FY2011 12/15/2010 AgreementDANNYL. KOLHAGE
CLERK OF THE CIRCUIT COURT
DATE: January 4, 2011
TO: Lynda Stuart, Office Manager
Tourist Development Council
ATTN.• Maxine Pacini
Administrative Assistant
FROM. • Pamela G. Hanc ck, .C.
At the December 15, 2010, Board of County Commissioners meeting, the Board granted
approval and authorized execution of the following:
Item D 1 Agreement with Stay Fit Studio covering Key West Triathlon in an amount not to
exceed $20,000, DAC I, FY 2011 Event Resources.
Item D2 Agreement with Hawk's Cay Resort covering Conchtoberfest in an amount not to
exceed $40,000, DAC III, FY 2011 Event Resources.
Item D3 Agreement with Super Boat International Productions, Inc. covering Key West
World Championship Race in an amount not to exceed $115,000, DAC I, FY 2011 Event
Resources.
Item D4 Agreement with Mad Dog Mandich Fishing Classic, LLC covering the Publix
Mad Dog Mandich Fishing Classic in October, 2011 in an amount not to exceed $10,000, DAC
IV, FY 2011 Event Resources.
Item D5 Agreement with Capt. Toney, LLC covering the Capt. Tony Days in an amount
not to exceed $14,000, DAC I, FY 2011 Event Resources.
Item D6 Agreement with Key West Bight Preservation Association, Inc. covering The Key
West "Bight" Before Christmas in an amount not to exceed $5,005, DAC I, FY 2011 Event
Resources.
Item D7 Agreement with Key West Tourist Development Association, Inc. covering
Fantasy Fest 2011 from FY 2011 Event Resources.
Item D8 Agreement with EcoWeek Events, Inc. covering EcoWeek 2011 in an amount not
to exceed $66,217, FY 2011 Event Resources.
These documents are on the attached memory stick - listed under the event name. Should
you have any questions, please feel free to contact me.
cc: County Attorney via electronic media
Finance via electronic media
File
Destination Events Agreement
THIS AGREEMENT (Agreement) is entered into this 1SO—, day of12/_ �
2010 by and between MONROE COUNTY, a political subdivision of the state of Florida
(County) and EcoWeek Events, Inc. a not for profit business organized and operating
under the laws of the state of Florida (Event Sponsor).
WITNESSETH:
In consideration of the mutual covenants contained herein, the parties agree as follows:
1. The County agrees to pay up to $66,217 (Sixty Six Thousand, Two
Hundred and Seventeen Dollars: District I = $14,989; District II = $2,228; District III =
$9,000; District IV = $20,000; District V = $20,000) for EcoWeek 2011 in October and
November, 2011 from tourist development tax funds (see Exhibit "H"). Of this amount,
no more than 10% or $6,621.70 (Six Thousand, Six Hundred and Twenty One Dollars and
Seventy Cents) shall be expended on advertising media costs attributable to in -county
placement. The general non -allocated section of an event budget shall not exceed
15% of the total budget and may be utilized for unforeseen permissible expenditures
and for those budget lines that may require additional funds. No amendments shall
be made to Exhibit "C" after approval of contract. A list of Acceptable Event
Marketing Expenses is attached to the agreement as Exhibit "A".
2. Scope of Services: The event sponsor agrees to provide the County with an
event as specified below:
a).
District I — See Exhibit C
b).
District II — See Exhibit D
c).
District III — See Exhibit E
d).
District IV — See Exhibit F
e).
District V — See Exhibit G
3. All advertising and public relations services or supervision of advertising and
public relations will be provided through the contracted agencies of the Tourist
Development Council (TDC) and COUNTY. The agencies of record shall receive payment
for work in progress upon submission of documented invoices associated with the event.
4. Payment: Any payments directly to the event sponsor or vendors associated
with said event shall be as follows:
Payment upon presentation of an invoice shall indicate the task completed
for which payment is sought, with proper documentation attached.
Monroe County's performance and obligation to pay under this contract is
contingent upon an annual appropriation by the COUNTY. Only acceptable expenses
listed in the Monroe County Tourist Development Council Operations Manual shall be paid.
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
5. Accounting: Financial records of the event Sponsor pertaining to this project
shall be kept according to generally recognized accounting principles and shall be
available to the COUNTY or to an authorized representative for audit.
6. Modification: Line item changes to the advertising and promotion budget
may be made up to but not exceeding 10% of the larger line item amount without requiring
COUNTY approval of the particular change.
7. Breach and Penalties: The parties agree to full performance of the
covenants contained in this agreement, and the COUNTY reserves the right at its
discretion, provided such breach is material, to terminate this agreement for any
misfeasance, malfeasance, or nonperformance of the agreement terms or negligent
performance of the agreement terms by the event sponsor.
8. Termination: This Agreement will be terminated on September 30, 2012. All
invoices must be submitted prior to September 30, 2012.
9. Non Occurrence of Event: If the event does not take place for any reason
under control of Event Sponsor except for those reasons in paragraph 19, then Event
Sponsor agrees to refund to the COUNTY any amounts already paid to them under this
agreement, and relieve the COUNTY from any further payments.
The event sponsor shall give written notice to the Monroe County Tourist
Development Council if it is found necessary to cancel an event. The notice shall contain
the following specifics: 1) reason for cancellation, 2) documentation of the reason for
cancellation and 3) person authorized to cancel including title and stated affiliation.
10. Indemnification and Hold Harmless: The event sponsor covenants and
agrees to indemnify and hold harmless and defend Monroe County, its officers, employees
and agents including the Tourist Development Council and Visit Florida Keys 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, except those losses or damages caused by COUNTY or its agents.
11. Permits: The event sponsor will secure all required permits and licenses
and shall pay all appropriate business taxes.
12. Taxes: The COUNTY and TDC are exempt from Federal Excise and State
of Florida Sales Tax.
13. Finance Charges: The COUNTY and TDC shall not be responsible for any
finance charges.
14. Relation of COUNTY/TDC: It is the intent of the parties hereto that the event
sponsor shall be legally considered as an independent Event Sponsor and that neither it
nor its employees shall, under any circumstances, be considered employees, servants or
agents of the COUNTY and TDC and the COUNTY and TDC shall at no time be legally
responsible for any negligence on the part of said Event Sponsor, its employees or agents,
resulting in either bodily or personal injury or property damage to any individual, firm, or
corporation.
15. Disclosure: The event sponsor shall be required to list any or all potential
conflicts or interest, as defined by Florida Statute 112 and Monroe County Code. The
event sponsor shall disclose to the COUNTY and TDC 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 TDC.
Eco Week 2011
Destination Event: FY 2011
Contract I D#: 827
2
16. Assignment: The event sponsor shall not assign, transfer, convey, sublet or
otherwise dispose of this agreement, or of any or all of its right, title or interest therein, or
his or its power to execute such agreement to any person, company or corporation without
prior consent of the COUNTY.
17. Compliance with laws - Nondiscrimination: The event sponsor, shall comply
with all 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 federal, state, and local laws and ordinances.
18. Force Maieure: The event sponsor 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 if 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 the
event sponsor has exercised reasonable care in the prevention or mitigation of damages
and delay, any such delay or failure shall not constitute a breach of the Agreement. Upon
demand of TDC or COUNTY, the event sponsor must furnish evidence of the causes of
such delay or failure. COUNTY shall not pay for any services or activities, promotional or
otherwise, connected with an event produced after the date(s) described in paragraph 1
and Scope of Services.
19. Governinq 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 Sponsor 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.
20. Security Protection: The event sponsor agrees to provide adequate security
for the event. No TDC funds will be used for this purpose.
21. Ownership: All advertising and promotion work performed under the
agreement and paid for by the COUNTY and TDC shall be the property of the COUNTY
and TDC, for whatever use and/or disposition the COUNTY and TDC may deem
appropriate.
22. Media rights: The TDC shall have the right to broadcast, rebroadcast, use,
reproduce or transmit for any purpose whatsoever, radio, television, pictures, sound, film
and tape motion pictures and still photographs paid by the COUNTY and TDC under this
agreement.
23. Logo: Logo Usage guidelines are attached to this contract as
Exhibit "B". For all promotional literature and display advertising with the exception of
generic advertising must display the "Florida Keys & Key West Come As You Are"
logo/trade mark (as per attached logo sample). This logo/trade mark was adopted by
the TDC and County in April 2010.
24. Severability: If any provision of this Agreement shall be held by a Court of
competent jurisdiction to be invalid or unenforceable, the remaining provisions shall not be
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
3
affected thereby; and each provision of this Agreement shall be valid and enforceable to
the fullest extent permitted by law.
25. Authority: Each of the signatories for the sponsor below certifies and
warrants that:
a) The Sponsor's name in the agreement is the full name as designated in its
corporate charter, and b) they are empowered to act and execute the agreement for the
Sponsor and c) this Agreement has been approved by the Sponsor's Board of Directors.
26. Ethics Clause: The event sponsor warrants that it has not employed, retained
or other wise had act on its behalf, any former County office 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 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.
27. Public Entity 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
proposal on a contract to provide any goods or services to a public entity, may not submit
a proposal on a contract with a public entity for the construction or repair of a public
building or public work, may not submit proposals 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 Florida
Statutes, for CATEGORY TWO for period of 36 months from the date of being placed on
the convicted vendor list."
28. 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: Christi Allen
99611 Overseas Hwy #333
Key Largo, Florida 33037
For Grantor: Lynda Stuart
Monroe County Tourist Development Council
1201 White Street, Suite 102
Key West, FL 33040
And
Cynthia Hall, Asst. County Attorney
P.O. Box 1026
Key West, FL 33041-1026
29. Entire Agreement: The parties agree that the Agreement above constitutes
the entire agreement between the COUNTY and event sponsor. Except as provided in
paragraph 6 of this Agreement, this Agreement can never be amended or modified except
in a writing signed by the parties hereto.
Eco Week 2011
Destination Event: FY 2011
Contract I D#: 827
4
(CORPORATE SEAL)
Attest:
By.
Secretary
Print Name
Date:
OR TWO WITNESSES
(1)
rties hereto have executed this Agreement the day and
Board of County Commissioners
of Monroe County
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Ecoweek Events, Inc.
By
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Print Name
Date: I/ - 0.10
(2)
Print Name:
Print Name:
Date:
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COUNTY ATTORNEY
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Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
5
EXHIBIT A
Acceptable Event Marketing Expenses For Destination Events
BOCC 9/20/06
ADVISORY COMMITTEES (UMBRELLAS/DISTRICT ADVISORY COMMITTEES) AND EVENT
COORDINATORS' RESPONSIBILITY: It is the responsibility of the Advisory Committees
(Umbrella/District Advisory Committees (DAC) and Event Coordinators to keep apprised of all
Monroe County Tourist Development Council's policies and procedures pertaining to event funding.
(01 /22/92)
When DAC event proposals are received, they will be distributed to DACs for review and
recommendations to the TDC. Upon approval of the TDC of any event funding recommendations,
a contract will be entered into by the applicant and BOCC. The BOCC has final approval of all
contracts.
Any Request for Proposal (RFP) response received after the specified deadline, as determined
within the RFP, will not be accepted. TDC 7/21/93. This policy mirrors that of the Board of County
Commissioners. BOCC (9/8/93)
EVENT FUNDING: The TDC has established several categories of events that may receive
funding. There are four categories of events that may receive funding from the TDC; Destination
Events; Turnkey Events; Cultural Events and Fishing Events.
All advertising and promotional items shall follow the logo/guidelines for the Monroe County Tourist
Development Council.
TDC funded items are NOT to be sold. (9/14/94)
Only the items listed will be reimbursed for the described events. All event coordinators will receive
a reimbursement/direct payment packet that includes an executed copy of the funding agreement.
The packet provides guidelines required for reimbursement/direct payment of Acceptable Event
Marketing Expenses.
No individual applications for Event funding will be considered out of the Two Penny Event Fund
other than the Umbrellas (Cultural, Fishing & Diving). (7/26/95)
Marketing expenses for events held outside Monroe County shall not be reimbursed/direct paid.
(5/19/10)
DESTINATION EVENTS: Destination events will be paid as per the scope of services within the
contract and those acceptable items/expenses listed below. Destination events may utilize up to
10% of their approved line item budgets for in -county hard media and public relations. A general
non -allocated line item is not to exceed 15% of the total budget and can only be utilized for
acceptable TDC items as listed in this section. There cannot be more than a 10% deviation on the
approved line item budget.
Media Placement & Production Costs: newspaper; magazines, radio; TV; website/internet
advertising only2
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
Promotional Signs: posters and banners
Promotional Items: T-shirts; hats; jackets; koozie cups. Refer to Sales/Resale statement.
Direct Mail Promotions: brochures and pamphlets including postage/shipping. This is a direct mail
promotional brochure/pamphlet utilized for pre -event advertising.
Programs: TDC will pay for an event program of listed or schedule of activities and information on
the event, an amount not to exceed 50% of cost, including production and printing, of program as
outlined in contract budget.
Public Relations (PR): Print and broadcast public relations materials for distribution to
media, such as but not limited to press releases, public service announcements,
photography to be utilized in PR releases and video news releases as approved by the
public relations agency of record. Only permissible PR material produced by the agency of
record and/or a professional public relations agency shall be acceptable. (7/21/10)
In -House Production: In-house production of any permissible expenditures will not be
considered for reimbursement. (7/21/10)
Event Promotions: TDC funding is intended for promotion of events as opposed to the
ongoing programs of an organization or promotion of the facility. TDC will only consider
reimbursement of advertising and promotional materials that highlight the event versus the
regular programming of an organization or facility. (7/21/10)
Items that have not been approved by the appropriate agency of record prior to
production/placement shall not be considered for reimbursement/direct payment.
ADVERTISING THROUGH THE INTERNET: The TDC will pay for Internet advertising on web
sites (banners, buttons, website links), and E-mail blasts. Internet advertising links may go to the
event website. Logo is required on banners and E-blasts. No payment will be made for
development or operation (hosting) of website. BOCC (5/16/06)
SALE/RESALE OF TDC FUNDED ITEMS: Items funded, including creative and resulting work
product, by the BOCC/TDC, in accordance with Florida Public Records Law, are owned by the
BOCC/TDC and as such may not be sold. (09/14/94)
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
7
EXHIBIT B
Logo/Acknowledgement Usage Guidelines For Destination Events
Funded From Multiple Districts
BOCC 4/21/10
Color ads four (4) color processing printing 06/12/91
Black & white ads shall include the Florida Keys and Key West logo in PMS black. 06/12/91
Use on all printed material as listed under the Acceptable Event Marketing Expenses list
TV: logo must appear at the conclusion of commercial
Hats/t-shirts/jackets/koozie cups: must carry the "The Florida Keys & Key West" logo
Radio Advertising: No logo is required. All radio announcements must say "Brought to
you by the Monroe County Tourist Development Council"
Trophies: Logos are not required on trophies.
In -County Logo
The below logo that includes the "Monroe County Tourist Development Council"
designation is to be utilized in all approved in -county print newspaper ads, magazine ads,
street banners, posters and other approved signage efforts. Radio commercials should
include "Brought to you by The Monroe County Tourist Development Council". To seek
approval, clarification and/or logo in electronic format (eps or jpg file), contact Sharon
Joseph or John Underwood with Tinsley Advertising at 305-856-6060.
The
FloriddKel-rcys
& Key�e st
come as you are
MONROE COUNTY TOURIST DEVELOPMENT COUNCIL
Out -of -County Logo
The below logo that does NOT include the "Monroe County Tourist Development Council'
designation is to be utilized in all other efforts including any approved out -of -county print
newspaper ads, magazine ads, television commercials, internet advertising (banners,
buttons, e-mail blasts), direct mail promotions (brochures and pamphlets) and any
approved promotional items including programs, T-shirts, hats, jackets and koozie cups.
Radio commercials should include "Brought to you by The Monroe County Tourist
Development Council'. To seek approval, clarification and/or logo in electronic format (eps
or jpg file), contact Sharon Joseph or John Underwood at Tinsley Advertising at 305-856-
6060.
The
Floridd Keyc.
& Ke
y St
come as you are
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
�3
EXHIBIT C
(DISTRICT 1)
1. A one day GLEE R4 Fair
2. A Progressive Wine Dinner
3. FIRM Bicycle Race
4. REEF Lion Fish Safari
5. Environmental Summit
6. Permission to link from the EcoWeek Florida Keys website to the
TDC/district homepage
7. Provide permission for District I to use the EcoWeek logo for
advertising district EcoWeek events
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
M
EXHIBIT D
(DISTRICT 11)
1. A one day GLEE R4 Fair
2. An Organic Wine Dinner
3. Kayaking Tours
4. Wildlife talks about Key Deer
5. Recycled Fashion Show
6. Birding Tours
7. Dragon Boat Races
8. Bicycle Fest with overnight stay
9. Permission to link from the EcoWeek Florida Keys website to the
TDC/district homepage
10. Provide permission for District II to use the EcoWeek logo for advertising
district EcoWeek events
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
10
EXHIBIT E
(DISTRICT III)
1. A one day R4 Fair
2. A Progressive Wine Dinner
3. A Kayaking Poker Run
4. Recycled Art Show
5. Permission to link from the EcoWeek Florida Keys website to the
TDC/district homepage
6. Provide permission for District III to use the EcoWeek logo for
advertising district EcoWeek events
Eco Week 2011
Destination Event: FY 2011
Contract I D#: 827
11
EXHIBIT F
(DISTRICT IV)
1. A Progressive Wine Dinner
2. A Paddleboard Poker Run
3. Eco-Music Fest
4. Eco-Fashion Show
5. 5K and 1 mi Fun Run
6. Drumming Circle
7. Permission to link from the EcoWeek Florida Keys website to the
TDC/district homepage
8. Provide permission for District IV to use the EcoWeek logo for
advertising district EcoWeek events
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
12
EXHIBIT G
(DISTRICT V)
1. Everglades Kayaking/Hiking Exersions
2. A Progressive Wine Dinner
3. A Kayaking Poker Run
4. Coral Restoration/Fish Surveying
5. HallowGreen Party
6. Alternative Fuel Rally
7. GLEE R4 Fair
8. Permission to link from the EcoWeek Florida Keys website to the
TDC/district homepage
9. Provide permission for District V to use the EcoWeek logo for
advertising district EcoWeek events
Eco Week 2011
Destination Event: FY 2011
Contract ID#: 827
13
EXHIBIT H
MONROE COUNTY TOURIST DEVELOPMENT COUNCIL
DESTINATION EVENT BUDGET
BUDGET BREAKDOWN
line items listed below must be approved by the appropriate agency of record
There will be no amendments to this budget (Exhibit C) after BOCC approval of Agreement
FISCAL YEAR 2011
EVENT NAME: EcoWeek 2011
MEDIA PLACEMENT & PRODUCTION COSTS: newspaper, radio, magazines,
TV, websitelinternet advertising only $54,000
PROMOTIONAL SIGNS: posters/banners $2,217
PROMOTIONAL ITEMS: t-shirts, hats, jackets, koozie cups $10,000
DIRECT MAIL PROMOTIONS: brochures/pamphlets/
postage & shipping $
PROGRAMS: $
PUBLIC RELATIONS $
*GENERAL NON -ALLOCATED $
TOTAL: $66,217
*GENERAL NON ALLOCATED MAY NOT EXCEED 15% OF THE ABOVE BUDGET.
AND CAN ONLY BE UTILIZED FOR ACCEPTABLE TDC ITEMS.
ACTUAL EXPENDITURES MAY DEVIATE NO MORE THAN 10% FROM THE BUDGETED LINE ITEMS
NOTED ABOVE.
MARKETING EXPENSES FOR EVENTS HELD OUTSIDE MONROE COUNTY SHALL NOT BE REIMBURSED/DIRECT PAID