to determine if
there will be any reduction to the amount of funds due to the Grantee after consideration
of all relevant facts and circumstances surrounding the delay in performance or failure
to complete the project within the contract period. Upon demand of TOC or BOCC, the
Grantee must furnish evidence of the causes of such delay or failure. BOCC shall not
pay for any goods received or services provided after the daters) described in
paragraph 1 and Scope of Services.
28. EXECUTION IN COUNTERPARTS. This Agreement may be executed in any
number of counterparts, each of which shall be regarded as an original, all of which
taken together shall constitute one and the same instrument and any of the parties
hereto may execute this Agreement by singing any such counterpart.
14
Florida Keys Land and Sea Trust
29. SECTION HEADINGS. Section headings have been inserted in this Agreement
as a matter of convenience of reference only, and it is agreed that such section
headings are not a part of this Agreement and will not be used in the interpretation of
any provision of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
(SEAL)
ATTEST: DANNYl.KOLHAGE,ClERK
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By: JJ", W {I .lUu l1~t.~
f
Deputy Clerk
By: {.4'A >n ~
Mayor/Chairman
(SEAL)
ATTEST:
Florida Keys Land and Sea Trust, Inc.
By:
rbrJfL?Y/~M
Secretary
Rorida Keys Land and Sea Trust
15
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BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: MARCH 21, 2007
Division:
TDC
Bulk Item: Yes ---K- No
Department:
Staff Contact Person/Phone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval is requested to amend agreement with Marathon Chamber of Commerce to revise scope of
services and compensation.
ITEM BACKGROUND:
TDC to approve same at their meeting of March 14, 2007
PREVIOUS RELEVANT BOCC ACTION:
Original Agreement was approved by BOCC at their meeting of July 19, 2006.
CONTRACT/AGREEMENT CHANGES:
Amend to revise scope of services and compensation.
ST AFF RECOMMENDATIONS:
Approval
TOTAL COST: $120,000 per year ($129,082 FY 2007) BUDGETED: Yes ~ No
COST TO COUNTY: $120,000 per year ($129,082 FY 2007) SOURCE OF FUNDS: TDC
REVENUE PRODUCING: Yes ---K- No
AMOUNT PER MONTH Year
APPROVED BY: County Atty -2L OMB/Purchasing ~
Risk Management X
DOCUMENTATION:
Incl uded
X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 11/06
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Marathon Chamber of Contract # -
Commerce Effective Date: 10/1/06
Expiration Date: 9/30/07 of Amendment
Only
Contract Purpose/Description:
Approval is requested to amend agreement with Marathon Chamber of Commerce to
revise scope of services and compensation.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext. ) (Department/Stop #)
for BOCC meeting on 3/21/07 Agenda Deadline 3/6/07
CONTRACT COSTS
Total Dollar Value of Contract: $ 129,082
Budgeted? Yes~ No D Account Codes:
Grant: $
County Match: $
Current Year Portion: $
119-79010-530340- T79V241X-530340
-
---
ADDITIONAL COSTS
Estimated Ongoing Costs: $~yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REVIEW
Changes ~ ~
Dflte fn Needed v.:. /J /J IJJ.-e i e
Division Director ~1- YesDNoD ~:J ~
RiskManagl'men~, &-ciJ61 YeSDNO~rn St.~J2;
" / t'Vj)' .~ ~ .-/
cr.M.B./Purchasing ~, lo,.YesD No~ _~ (..-- ~
County Attorney ~ YesD Noif S.Grimsley
Date Out
L'/...'1..c01
Comments:
OMB Form Revised 2/27/01 Mep #2
AMENDMENT (1st AMENDMENT) TO AGREEMENT
THIS AMENDMENT to agreement dated the dayof 2007, is entered into
by and between Monroe County, Florida, a political subdivision of the state of Florida ("County"),
and the Marathon Chamber of Commerce, a Florida non-profit corporation ("Provider").
WHEREAS, there was a contract entered into on July 19, 2006 between the parties,
awarding $120,000 to Marathon Chamber of Commerce for Visitor Information Services; and
WHEREAS, the District III Advisory Committee and Tourist Development Council
recommend an addition to the scope of services in the Agreement and an increase in
compensation for the scope of services for the period of February 15, 2007 through to
September 30,2007; and
NOW, THEREFORE, in consideration of the mutual covenants contained herein the
parties agree to the amended agreement as follows:
1. Paragraph 2 of the original Agreement shall be revised to add the following paragraph to
the scope of services:
Scope of Services for the months of February 15, 2007 through to September 30,2007:
r. For the time period of February 15, 2007 to September 30, 2007, Provider shall have a
chamber representative available to greet, assist and gather visitor profile data from
those visitors arriving and departing on commercial airline carriers at the Florida Keys
Marathon Airport. Representative shall be available to provide service seven (7) days a
week (Sunday through Saturday); thirty minutes prior to planes arrival and one hour after
arrival, and one hour prior to departure of planes; with the exception of arrivals or
departures after 5:00 p.m.
2. Compensation addressed in paragraph a. below replaces paragraph 3.a of the original
agreement:
COMPENSATION: Compensation shall be paid, subject to availability of Tourist
Development Tax Funds and approval as follows:
a. The County shall pay to the Provider for services rendered the amount of $120,000.00
(One Hundred and Twenty Thousand Dollars) per year for scope of services outlined in
paragraph 2 a through q. Compensation shall be reviewed prior to the option of two (2)
year extension being exercised. Amount shall be paid in twelve equal (12) monthly
payments per year pursuant to the Florida Local Government Prompt Payment Act upon
receipt of a proper invoice. The County shall pay to the Provider for services rendered
the amount of $9,082 (Nine Thousand and Eighty Two Dollars) for the time period of
February 15, 2007 through to September 30, 2007 for scope of services outlined in
paragraph 2 r. The amount of $500.00 (five hundred dollars) shall be paid for the month
of February 2007 and an amount of $1,226.00 (one thousand, two hundred and twenty
six dollars) shall be paid in seven equal (7) monthly payments for the period of March 1,
Amendment # I
Marathon Chamber of Commerce
2007 through to September 30, 2007 pursuant to the Florida Local Government Prompt
Payment Act upon receipt of a proper invoice. The payment shall occur after TDC's
administrative office verifies and certifies that the requirements and data as set forth
within the agreement entered into by and between Provider and the County have been
fully performed. Payment under this agreement is contingent upon annual appropriation
by the County.
3. In the event commercial airline service ceases to be provided to and from the Marathon
Airport, the services provided in Paragraph 2r shall cease and the compensation for
those services shall be terminated. If such services are terminated, the Provider shall be
compensated for any portion of a month for which services were rendered on a pro rata
basis.
4. The remaining provisions of the contract dated July 19, 2006 remain in full force and effect.
IN WITNESS WHEREOF, the parties have set their hands and seal on the day and year
first above written.
(SEAL)
Attest: Danny L. Kolhage, Clerk
Board of County Commissioners
of Monroe County
Deputy Clerk
Mayor/Chairman
(CORPORATE SEAL)
Attest:
Marathon Chamber of Commerce
Secretary
By &-1ftJ-G ~~
President
~-t?~CI(C ~ ~f}.J~) J
Print Name
By.
Print Name
OR TWO WITNESSES
(1 )
(1 )
(2)
(2)
Print Name
Print Name
Amendment # I
Marathon Chamber of Commerce
MONROE COUNTY ATTORNEY
APPROVED AS TO FORM:
j ~. (l '", '<
~ ~~~AN ~~G~~S~C~
ASSISTANT COUNTY ATTORNEY
Date ~ - /1 -c' 7
AGREEMENT FOR
VISITOR INFORMATION SERVICES
THIS AGREEMENT ("Agreement") is entered into this /1"'- dayof;[, J!__
, 2006, by and between Monroe County, Florida, a political subd~Of the
state of Florida ("County"), and the Marathon Chamber of Commerce, a Florida non-profit
corporation ("Provider").
WITNESSETH:
WHEREAS, Provider is uniquely qualified to provide Visitor Information Services
("VIS") to answer potential visitor inquiries and to promote tourism; and
WHEREAS, Provider has been furnishing Visitor Information Services to County for
thirteen years; and
WHEREAS, County and Provider currently have a contractual arrangement for
services through September 30, 2006; and
WHEREAS, the Tourist Development Council ("TOC"), an advisory board to County's
Soard of County Commissioners ("SOCC") has recommended to County that a new contract
for Visitor Information Services be entered into with Provider; and
WHEREAS, County desires to enter into this Agreement for Visitor Information
Services with Provider;
NOW THEREFORE, in consideration of the mutual covenants contained herein, the
parties agree as follows:
1. TERM: The term of this Agreement is for a period of three years beginning
October 1, 2006 and expiring on September 30, 2009. The Agreement may be extended for
a period of two years by agreement of the parties.
2. SCOPE OF SERVICES: The Provider shall, pursuant to this Agreement,
provide Visitor Information Services as described herein:
a. The Provider shall respond to all telephone inquires from generic and district toll free
number(s), and from its (305) line(s) with information about the Florida Keys and any
specified district destination.
b. The Provider shall retrieve and record all information from callers or e-mail inquiries
resulting in mail fulfillment required by the VIS software program, which includes the
name, address and zip code of the caller. The Provider shall request all callers and e-
mail inquirers complete the TOC Visitor Inquiry Survey. Provider shall verbally survey
consenting callers on a list of questions provided by the TOC and shall record the
visitor responses in the VIS software, according to Exhibit A attached hereto. The TOC
Marathon Chamber of Commerce 2006
may request that Provider refer e-mail inquiries to a web survey in its return
correspondence via web link provided by the TOC.
c. Provider shall respond to all e-mail (Internet) inquiries for fulfillment requests and
interact with potential visitors requests for destination information.
d. Provider shall give the TOC official website address www.fla-keys.com as the first
response for destination web site information and shall introduce the official TOC
website to all caller and e-mail inquiries as a source for further information on the
destination. This provision shall not preclude provider from introducing its own web
site as a secondary source of information.
e. Provider shall respond to all telephone and Internet inquiries for the benefit of Monroe
County as a whole and not for the benefit of Provider or its members. Provider shall
not discriminate between chamber and non-chamber members in its responses where
generic/district materials are provided by the TOC to Provider.
f. Provider may make referrals to lodging accommodations; however, it shall do so only
pursuant to a system that provides fair and equitable distribution of referrals to all
entities in Provider's district which collect and remit to the County the tourist
development tax, with no preferential treatment for any entity having a business
relationship with the referral service of Provider. Further, such referral service system
shall require the referral service Provider, for itself and any sub-contractor, whether
the Chamber of Commerce or a contractor thereof, to have and maintain the following:
(i) a binding agreement to hold harmless and indemnify the County from any
claims of liability, loses and causes of action which may arise out of or as a
result of the referrals;
(ii) general liability insurance with a minimum of $1 million coverage which
includes Monroe County as a named insured; and
(iii) a written policy outlining the system the Provider utilizes to ensure fair and
equitable distribution of referrals. The policy shall be provided to County
upon request.
g. All visitor-related collateral requests shall be entered into the TOC VIS system on a
daily basis by Provider to be downloaded by the TOC. Provider may produce
collateral material for its district and provide mail fulfillment of said material internally
or by subcontract. This provision shall not preclude the Provider from downloading
visitor data entered by Provider into the TOC VIS system to create or maintain visitor
mailing lists.
h. Provider is prohibited from distributing visitor name and address information recorded
from visitor collateral requests to third parties without the express verbal or written
consent of the visitors. Provider shall provide to the TOC administrative office a
distribution list of those parties receiving visitor names and addresses with the monthly
reimbursement request. Provider shall at all times comply with the
Telecommunications Act, relevant Postal Regulations or other regulations regarding
Marathon Cham her of Commerce 2006
2
third party mail distribution. The TDC VIS software program will provide a recording
mechanism which Provider may use to designate visitors who have affirmatively
indicated a desire to receive collateral material from a third party. The Provider shall
have and maintain a binding agreement to hold harmless and indemnify the County
from any claims of liability, identity theft, bodily harm, loss of life, losses and causes of
action which may arise out of or as a result of the distribution of visitor information by
the Provider to a third party. This provision shall not preclude the distribution of district
collateral material by a firm subcontracted by the Provider as outlined in paragraph
2.h. of this contract.
i. The provider shall provide live telephone and Internet service, the minimum of which
shall be as follows: 9:00 a.m. to 5:00 p.m. Monday to Sunday. The Provider may be
closed on New Year's Day, Easter Sunday, Memorial Day, Independence Day, Labor
Day, Thanksgiving Day, Christmas Even and Christmas Day. Sub-contracted live
operator(s), voicemail, answering machine or similar procedures will be provided to
capture required information during off hour operation.
j. The Provider shall provide Visitor Information Services to visitors walking into the
facility during the regular working hours of 9:00 a.m. to 5:00 p.m. Monday to Sunday.
The Provider may be closed on New Year's Day, Easter Sunday, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day, Christmas Even and Christmas
Day.
k. Provider may cease fulfillment of service minimum as outlined in items i and j in this
contract following an official ordered evacuation of Monroe County residents in its
district without penalty or loss of compensation by the County. Further, in the event of
a tropical storm warning or hurricane warning to Monroe County, Provider may at its
discretion adjust its hours of operation to ensure the safety of its staff and facility
without penalty or loss of compensation by the County. In the event of closure due to
weather events as outlined above, Provider shall not be required to resume
contractual service minimum until such a time as:
i. tropical storm and/or hurricane warnings for its district have been lifted
ii. resident evacuation orders for its district have been lifted
iii. Provider has determined its facility has adequate resources (such as power)
and is by its determination sufficiently safe to resume its operations.
Subcontracted live operator(s), voicemail, answering machine or similar procedures
shall be furnished by Provider to capture required information in the event of
unforeseen and unscheduled closing of its operations. This procedure shall be able to
function independent of primary power to operation location for a minimum of 60
hours.
Providers who are able to remain operational when weather events force closure of
other providers shall upon request service calls re-routed by TDC.
Marathon Chamber of Commerce 2006
3
l. The Provider shall provide fast Internet access to the TDC web site and TDe VIS
software web application for all staff members fulfilling Visitor Information Service
program requirements as outlined in this contract. The Provider shall be responsible
for the provision and proper maintenance of computer equipment and Internet
connections utilized by the staff members to access the Internet in fulfillment of Visitor
Information Services requirements. The TDC shall be responsible for the provision
and proper maintenance of the VIS software.
m. The Visitor Information Service program is subject to review and periodic change by
the Monroe County Tourist Development Council. Any significant change resulting in
substantial costs and/or time in the scope of services requires the written and signed
consent of both parties as an amendment to this Agreement.
n. The toll-free numbered telephone lines for which the tourist development tax pays
shall be used only for tourism-related business purposes.
o. County shall provide the toll-free number phone lines and routing services to handle
the required by this Agreement.
p. County shall provide e-mail access from the TDC website directly to the Chambers of
Commerce.
q. Provider shall distribute to all Chambers of Commerce in Monroe County and to the
TDC, at a mutually agreed upon time and frequency, a list of the most frequently
asked questions by visitors about its district and the recommended tourism operator
responses. The TDC may also furnish to the Provider a list of visitors' frequent
generic destination questions and the recommended tourism operator responses.
(See EXHIBIT B for an example list) Provider is required to review any such
documents that are received from other Providers or from the TDC. Provider shall
disseminate the information to staff for training purposes.
3. COMPENSATION: Compensation shall be paid, subject to availability of
Tourist Development Tax Funds and approval as follows:
a. The County shall pay to the Provider for services rendered the amount of $120,000.00
(One Hundred and Twenty Thousand Dollars) per year. Compensation shall be
reviewed prior to the option of two (2) year extension being exercised. Amount shall be
paid in twelve equal (12) monthly payments per year pursuant to the Florida Local
Government Prompt Payment Act upon receipt of a proper invoice. The payment shall
occur after TDC's administrative office verifies and certifies that the requirements and
data as set forth within the agreement entered into by and between Provider and the
County have been fully performed. Payment under this agreement is contingent upon
annual appropriation by the County.
b. If the option to extend the contract for an additional two years is exercised by the
parties, the annual contract amount may be adjusted in accordance with the
\;1urathon Chamber of Commerce 2006
4
percentage change in the Consumer Price Index (CPI) for Wage Earners and Clerical
Workers in the Miami, Florida area, from January through December 31 of the
previous year.
c. Periodic monitoring efforts shall be conducted by the TDC for the purposes of system
review and compliance of agreement requirements. Monroe County's performance
and obligation to pay under this contract, is contingent upon an annual appropriation
by the SOCC.
4. INDEMNIFICATION: Except as allowed by law, and subject to the provisions of
Florida Statute Section 768.28, County shall indemnify and hold Provider harmless from any
suits, claims, damages, costs, or expenses arising in connection with furnishing false,
defamatory, or otherwise objectionable advertising material, including material which invades
the privacy of individuals, which advertising material has been suggested, ordered or
approved by TDC.
Provider covenants and agrees to indemnify and hold harmless Monroe County Soard of
County Commissioners from any and all claims for bodily injury (including death), personal
injury, and property damage (including property owned by Monroe County) and any other
losses, damages, and expenses (including attorney's fees) which arise out of, in connection
with, or by reason of seNices provided or not provided by Provider or any of its
Subcontractor(s) in any tier, occasioned by the negligence, errors, or other wrongful act of
omission of the Provider or its Subcontractors in any tier, their employees, or agents.
In the event that the seNice is delayed or suspended as a result of the Provider's failure to
purchase or maintain the required insurance, the Provider shall indemnify the County from
any and all increased expenses or lost revenue resulting from such delay. The first ten
dollars ($10.00) of remuneration paid to the Provider is for the indemnification provided for
above. The extent of liability is in no way limited to, reduced, or lessened by the insurance
requirements contained elsewhere within this agreement. The provisions of this section shall
sUNive the expiration or earlier termination of this agreement.
5. APPROVAL AND CHANGES: The TDC shall have the sole and exclusive right
to approve or reject changes to the software program, format of questions required to be
asked of callers, and other program requirements of the Visitor Information System, in which
case the TDC's directions shall be immediately implemented. Periodic monitoring efforts
shall be conducted by the TDC for the purposes of system review with feedback to Provider
to encourage improvement in the quality of seNice in conjunction with modifications to
established standards and training tools made available by TDC to the Provider.
6. RECORDS - ACCESS AND AUDITS: Separate and apart from the Provider's
normal business records, the Provider shall maintain books, records and documents
concerning the contracted seNices. These records shall be maintained in compliance with
generally accepted accounting principles and such records must remain available for at least
five (5) years after completion of this Contract. The Provider shall provide TDC/County
access to any of the books, records or documents concerning the contracted seNices during
regular business hours, upon reasonable notice. In the event such inspection by
~1arathon Chambcr of Commcrcc 2006
5
TOC/County reveals a substantial failure on the part of the Provider to carry out the
contracted services, the TOC/County shall make a written demand upon the Provider to
repay a reasonable amount of the funds received by the Provider for the unfulfilled
contracted services. The TOC/County and Provider agree to attempt to resolve such
exceptions/repayments in good faith. In addition, these records are subject to disclosure
pursuant to Chapter 119 of the Florida Statutes. Provider shall cooperate with County in
furnishing these records if requested.
7. TERMINA TION: Either party shall have the right to cancel this Agreement at its
sole discretion with or without cause upon one hundred and twenty (120) days prior written
notice to the other party. Upon any termination including the natural termination of this
Agreement, Provider shall deliver to the County all papers, software, equipment and other
material related to the work performed under this contract.
8. DISCLOSURE OF INTERESTS: The Provider agrees that it has provided to
the County prior to the execution of this Agreement written disclosure of any existing
financial interest in the business of its suppliers or Provider's subcontractor's utilized in
fulfillment of this Agreement, and shall disclose said interests as they may arise from time to
time. The Provider shall be required to list any or all potential conflicts or interest, as defined
by Florida Statutes Chapter 112 and Monroe County Code and shall disclose to the County
and TOC all actual or proposed conflicts of interest, financial or otherwise, direct or indirect,
involving any client's interest which may conflict with the interest of the County and TOC.
9. LAWS AND REGULATIONS: Provider shall comply fully with all Local, State
and Federal laws and regulations, including state and local licensing laws and ordinances.
10. TAXES: The County and TOC are exempt from Federal Excise and State of
Florida Sales Tax. The County is not responsible for any taxes incurred by Provider.
11. FINANCE CHARGES: The County and TOC will not be responsible for any
finance charges.
12. FORCE MAJEURE: Provider shall not be liable for delay in performance or
failure to perform, in whole or in part, the services due to the occurrence of any contingency
beyond its control or the control of any of its subcontractors or suppliers, including labor
dispute, strike, labor shortage, war or act of war, whether an actual declaration thereof is
made or not, insurrection, sabotage, riot or civil commotion, act of public enemy, epidemic,
quarantine restriction, accident, fire, explosion, storm, flood, drought or other act of God, act
of any governmental authority, jurisdictional action, or insufficient supply of fuel, electricity, or
materials or supplies, or technical failure where Provider has exercised reasonable care in
the prevention thereof, and any such delay or failure shall not constitute a breach of this
Agreement.
13. ASSIGNMENT: The Provider shall not assign, transfer, convey, sublet or
otherwise dispose of this contract, or of any or all of its rights, title or interest therein or
information generated or collected in the performance of this agreement (other than
Marathon Chamber of Commerce 2006
6
responses to public information requests from any person or entity whether in or out of
state), without prior written consent of the County and TDC.
14. COMPLIANCE WITH LAWS-NONDISCRIMINATION: The Provider shall
comply with all international, federal, state and local laws and ordinances applicable to the
work or payment for work thereof, and shall not discriminate on the grounds of race, color,
religion, sex, age, or national origin in the performance of work under this Agreement. This
Agreement shall be subject to all international, federal, state, and local laws and ordinances
concerning discrimination.
15. INSURANCE: The Provider shall maintain the following required insurance
throughout the entire term of this contract and any extensions. Failure to comply with this
provision may result in the immediate suspension of all work until the required insurance has
been reinstated or replaced. Delays in the completion of work resulting from the failure of the
Provider to maintain the required insurance shall not extend any deadlines specified in this
contract and any penalties and failure to perform assessments shall be imposed as if the
work had not been suspended, except for Provider's failure to maintain the required
insurance.
The Provider shall provide, to the County, as satisfactory evidence of the required insurance,
either:
*
Certificate of Insurance
or
* A Certified copy of the actual insurance policy
The County, at its sole option, has the right to request a certified copy of any or all insurance
policies required by this contract.
All Insurance policies must specify that they are not subject to cancellation, non-
renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior
notification is given to the County by the insurer. The acceptance and/or approval of the
Provider's insurance shall not be construed as relieving the Provider from any liability or
obligation assumed under this contract or imposed by law.
The Monroe County Board of County Commissioners, its employees and officials will
be included as "Additional Insured" on all policies, except for Workers' Compensation. Any
deviations from these General Insurance Requirements must be requested in writing from the
County. Such requests shall be prepared from the County's form entitled "Request for
Waiver of Insurance Requirements" and approved by Monroe County Risk Management.
A. Prior to the commencement of work governed by this contract the Provider shall
obtain Workers' Compensation Insurance with limits sufficient to respond to Florida Statute
440.
In addition, the Provider shall obtain Employers' Liability Insurance with limits of
not less than:
$100,000 Bodily Injury by Accident
$500,000 Bodily Injury by Disease, policy limits
$100,000 Bodily Injury by Disease, each employee
Coverage shall be maintained throughout the entire term of the contract.
Marathon Chamber of Commerce 2006
7
Coverage shall be provided by a company or companies authorized to transact
business in the state of Florida and the company or companies must maintain a minimum
rating of A-V1, as assigned by the A.M. Best Company.
B. Prior to the commencement of work governed by this contract, the Provider
shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of
the contract and include, as a minimum:
. Premises Operations and Contents
. Products and Completed Operations
. Blanket Contractual Liability
. Personal Injury Liability
. Expanded Definition of Property Damage
The minimum limits acceptable shall be:
$1,000,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$ 500,000 per person
$1,000,000 per Occurrence
$ 100,000 Property Damage
An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its
provisions should include coverage for claims filed on or after the effective date of this
contract. In addition, the period for which claims may be reported should extend for a
minimum of twelve (12) months following the acceptance of work by the County.
The Monroe County Board of County Commissioners shall be named as Additional
Insured on all policies issued to satisfy the above requirements.
16. GOVERNING LAWNENUE: This Agreement shall be governed by and
construed in accordance with the laws of the State of Florida applicable to contracts made
and to be performed entirely in the State.
In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of the agreement, the County and Provider agree that venue
shall lie in the appropriate court or before the appropriate administrative body in Monroe
County, Florida. This Agreement shall not be subject to arbitration.
The County and Provider agree that, in the event of conflicting interpretation of the terms or a
term of this Agreement by or between any of them the issue shall be submitted to mediation
prior to the institution of any other administrative or legal proceedings.
17. ENTIRE AGREEMENT: This writing embodies the entire Agreement and
understanding between the parties hereto, and there are not other agreements and
understandings, oral or written, with reference to the subject matter hereof that are not
merged herein and superseded. In order to be effective, any amendment to this Agreement
shall be in writing, approved by the Board of County Commissioners of Monroe County, and
executed by both parties.
Marathon Chamber of Commerce 2006
8
18. PROPERTY RIGHTS: The County shall own all equipment and materials
supplied for the Visitor Information Services program including computer hardware and
software. For the purposes of the public records act, all data entered into the Monroe County
Tourist Development Council's computer network system shall be County material.
19. SEVERABILITY: If any provisions of this Agreement shall be held by a Court
of competent jurisdiction to be invalid or unenforceable, the remainder of this agreement, or
the application of such provision other than those as to which it is invalid or unenforceable,
shall not be affected thereby; and each provision of this Agreement shall be valid and
enforceable to the fullest extent permitted by law.
20. NOTICE: Any notice required or permitted under this Agreement shall be in
writing and hand delivered or mailed, postage prepaid, to the other party by certified mail,
returned receipt requested, to the following:
FOR COUNTY
Executive Director, TDC
1201 White Street, Suite 102
Key West, FL 33040
AND
Monroe County Attorney
PO Box 1026
Key West, FL 33041
FOR PROVI DER
President
Marathon Chamber of Commerce
12222 Overseas Highway
Marathon, FL 33050
21. AUTHORITY: Each of the signatories for the Provider below certifies and
warrants that:
a) The Provider's name in the Agreement is the full name as designated in its
corporate charter.
b) They are empowered to act and contract for the Provider.
c) This Agreement has been approved by the Provider's Board of Directors.
22. ETHICS CLAUSE: Provider warrants that it has not employed, retained or
otherwise had act on its behalf any former County officer or employee in violation of Section
2 of Ordinance No. 10-1990 or any County officer or employee in violation of Section 3 of
Ordinance No. 10-1990. For breach or violation of the provision the County may, at its
discretion terminate this contract without liability and may also, at its discretion, deduct from
the contract or purchase price, or otherwise recover, the full amount of any fee, commission,
percentage, gift, or consideration paid to the former or present County officer or employee.
23. PUBLIC ENTITY CRIME STATEMENT: A person or affiliate who has been
placed on the convicted vendor list following a conviction for public entity crime may not
submit a bid on a contract to provide any goods or services to a public entity, may not submit
a bid on a contract with a public entity for the construction or repair of a public building or
public work, may not submit bids on leases of real property to public entity, may not be
Marathon Chamher of Commerce 2006
9
awarded or perform work as a contractor, supplier, subcontractor, or consultant under a
contract with any public entity, and may not transact business with any public entity in excess
of the threshold amount provided in section 287.017, for CATEGORY TWO for a period of 36
months from the date of being placed on the convicted vendor list. By execution of this
document, Provider states that it is not disqualified by the statement above.
IN WITNESS WHEREOF, the parties hereto have executed this agreement the day
and year first above written
(SEAL)
Attest: Danny L. Kolhage, Clerk
Board of County Commissioners
of Monroe COU91
G~
Deputy Clerk
Mayor/Chairman
(CORPORATE SEAL)
Marathon Chamber of Commerce
Attest:
By.
Secretary
~
By .~~~ -c: 1:' d<
F'../ President
~}-S ;-k"-;1 jtt1C!771AJk">?
Print Name
Print Name
OR
(1) Witness
Print Name
(2) Witness
Print Name
10
Marathon Chamber of Commerce 2006
Exhibit A
*(Example)
Mail Fulfillment Required Data
o Name
o Business Name (if Travel Agent or Business Address)
o Street Add ress
o Zip Code
o City
o State or Province
o County (if non U.S.)
Visitor Information Survey
o What kinds of activities are you interested in?
a. Fishing Offshore b. Fishing Back Country
c. Diving d. Snorkeling
e. Marinas f. Sailing
g. Boat Rentals h. Attractions
i. Dining/Entertainment j. Weddings/Honeymoons
k. Real Estate/Relocation I. Coupon Book
m. Guided/Nature Tours n. Water Sports
o. Special Events p. Fishing Tournament
o What kinds of accommodations are you interested in?
a. Hotels/Motels b. B&Bs/Guesthouses
c. Vacation Rentals d. Campground/R.V. Parks
o Are you a travel agent or consumer?
o What month are you planning to travel to the Florida Keys?
o How are will you be traveling?
a. Commercial Airline
c. Automobile
e. RV
g. Cruise ship
i. Undecided
b. Private Plane
d. Tour bus
h. Private Boat
h. Fly/Drive
o How long will you stay?
o How many people will be in your travel party? Children under 17?
o What number did you dial to reach us today?
o Do you recall seeing any advertising for the Florida Keys and Key West in the past 3
months? Generic type and specific source.
~ Would you like a brochure?
*Example - questions may be modified without amendment to Agreement
i'v1arathon Chamber of Commerce 2006
11
Exhibit B
*(Example)
Generic Destination
Frequently Asked Visitor Questions & Appropriate Responses
0.1. How long does it take to see the entire Florida Keys?
A.1 . About one to two weeks
0.2. How can I get to the Florida Keys?
A.2. The Florida Keys are directly accessible by plane, via our two airports Marathon and
Key West, car, bus, ferry and Cruise Ship. You can also travel to nearby destinations
in Florida via train, plane, bus, etc. and continue on to the Keys through a rented car,
shuttle service, ferry or bus.
0.3. Is there a web site where I can find more information on the Florida Keys?
A.3. Yes, www.fla-keys.com.
0.4. How long does it take to get to the Keys? All times and distance are to Upper Keys.
Add one hour to times for Middle Keys and two hours to times for Lower Keys.
A.4. City, State
Miami, FL
Ft. Myers, FL
Tampa, FL
Orlando, FL
Gainesville, FL
Tallahassee, FL
Jacksonville, FL
Savannah, GA
Macon, GA
Charleston, SC
Atlanta, GA
Pensacola, FL
Montgomery, AL
Birmingham, AL
Charlotte, NC
New Orleans, LA
Louisville, KY
Miles
50
200
300
280
380
530
490
530
630
630
700
720
740
860
884
910
1,140
Kilometers
80
320
480
450
610
850
780
850
1,010
1,010
1,120
1,150
1,200
1,370
1 ,400
1,500
1,824
Driving Time
1 hour
4 hours
6 hours
6 hours
8 hours
10 hours
10 hours
11 hours
13 hours
13 hours
14 hours
14 hours
15 hours
17 hours
18 hours
18 hours
23 hours
a.5. Do you know of any special deals or bargains?
A.5. If you know of any special deals or bargains from accommodations please provide to
the caller, else state: Special deals or bargains can generally be found in our off-
season. Accommodations prices generally begin reducing during the early summer
months and are lowest generally during the fall. However, special events or holidays
can affect prices.
Marathon Chamber of Commerce 2006
12
0.6. I've heard there is a hurricane/tropical storm headed for the Florida Keys, how can I
get more information?
A.6. You can visit the official Florida Keys and Key West website, www.fla-keys.com. for
information such as any storm warnings affecting the Florida Keys, answers to
frequently asked questions about hurricanes and other tips for visitor safety. You can
also tune into the Weather Channel for the Tropical update at 50 minutes past the
hour.
0.7. Do you have any Gay friendly accommodations?
A. 7. All of the Florida Keys are Gay friendly. The Destination Guide can provide you with a
list of accommodations designated as Gay Friendly in your district. Also, offer to send
caller a copy of the Destination Guide.
0.8. What types of accommodations do you have?
0.8. Provide caller with categories of accommodation types available in your area, such as
Hotels, Motels, Bed and Breakfasts, Guest Houses, RV parks, Campgrounds. Also
use descriptive terms of accommodations in your area where appropriate. For
example, large chain hotels to Mom & Pop type hotels, quaint B&Bs and guest
houses, waterfront RV parks & campgrounds, etc.
0.9. What types of restaurants do you have?
0.9. Highlight unique dining experiences of the Florida Keys and Key West, such as local
seafood or conch-fusion cuisine, while also providing caller with some general
restaurant types available in your area. Examples of restaurant types include: Fine
dining, family style, pubs, diners, fast food, ethnic, seafood, vegetarian, cafeteria style,
cafes, chain, fast food, etc. Also use descriptive terms for restaurants in your area
were appropriate. For example, "We have many wonder dining choices including
restaurants specializing in our famous local cuisine which infuses Cuban, Bohemian
and American specialties, fresh local seafood, fine-dining, family-style and casual
restaurants. "
In addition, Operators should be able to provide information appropriate to their
area for the following questions:
Q.10. Is there any nightlife available?
0.11. What type of family activities are there?
Q.12. Where can I (snorkel, dive, fish, swim, sail, visit the reef)?
Q.13. Do you have any special events going on?
0.14. Are there any pet friendly accommodations?
*Example - questions may be modified without amendment to Agreement
Marathon Chamber of Commerce 2006
13
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: MARCH 21, 2007
Division:
TDC
Bulk Item: Yes ---K- No
Department:
Staff Contact PersonlPhone #: Maxine Pacini
296-1552
AGENDA ITEM WORDING:
Approval of an Agreement with the Islamorada Village of Islands in an amount not to exceed $55,000,
DAC IV, FY 2007 Capital Resources for the Hurricane Monument Renovation project.
ITEM BACKGROUND:
TDC approved same at their meeting of November 14,2006
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
New Agreement
ST AFF RECOMMENDATIONS:
Approval
TOTAL COST:
$55,000
BUDGETED: Yes ~ No
COST TO COUNTY: $55,000
SOURCE OF FUNDS:
TDC
REVENUE PRODUCING: Yes X No
AMOUNTPERMONTH_ Year
APPROVED BY: County Atty -2L OMB/Purchasing ~
Risk Management X
DOCUMENTATION:
Included X
Not Required_
DISPOSITION:~
AGENDA ITEM #
Revised 11106
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: lslamorada Village ofIslands Contract # -
Effective Date: 3/21/07
Expiration Date: 9/30/07
Contract Purpose/Description:
Approval of an Agreement with the Islamorada Village of Islands in an amount not to
exceed $55,000, DAC IV, FY 2007 Capital Resources for the Hurricane Monument
Renovation proiect.
Contract Manager: Maxine Pacini 3523 TDC # 3
(Name) (Ext. ) (Department/Stop #)
for BOCC meeting on 3/21/07 Agenda Deadline 3/6/07
CONTRACT COSTS
Total Dollar Value of Contract: $ 55,000
Budgeted? Yes~ No D Account Codes:
Grant: $
County Match: $
Current Year Portion: $
120-70040-530340- T70 1-602-X-530340
ADDITIONAL COSTS
Estimated Ongoing Costs: $~yr For:
(Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.)
CONTRACT REV
Date Out
Changes
?rte ln Needed
Division Director ~1- YesD NoEl
Risk Man~~me~1 ~-~J.{) 7 Y esD No~
tt ~.~ /~
O.M.B./Purc~sing ~01'YesDNod ~ I~d
County Attorney ~1- Y esD No~ S.Grimsley
Comments:
OMB Form Revised 2/27/01 Mep #2
Grant Award AQreement
THIS AGREEMENT (Agreement) is entered into this day of
, 2007 by and between MONROE COUNTY, a political subdivision of the state of
Florida (County) and ISlamorada, Village of Islands a municipal corporation organized
pursuant to the laws of the state of Florida.
WHEREAS, the third penny of Tourist Development Tax may be used to
acquire, construct, extend, enlarge, remodel, repair or improve, convention centers, sports
stadiums, sports arenas, coliseums, auditoriums, fishing piers, museums, zoological parks,
nature centers, beach improvements and beach park facilities which are publicly owned
and operated or owned and operated by not-for-profit corporations, and
WHEREAS, Grantee has applied for funding for the Hurricane Monument
Renovation project; and
WHEREAS, the Grantor and TDC have determined that it is in the best
interest of the County, for purposes of promoting tourism and preserving the heritage of
the community, to attract tourists, to renovate the property for use as an outdoor museum
open to the public;
.
NOW, THEREFORE, in consideration of the mutual covenants and
payments contained herein, the Grantee and the Grantor have entered into this Agreement
on the terms and conditions as set forth below.
1. GRANT AGREEMENT PERIOD. This Agreement is for the period of March 21,
2007 through to September 30, 2007. This Agreement shall remain in effect for the stated
period unless one party gives to the other written notification of termination pursuant to and
in compliance with paragraphs 7,12 and 13 below.
2. SCOPE OF AGREEMENT. The Grantee shall provide the following scope of
services: Seqment 1: Complete landscape architect plan; Tree and shrub removal and/or
relocation; Hardscape installation; landscape installation. Segment(s) of the work is/are
more particularly described in Exhibit(s) A, detailing the work and the cost allocable to
each segment, attached hereto and incorporated herein by reference. All work for which
grant funds are to be expended must be completed by the stated termination date of
September 30, 2007 and all invoices pertaining to this project shall be submitted to the
Finance Department of Monroe County no later than September 30, 2007 to be
considered for payment.
a) There shall be a project manager to acknowledge receipt of goods or work
performed. This Project Manager shall be Zully Hemeyer, Islamorada Village of Islands,
P.O. Box 568, Islamorada, FL 33036 (Tel: 305-852-6933/Fax: 305-853-1778/E-mail:
zullv.hemever@islamorada.fl.us). Should there be a change in the project manager
specified in the Grantee's application, a new project manager shall be designated and
notice of the designation shall be provided to TDC/County.
Monroe County Tourist Development Council FY 2007 Capital Project Application
Hurricane Monument Project
b) If, and to the extent that, Grantee contracts for any of the work funded under this
Agreement to be performed or completed, Grantee shall give notice to County of the
contractual relationship, provide County with a copy of any and all contracts and shall
require the contractor(s) to comply with all the terms of this contract. Should grantee
contract the work and then decrease the scope of work to be performed by a contractor,
Grantee shall provide County with an amended contract executed by Grantee and its
contractor.
(i) A Grantee which is a governmental entity shall comply with the procurement
regulations and policies to which it is subject, and shall provide Grantor documentation of
the procurement requirements applicable to the project and compliance therewith.
(ii) A Grantee which is a not-for-profit entity shall undergo procurement processes
for those parts of the project to be contracted (not performed by the entity's employees),
which shall, at a minimum, require the acquisition of two written quotes for work expected
to be under $25,000 or a notarized statement as to why such written quotes were not
feasible. For work expected to be $25,000 or more, a competitive bid process must be
performed. County procurement policies and procedures may be used by the Grantee as
a guideline. In the event that the monetary contractual process commenced prior to the
effective date of this funding grant Agreement, and the guidelines above were not followed,
Grantee shall submit with its reimbursement request a notarized statement which details
the Grantee's procurement efforts to ensure the best service for the most economical
price. Grantee shall provide Grantor detailed documentation of the procurement process
used.
c) Grantee shall exercise good internal controls to assure that the project as described in
the funding application shall be completed on a timely basis within the proposed budget
and shall provide to County any certifications, including those by the architect, engineer,
contractor or an independent consultant if necessary, required to establish that materials
which are purported to be applied to the project are in fact so applied. Further verification
shall be required to show that equipment and other fixtures and personal property covered
by this Agreement are delivered to and installed in the project site. When any permit is
required by any governmental agency, copies of plans and other documents which are
submitted to the applicable agency shall be submitted to the County Engineering Division
to enable verification that the scope of services under this Agreement has been provided.
3. AMOUNT OF AGREEMENT AND PAYMENT. The Grantor shall provide an
amount not to exceed $55,000 (Fifty Five Thousand Dollars) for materials and services
used to renovate the property. Reimbursement request must show that Grantee has paid
in full for materials and services relating to the segment prior to seeking the 50% (fifty
percent) reimbursement from Grantor. Payment shall be 50% (fifty percent)
reimbursement of the total cost of the segment, subject to the cap on expenditures for that
segment as set forth in Exhibit A. Reimbursement can be sought after each segment of
the Agreement is completed and signed by the Monroe County Engineering Department as
outlined in 3.a. The Board of County Commissioners and the Tourist Development
Monroe County Tourist Development Council FY 2007 Capital Project Application
Hurricane Monument
2
Council assume no liability to fund this Agreement for an amount in excess of this award.
Monroe County's performance and obligation to pay under this Agreement is contingent
upon an annual appropriation by the SOCC.
a) Payment shall be made upon the completion of a specific segment as outlined in
the Scope of Services and Exhibit A. Payment for expenditures permissible by law and
County policies shall be made through reimbursement to Grantee upon presentation of
Application for Payment Summary- AlA Document G702 or similar certification as required
below for governmental entities and not-for-profit entities, invoices, canceled checks and
other documentation necessary to support a claim for reimbursement. Payment is a 50%
(fifty percent) reimbursement of the total cost of each segment of the project, subject to the
cap on expenditures for that segment as set forth in Exhibit A. Reimbursement can be
sought after each segment of the Agreement is completed and signed by the Monroe
County Engineering Department as outlined in 3.a. Included in said documentation shall be
proof that the Grantee has received the property, realty or personalty, for each segment of
Agreement as outlined in Exhibit A and paid an amount equal to or greater than the
amount invoiced to the Grantor. It shall be necessary for the Grantee to contact the County
Engineering Division and to arrange for inspections upon the completion of each segment.
The documentation needed to support the payment request shall be in the form necessary
for submission and available to the County engineer at the time of inspection. All
submissions for payment shall have a proposed schedule of values for segment(s) and
indicate the percentage of completion of the overall project as of the submission. This
document should be signed by the project architect, engineer, general contractor or project
manager. Photos of the progress of the work shall also be submitted with the payment
application. It shall be the responsibility of the project architect, engineer, general
contractor or project manager to initiate the communication with the Monroe County
Engineering Division to facilitate the inspection(s) of the segment of the project. All
submissions requesting payment shall be approved in writing, and signed, by the Monroe
County Engineering Division as to the completion of the segment of the project for which
payment is requested. The application for payment document must be certified through a
statement signed by an officer of the organization and notarized, declaring that
representations in the invoice are true and factual. Grantee shall also provide partial
releases of liens or certifications of non-lien if applicable. Grantor shall retain 10% of any
payment on work in progress until the Grantee has provided a Final Release of Lien for
each vendor/Contractor for whom payment is requested. For projects exceeding $25,000
in TDC funding under this Agreement, final payment will not be made until the following
documents are complete and submitted to the Grantor:
AlA Document G-702 Application for Payment Summary
AlA Document G-704 Certificate of Substantial Completion
AlA Document G-706 Contractor's Affidavit of Debts & Claims
AlA Document G-706A Contractor's Affidavit of Release of Liens
AlA Document G-707 Consent of Surety to Final Payment (when applicable)
Final Release of Lien or Affidavit and Partial Release of Lien
Monroe County Tourist Development Council FY 2007 Capital Project Application
Hurricane Monument
3
For projects for which TDC funding under this Agreement is $25,000 or less, the AlA
documentation is not required, but sufficient documentation must be submitted to County
to provide similar assurances that the work has been completed and contractors/suppliers
paid.
All payment requests must be submitted no later than the completion of project of
September 30, 2007. Invoices received after September 30, 2007 will not be considered
for payment.
b) Documentation shall be submitted to the TDC Administrative Office to show the
receipt and application of in-kind donations of goods, professional services, and materials.
Said documentation should include invoices, bills of lading, etc., and be verified as
received and applied to the project through a notarized statement of the project architect,
engineer, general contractor or project manager. The receipt and application to the project
of volunteer labor are to be documented and verified by notarized signature of the project
architect, engineer, general contractor or project manager, and said documentation
submitted to the TDC Administrative Office. All submissions shall identify the items
included in Exhibit A and grantee shall complete the Application for Payment form which is
provided within the payment/reimbursement kit provided to the grantee, listing the
schedule of values which are sought to be reimbursed and shall indicate the percentage of
completion of the overall project as of the submission. This document should be signed by
the project architect, engineer, general contractor or project manager.
Photographs showing progress on project shall be included in any payment request. The
Project Manager shall certify delivery to the project site and installation therein of any
goods or services provided other than through an architect, engineer or contractor. All
work performed and goods received on site and incorporated into the project shall be
verified by one of the foregoing. Submission of any documentation which is untrue,
falsified, or otherwise misrepresents the work which has been completed, paid, or donated
shall constitute a breach of agreement, for which breach the contract may be immediately
terminated at the discretion of the County, whose decision shall be final.
c) Grantee must submit all documentation for final payment on or before the termination
date of this grant of September 30,2007. Invoices received after September 30, 2007 will
not be considered for payment.
d) At any time that the documentation requirement policies of Monroe County are
revised, such as to require annual inventory reports for equipment purchased under a TDC
capital project grant, Grantee shall comply thereafter with such increased requirements, or
further funding under the Agreement may be terminated by County.
e) Upon successful completion of this Grant Agreement, the Grantee may retain
ownership of the real and personal property acquired and/or improved with funding under
this Grant Agreement. However, the Grantee shall maintain, preserve and operate the
property which was acquired or improved under this Agreement for the uses and purposes
which qualified the Grantee for tourist development tax funding. Grantee shall complete
Monroe County Tourist Development Council FY 2007 Capital Project Application
Hurricane Monument
4
and sign a Property Reporting Form (provided within payment/reimbursement package) for
personal property and forward said completed form with the appropriate invoice to the TDC
Administrative Office. Real property acquired or improved through funding under this
Agreement shall remain dedicated for the purposes set forth herein or for other purposes
which promote tourism and ownership of said property shall be retained by the Grantee.
The following terms shall apply:
(i) The Grantee shall have the use of the property, including both realty and personalty
acquired with funding under this agreement, at the project site for so long as the facility is
operated by Grantee, open to the public, and has a primary purpose of promoting tourism.
At such time as any of the conditions in the preceding sentence shall cease to exist, the
Grantee shall transfer ownership and possession of equipment and personal property to a
local government or another not-for-profit organization which is a facility for which tourist
development taxes may be used pursuant to Florida Statute with prior approval from TDC
and SOCC.
(ii) At any time that the Grantee: (a) elects to stop the project or otherwise decide not to
place into service for tourist-related purposes the facility acquired, constructed, or
renovated with tourist development tax funding, (b) demolishes the project facility or
divests itself of ownership or possession of the real property, or (c) ceases the use of the
property with a primary purpose of promoting tourism, Grantee shall, pursuant to the
formula set forth hereafter, refund to the County the Tourist Development funding. This
provision shall survive the termination date of all other provisions of this contract for a
period of ten years. Should the demolition, transfer of ownership, or change to a non-
tourist related purpose occur after the facility has been used for tourist-related purposes for
at least three (3) years, the amount of refund shall be pro-rated based on a useful life of
ten (10) years.
(iii) The Grantee is responsible for the implementation of adequate maintenance
procedures to keep the real and personal property in good operating condition.
(iv) The Grantee is responsible for any loss, damage, or theft of, and any loss, damage
or injury caused by the use of, real or personal property or equipment purchased through
funding under this Agreement.
4. RECORDS AND REPORTS. The Grantee shall keep such records as are necessary to
document the performance of the Agreement and expenses as incurred, and give access
to these records at the request of the TDC, the County, the State of Florida or authorized
agents and representatives of said government bodies. The Grantee shall also provide
such access to the personal property and equipment purchased under this Agreement. It is
the responsibility of the Grantee to maintain appropriate records in accordance with
generally accepted accounting principles consistently applied to insure a proper
accounting of all funds and expenditures. The Grantee understands that it shall be
responsible for repayment of any and all audit exceptions which are identified by the
Auditor General for the State of Florida, the Clerk of Court for Monroe County, the Soard of
County Commissioners for Monroe County, or their agents and representatives. In the
event of an audit exception, the current fiscal year grant award or subsequent grant
awards will be offset by the amount of the audit exception. In the event the grant is not
Monroe County Tourist Development Council FY 2007 Capital Project Application
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5
renewed or supplemented in future years, the Grantee will be billed by the Grantor for the
amount of the audit exception and shall promptly repay any audit exception.
(a) Public Access. The County and Grantee shall allow and permit reasonable access to,
and inspection of, all documents, papers, letters or other materials in its possession or
under its control subject to the provisions of Chapter 119, Florida Statutes, and made or
received by the County and Grantee in conjunction with this Agreement; and the County
shall have the right to unilaterally cancel this Agreement upon violation of this provision by
Grantee.
5. MODIFICATIONS AND AMENDMENTS. Any and all modifications of the terms of this
Agreement shall be only amended in writing and approved by the Board of County
Commissioners for Monroe County. The terms, covenants, conditions, and provisions of
this Agreement shall bind and inure to the benefit of the County and Grantee and their
respective legal representatives, successors, and assigns.
6. INDEPENDENT CONTRACTOR. At all times and for all purposes hereunder, the
Grantee is an independent contractor and not an employee of the Board of County
Commissioners of Monroe County. No statement contained in this Agreement shall be
construed as to find the Grantee or any of its employees, contractors, servants or agents
to the employees of the Board of County Commissioners of Monroe County, and they shall
be entitled to none of the rights, privileges or benefits of employees of Monroe County.
7. COMPLIANCE WITH LAW. In carrying out its obligations under this Agreement, the
Grantee shall abide by all statutes, ordinances, rules and regulations pertaining to or
regulating the provisions of this Agreement, including those now in effect and hereafter
adopted. Any violation of said statutes, ordinances, rules or regulations shall constitute a
material breach of this Agreement and shall entitle the Grantor to terminate this Agreement
immediately upon delivery of written notice of termination to the Grantee.
8. RESTRICTIONS ON AGREEMENTS ENTERED PURSUANT TO THIS AGREEMENT.
The Grantee shall include in all Agreements funded under this Agreement the following
terms:
a) Anti-discrimination. Contractor agrees that it will not discriminate against any
employees or applicants for employment or against persons for any other benefit or
service under this Agreement because of their race, color, religion, sex, national origin, or
physical or mental handicap where the handicap does not affect the ability of an individual
to perform in a position of employment, and to abide by all federal and state laws regarding
non-discrimination.
b) Anti-kickback. Contractor warrants that no person has been employed or retained to
solicit or secure this Agreement upon an Agreement or understanding for a commission,
percentage, brokerage or contingent fee, and that no employee or officer of the Contractor
has any interest, financially or otherwise, in contractor. For breach or violation of this
warranty, the Contractor shall have the right to annul this Agreement without liability or, in
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its discretion, to deduct from the Agreement price or consideration, the full amount of such
commission, percentage, brokerage or contingent fee. Contractor acknowledges that it is
aware that funding for this Agreement is available at least in part through the County and
that violation of this paragraph may result in the County withdrawing funding for the
Project.
c) Hold harmless/indemnification. Contractor acknowledges that this Agreement is funded
at least in part by the County and agrees to indemnify and hold harmless the County and
any of its officers and employees from and against any and all claims, liabilities, litigation,
causes of action, damages, costs, expenses (including but not limited to fees and
expenses arising from any factual investigation, discovery or preparation for litigation), and
the payment of any and all of the foregoing or any demands, settlements or judgments
(collectively claims) arising directly or indirectly from any negligence or criminal conduct on
the part of Contractor in the performance of the terms of this Agreement. The Contractor
shall immediately give notice to the County of any suit, claim or action made against the
Contractor that is related to the activity under this Agreement, and will cooperate with the
County in the investigation arising as a result of any suit, action or claim related this
Agreement.
d) Insurance. Contractor agrees that it maintains in force at its own expense a liability
insurance policy which will insure and indemnify the Contractor and the County from any
suits, claims or actions brought by any person or persons and from all costs and expenses
of litigation brought against the Contractor for such injuries to persons or damage to
property occurring during the Agreement or thereafter that results from performance by
Contractor of the obligations set forth in this Agreement. At all times during the term of this
Agreement and for one year after acceptance of the project, Contractor shall maintain on
file with the County a certificate of the insurance of the carriers showing that the aforesaid
insurance policy is in effect. The following coverage's shall be provided:
1. Workers Compensation insurance as required by Florida Statutes.
2. Commercial General Liability Insurance with minimum limits of $500,000 per
occurrence for bodily injury, personal injury and property damage.
3. Comprehensive Auto Liability Insurance with minimum limits of $300,000
combined single limit per occurrence.
The Contractor, the County and the TDC shall be named as additional insured, exempt
workers compensation. The policies shall provide no less than 30 days notice of
cancellation, non-renewal or reduction of coverage.
At all times during the term of this Agreement and for one year after acceptance of the
project, Contractor shall maintain on file with the County a certificate of insurance showing
that the aforesaid insurance coverage's are in effect.
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e) Licensing and Permits. Contractor warrants that it shall have, prior to commencement
of work under this Agreement and at all times during said work, all required licenses and
permits whether federal, state, County or City.
f) Right to Audit. The Contractor shall keep such records as are necessary to
document the performance of the Agreement and expenses as incurred, and give access
to these records at the request of the TDC, the County, the State of Florida or authorized
agents and representatives of said government bodies.
9. HOLD HARMLESSIINDEMNIFICA TION. The Grantee hereby agrees to indemnify and
hold harmless the BOCCITDC and the 3406 North Roosevelt Blvd. Corporation or any of
its officers and employees from and against any and all claims, liabilities, litigation, causes
of action, damages, costs, expenses (including but not limited to fees and expenses
arising from any factual investigation, discovery or preparation for litigation), and the
payment of any and all of the foregoing or any demands, settlements or judgments arising
directly or indirectly under this Agreement. The Grantee shall immediately give notice to
the Grantor of any suit, claim or action made against the Grantor that is related to the
activity under this Agreement, and will cooperate with the Grantor in the investigation
arising as a result of any suit, action or claim related to this Agreement.
(a) Non-Waiver of Immunity. Notwithstanding the provisions of Sec. 768.28, Florida
Statutes, the participation of the County and the Grantee in this Agreement and the
acquisition of any commercial liability insurance coverage, self-insurance coverage, or
local government liability insurance pool coverage shall not be deemed a waiver of
immunity to the extent of liability coverage, nor shall any contract entered into by the
County be required to contain any provision for waiver.
(b) Privileges and Immunities. All of the privileges and immunities from liability,
exemptions from laws, ordinances, and rules and pensions and relief, disability, workers'
compensation, and other benefits which apply to the activity of officers, agents, or
employees of any public agents or employees of the County, when performing their
respective functions under this Agreement within the territorial limits of the County shall
apply to the same degree and extent to the performance of such functions and duties of
such officers, agents, volunteers, or employees outside the territorial limits of the County.
10. NONDISCRIMINATION. County and Grantee agree that there will be no
discrimination against any person, and it is expressly understood that upon a
determination by a court of competent jurisdiction that discrimination has occurred, this
Agreement automatically terminates without any further action on the part of any party,
effective the date of the court order. County or Grantee agree to comply with all Federal
and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination.
These include but are not limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88-352)
which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the
Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686),
which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act
of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of
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handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107)
which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and
Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis
of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention,
Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to
nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health
Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended,
relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil
Rights Act of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the
sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42
USC s. 1201 Note), as maybe amended from time to time, relating to nondiscrimination on
the basis of disability; 10) Any other nondiscrimination provisions in any Federal or state
statutes which may apply to the parties to, or the subject matter of, this Agreement.
11. ANTI-KICKBACK. The Grantee warrants that no person has been employed or
retained to solicit or secure this Agreement upon an agreement or understanding for a
commission, percentage, brokerage or contingent fee, and that no employee or officer of
the County or TDC has any interest, financially or otherwise, in the said funded project,
except for general membership. For breach or violation of this warranty, the Grantor shall
have the right to annul this Agreement without liability or, in its discretion, to deduct from
the Agreement price or consideration, the full amount of such commission, percentage,
brokerage or contingent fee.
12. TERMINATION. This Agreement shall terminate on September 30, 2007.
Termination prior thereto shall occur whenever funds cannot be obtained or cannot be
continued at a level sufficient to allow for the continuation of this Agreement pursuant to
the terms herein. In the event that funds cannot be continued at a level sufficient to allow
the continuation of this Agreement pursuant to the terms specified herein, this Agreement
may then be terminated immediately by written notice of termination delivered in person or
by mail to Grantee. The Grantor may terminate this Agreement without cause upon giving
written notice of termination to Applicant. The Grantor shall not be obligated to pay for any
services or goods provided by Grantee after Grantee has received written notice of
termination.
13. TERMINATION FOR BREACH. The Grantor may immediately terminate this
Agreement for any breach of the terms contained herein. Such termination shall take
place immediately upon receipt of written notice of said termination. Any waiver of any
breach of covenants herein contained to be kept and performed by Grantee shall not be
deemed or considered as a continuing waiver and shall not operate to bar or prevent the
Grantor from declaring a forfeiture for any succeeding breach either of the same conditions
or of any other conditions. Failure to provide Grantor with certification of use of matching
funds or matching in-kind services at or above the rate of request for reimbursement or
payment is a breach of Agreement, for which the Grantor may terminate this Agreement
upon giving written notification of termination.
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14. ENTIRE AGREEMENT. This Agreement constitutes the entire Agreement of the
parties hereto with respect to the subject matter hereof and supersedes any and all prior
Agreements with respect to such subject matter between the Grantee and the Grantor.
15. GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES.
This Agreement shall be governed by and construed in accordance with the laws of the
State of Florida applicable to contracts made and to be performed entirely in the State.
This Agreement is not subject to arbitration. Mediation proceedings initiated and
conducted pursuant to this Agreement shall be in accordance with the Florida Rules of
Civil Procedure and usual and customary procedures required by the circuit court of
Monroe County.
(a) Venue. In the event that any cause of action or administrative proceeding is
instituted for the enforcement or interpretation of this Agreement, the County and Grantee
agree that venue shall lie in the appropriate court or before the appropriate administrative
body in Monroe County, Florida.
(b) Severability. If any term, covenant, condition or provision of this Agreement (or the
application thereof to any circumstance or person) shall be declared invalid or
unenforceable to any extent by a court of competent jurisdiction, the remaining terms,
covenants, conditions and provisions of this Agreement, shall not be affected thereby; and
each remaining term, covenant, condition and provision of this Agreement shall be valid
and shall be enforceable to the fullest extent permitted by law unless the enforcement of
the remaining terms, covenants, conditions and provisions of this Agreement would
prevent the accomplishment of the original intent of this Agreement. The County and
Grantee agree to reform the Agreement to replace any stricken provision with a valid
provision that comes as close as possible to the intent of the stricken provision.
(c) Attorney's Fees and Costs. The County and Grantee agree that in the event any
cause of action or administrative proceeding is initiated or defended by any party relative
to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled
to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an
award against the non-prevailing party, and shall include attorney's fees, courts costs,
investigative, and out-of-pocket expenses in appellate proceedings.
(d) Adjudication of Disputes or Disagreements. County and Grantee agree that all
disputes and disagreements shall be attempted to be resolved by meet and confer
sessions between representatives of each of the parties. If no resolution can be agreed
upon within 30 days after the first meet and confer session, the issue or issues shall be
discussed at a public meeting of the Board of County Commissioners. If the issue or
issues are still not resolved to the satisfaction of the parties, then any party shall have the
right to seek such relief or remedy as may be provided by this Agreement or by Florida
law. This agreement shall not be subject to arbitration.
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(e) Cooperation. In the event any administrative or legal proceeding is instituted
against either party relating to the formation, execution, performance, or breach of this
Agreement, County and Grantee agree to participate, to the extent required by the other
party, in all proceedings, hearings, processes, meetings, and other activities related to the
substance of this Agreement or provision of the services under this Agreement. County
and Grantee specifically agree that no party to this Agreement shall be required to enter
into any arbitration proceedings related to this Agreement.
16. ETHICS CLAUSE: Grantee warrants that it has not employed, retained or
otherwise had act on its behalf any former County officer or employee in violation of
Section 2 or Ordinance No. 10-1990 or any County officer or employee in violation of
Section 3 of Ordinance No. 10-1990. For breach or violation of the provision the Grantor
may, at its discretion terminate this Agreement without liability and may also, at its
discretion, deduct from the Agreement or purchase price, or otherwise recover, the full
amount of any fee, commission, percentage, gift, or consideration paid to the former or
present County officer QI; employee. The County and Grantee warrant that, in respect to
itself, it has neither employed nor retained any company or person, other than a bona fide
employee working solely for it, to solicit or secure this Agreement and that it has not paid
or agreed to pay any person, company, corporation, individual, or firm, other than a bona
fide employee working solely for it, any fee, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this Agreement.
For the breach or violation of the provision, the Grantee agrees that the County shall have
the right to terminate this Agreement without liability and, at its discretion, to offset from
monies owed, or otherwise recover, the full amount of such fee, commission, percentage,
gift, or consideration.
(a) Covenant of No Interest. County and Grantee covenant that neither presently has
any interest, and shall not acquire any interest, which would conflict in any manner or
degree with its performance under this Agreement, and that only interest of each is to
perform and receive benefits as recited in this Agreement.
(b) Code of Ethics. County and Grantee agree that officers and employees of the
County and Grantee recognize and will be required to comply with the standards of
conduct for public officers and employees as delineated in Section 112.313, Florida
Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business
with one's agency; unauthorized compensation; misuse of public position, conflicting
employment or contractual relationship; and disclosure or use of certain information.
17. PUBLIC ENTITY CRIME STATEMENT: A person or affiliate who has been placed
on the convicted vendor list following a conviction for public entity crime may not submit a
bid on an Agreement to provide any goods or services to a public entity, may not submit a
bid on a Agreement with a public entity for the construction or repair of a public building or
public work, may not submit bids on leases of real property to public entity, may not be
awarded or perform work as a contractor, supplier, sub-contractor, or consultant under a
Agreement with any public entity, and may not transact business with any public entity in
excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a
Monroe County Tourist Development Council FY 2007 Capital Project Application
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period of 36 months from the date of being placed on the convicted vendor list. By
executing this document grantee warrants that it is in compliance with this paragraph.
18. AUTHORITY: Grantee warrants that it is authorized by law to engage in the
performance of the activities encompassed by the project herein described. Each of the
signatories for the Grantee below certifies and warrants that the Grantee's name in this
Agreement is the full name as designated in its corporate charter (if a corporation); they
are empowered to act and contract for the Grantee, and this Agreement has been
approved by the Board of Directors of Grantee or other appropriate authority.
19. LICENSING AND PERMITS: Grantee warrants that it shall have, pnor to
commencement of work under this Agreement and at all times during said work, all
required licenses and permits whether federal, state, County or City.
20. INSURANCE: Grantee agrees that it maintains in force at its own expense a liability
insurance policy which will insure and indemnify the Grantee and the Grantor from any
suits, claims or actions brought by any person or persons and from all costs and expenses
of litigation brought against the Grantee for such injuries to persons or damage to property
occurring during the Agreement or thereafter that results from performance by Grantee of
the obligations set forth in this Agreement. At all times during the term of this Agreement
and for one year after acceptance of the project, Grantee shall maintain on file with the
Grantor a certificate of the insurance of the carriers showing that the aforesaid insurance
policy is in effect. The following coverage's shall be provided:
1. Workers Compensation insurance as required by Florida Statutes.
2. Commercial General Liability Insurance with minimum limits of $500,000
Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable
shall be $250,000 per Person $500,000 per occurrence $50,000 property damage.
3. Comprehensive Auto Liability Insurance with minimum limits of $300,000
combined single limit per occurrence.
The Grantee, the Grantor and the TDC shall be named as additional insured, except
workers compensation. The policies shall provide no less than 30 days notice of
cancellation, non-renewal or reduction of coverage.
Grantee shall provide, to the County, as satisfactory evidence of the required insurance,
including the insurance policy application and either:
. Original Certificate of Insurance
or
· Certified copy of the actual insurance policy
Or
· Certificate of Insurance e-mailed from Insurance Agent/Company to County
Risk Management - Telephone Maria Slavik at 295-3178 for details
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(Certificates can be e-mailed directly from the insurance agency to:
Slavik-Maria@MonroeCountv-FL.Gov - The e-mail must state that this is a
certificate for a TOC project and should be forwarded to Maxine Pacini
at the TOC administrative office)
An original certificate or a certified copy of any or all insurance policies required by
this contract shall be filed with the Clerk of the BOCC prior to the contract being
executed by the Clerks office. The Insurance policy must state that the Monroe
County BOCC and Monroe County TOC is the Certificate Holder and additional
Insured for this contract. Insurance should be mailed to:
Monroe County Board of County Commissioners
C/O Risk Management
P.O. Box 1026
Key West, FL 33041
21. NOTICE. Any notice required or permitted under this agreement shall be in writing
and had delivered or mailed, postage prepaid, to the other party by certified mail, returned
receipt requested to the following:
For Grantee:
Zully Hemeyer
Islamorada, Village of Islands
P.O. Box 568
Islamorada, FL 33036
For Grantor:
Lynda Stuart
Monroe County Tourist Development Council
1201 White Street, Suite 102
Key West, FL 33040
and
Susan Grimsley, Asst. County Attorney
P.O. Box 1026
Key West, FL 33041-1026
22. CLAIMS FOR FEDERAL OR STATE AID. Contractor and County agree
that each shall be, and is, empowered to apply for, seek, and obtain federal and state
funds to further the purpose of this Agreement; provided that all applications, requests,
grant proposals, and funding solicitations shall be approved by each party prior to
submission.
23. NON-DELEGATION OF CONSTITUTIONAL OR STATUTORY DUTIES. This
Agreement is not intended to, nor shall it be construed as, relieving any participating entity
Monroe County Tourist Development Council FY 2007 Capital Project Application
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from any obligation or responsibility imposed upon the entity by law except to the extent of
actual and timely performance thereof by any participating entity, in which case the
performance may be offered in satisfaction of the obligation or responsibility. Further, this
Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the
constitutional or statutory duties of the County, except to the extent permitted by the
Florida constitution, state statute, and case law.
24. NON-RELIANCE BY NON-PARTIES. No person or entity shall be entitled to rely
upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any
third-party claim or entitlement to or benefit of any service or program contemplated
hereunder, and the County and the Grantee agree that neither the County nor the Grantee
or any agent, officer, or employee of either shall have the authority to inform, counsel, or
otherwise indicate that any particular individual or group of individuals, entity or entities,
have entitlements or benefits under this Agreement separate and apart, inferior to, or
superior to the community in general or for the purposes contemplated in this Agreement.
25. ATTESTATIONS. Grantee agrees to execute such documents as the County may
reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a
Drug-Free Workplace Statement.
26. NO PERSONAL LIABILITY. No covenant or Agreement contained herein shall be
deemed to be a covenant or Agreement of any member, officer, agent or employee of
Monroe County in his or her individual capacity, and no member, officer, agent or
employee of Monroe County shall be liable personally on this Agreement or be subject to
any personal liability or accountability by reason of the execution of this Agreement.
27. FORCE MAJEURE. The Grantee shall not be liable for delay in performance or
failure to complete the project, in whole or in part, due to the occurrence of any
contingency beyond its control or the control of its contractors and subcontractors,
including war or act of war whether an actual declaration thereof is made or not, act of
terrorism impacting travel in the United States, insurrection, riot or civil commotion, act of
public enemy, epidemic, quarantine restriction, storm, flood, drought or other act of God, or
act of nature (including presence of endangered animal species which cannot be timely
removed in a safe manner or any act of any governmental authority which prohibits the
project from proceeding as described in the scope of services and incorporated references
and which the Grantee has exercised reasonable care in the prevention thereof.
However, lack of planning for normal and expected weather conditions for the time of year
the project is to be executed shall not constitute an act of God excusing a delay. Any
delay or failure due to the causes stated shall not constitute a breach of the Agreement;
however, the BOCC shall have the right to determine if there will be any reduction to the
amount of funds due to the Grantee after consideration of all relevant facts and
circumstances surrounding the delay in performance or failure to complete the project
within the contract period. Upon demand of TDC or BOCC, the Grantee must furnish
evidence of the causes of such delay or failure. BOCC shall not pay for any goods
received or services provided after the date(s) described in paragraph 1 and Scope of
Services.
Monroe County Tourist Development Council FY 2007 Capital Project Application
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V~fL~/Lvvr V~v( rAX
141018/018
28. EXECUTION IN COUNTERPARTS. This Agreement may be executed in any
number of counterparts, each of which shall be regarded as an original, all of which taken
together shall constitute one and the same instrument and any of the parties hereto may
execute this Agreement by singing any such counterpart.
29. SECTION HEADINGS. Section headings have been inserted in this Agreement as
a matter of convenience of reference only, and it is agreed that such section headings are
not a part of this Agreement and will not be used in the interpretation of any provision of
this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
(SEAL)
Attest: Danny L. Kolhage, Clerk
Board of County Commissioners
of Monroe County
Deputy Clerk
Mayor/Chairman
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I !T APPROVED AS TO FORM
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USE AND BENEFIT OF
ISLAMORADA, VILLAGE OF
ISLANDS ONLY
Isramorada. Village of Istands
(SEAL)
ATTEST:
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MONROE COUNTY ATTORNEY
APPR VED AS TO FORM:
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ASSISTANT COUNTY ATTORNEY
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Monroe County Tovrist Development Council FY 2007 Capital Project Application
Hurricane Monument
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