03/24/1994CO -HOSTED EVENT AGREEMENT
THIS AGREEMENT is entered into this Jl4k day of 1994, by and
between BOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA,
(BOCC) and the Greater Miami Convention and Visitor's Bureau (CVB).
WHEREAS, Pow Wow, a trade show attended by thousands of representatives
of the tourism industry, will be held in Miami in 1994; and
WHEREAS, the parties have determined that it would be in the best intOrests=of
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both parties to co -host an event in conjunction with Pow Wow;
NOW, THEREFORE, for and in consideration of the mutual coyenatRs,
contained herein the parties agree as follows:
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1. The BOCC agrees to pay up to seventy-five thousand dollars ($7€i000 9))
for Pow Wow, May 1994 from tourist development tax funds.
2. Scope of Services: Greater Miami Convention and Visitor's Bureau
agrees to provide the County with the promotional benefits described in the description
of promotional benefits of Sponsorship Participation in Pow Wow Opening Night Event,
attached hereto as Exhibit A and incorporated herein by reference.
3. Payment: Upon submission of invoices and support documentation,
acceptable to the Finance Department of the Clerk of Circuit Court, with review and
verification by the Tourist Development Council Administrative Office for promotion,
payment of an amount not to exceed $75,000.00 shall be made. All payments are
specifically contingent upon availability of TDC funds.
Should any funding under this Agreement be expended for promotional novelty or
other items which are marketed and sold, the proposer agrees to return to TDC/BOCC
monies received in excess of the costs of such marketed items.
4. Accounting: Financial records of the Greater Miami Convention and
Visitor's Bureau pertaining to this project shall be kept on generally recognized
accounting principles and shall be available to the TDC/BOCC or to an authorized
representative for audit. These records shall be retained by Greater Miami Convention
and Visitor's Bureau for a period of three years.
5. Modification: Additions to, modifications to, or deletions from the Scope
of Services set forth in this contract may be made only by written mutual agreement,
recommended by the TDC and approved by the BOCC.
6. Breach and Penalties: The parties agree to full performance of the
covenants contained in this contract, and the TDC/BOCC reserves the right at its
discretion, provided such breach is material, to terminate the services in this contract
for any misfeasance, malfeasance, or non-performance of the contract terms or
negligent performance of the contract terms by Greater Miami Convention and Visitor's
Bureau. (See paragraph 8) The BOCC shall have the sole right to determine whether
any breach is material.
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7. Termination: 120 days after the date of the event, the contract will be
terminated. All invoices must be submitted within the 120 day period.
8. Non Occurrence of Event: If the event(s) does not take place, for any
reason under control of the Greater Miami Convention and Visitor's Bureau except for
those reasons in paragraph 20, then the Greater Miami Convention and Visitor's Bureau
agrees to refund to the BOCC any amounts already paid to them or its contractual
agencies, and relieve the BOCC from any further payments. Event Coordinator 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) substantiation of the reason for cancellation and 3) person
authorized to cancel including title and stated affiliation.
9. Risk of Loss: Each party agrees to relieve the other of all risks for loss or
damage during the event not caused by the other party.
10. Indemnification and Hold Harmless: The Greater Miami Convention and
Visitor's Bureau, agrees to indemnify and hold Monroe County harmless for any and all
claims, liability, losses and causes of action which may arise out of the fulfillment of the
agreement. It agrees to pay all claims and losses including related court costs, and
shall defend all suits filed against Monroe County due to the negligent acts, errors or
omissions of the Greater Miami Convention and Visitor's Bureau employees and/or
agents.
11. Insurance Requirements: The Greater Miami Convention and Visitor's
Bureau, shall carry during the term of this event, general liability insurance, including
bodily injury, personal injury and property damage to cover all claims, demands or
actions by any person or entity in anyway arising from the operation, of this event(s).
Such liability insurance shall be in an amount not less than $1,000,000 combined single
limits. Monroe County AND Monroe County Tourist Development Council shall be
named as additional insured under the insurance policy and such insurance shall be
primary and noncontributing with any insurance carried by the County. The Greater
Miami Convention and Visitor's Bureau, shall furnish the County with a certificate
evidencing the insurance required by this paragraph not later than twenty (20) days prior
to the event.
12. Permits: The Greater Miami Convention and Visitor's Bureau will secure
all required permits, licenses including but not limited to occupational licenses.
13. Laws and Regulations: It shall be understood and agreed that any and all
services, materials and equipment shall comply full with all Local, State and Federal
laws and regulations.
14. Taxes: The BOCC and TDC are exempt from Federal Excise and State
of Florida Sales Tax.
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15. Finance Charges: The BOCC and TDC will not be responsible for any
finance charges.
16. Independent Contractor: It is the intent of the parties hereto that the
Greater Miami Convention and Visitor's Bureau, shall be legally considered as an
independent contractor and that neither it nor its employees shall, under any
circumstances, be considered servants or agents of the BOCC and TDC and the BOCC
and TDC shall at no time be legally responsible for any negligence on the part of said
successful proposer, its employees or agents, resulting in either bodily or personal injury
or property damage to any individual, proposer, or corporation.
17. Disclosure: The Greater Miami Convention and Visitor's Bureau shall be
required to list any or all potential conflicts or interest, as defined by Florida Statute 112
and Monroe County Ethics Ordinance. The Greater Miami Convention and Visitor's
Bureau, shall disclose to the TDC/BOCC 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 TDC/BOCC.
18. Assignment: The Greater Miami Convention and Visitor's Bureau, shall
not assign, transfer, convey, sublet or otherwise dispose of this proposal, or of any or all
of its right, title or interest therein, or his or its power to execute such contract to any
person, company or corporation without prior consent of the TDC/BOCC.
19. Compliance with laws -(Nondiscrimination: The Greater Miami Convention
and Visitor's Bureau, 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.
20. Force Majeure: The Greater Miami Convention and Visitor's Bureau,
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 Greater Miami Convention and
Visitor's Bureau, has exercised reasonable care in the prevention thereof, and any such
delay or failure shall not constitute a breach of the Agreement. Upon demand of BOCC,
the Greater Miami Convention and Visitor's Bureau, must furnish evidence of the causes
of such delay or failure. The Greater Miami Convention and Visitor's Bureau, shall not
resume its performance hereunder unless provided for in the Scope of Services.
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21. Governing Law/Venue: This Agreement shall be governed and construed
by and in accordance with the laws of the State of Florida and constitutes the entire
agreement between the BOCC and the Greater Miami Convention and Visitor's Bureau.
22. Security Protection: The sponsor agrees to provide adequate security for
the event. No BOCC funds will be used for this purpose.
23. Ethics Clause: The Greater Miami Convention and Visitor's Bureau
warrants that it has not employed, retained or otherwise had act on its behalf any former
County officer or employee subject to the prohibition of Section 2 of Ordinance No.
010-1990 or any County officer or employee in violation of Section 3 of Ordinance No.
010-1990. For breach or violation of this provision the County may, in its discretion,
termination this contract without liability and may also, in 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 County officer or
employee.
24. Ownership and Media Rights: All advertising and promotion work
performed under the contract and paid for by the TDC/BOCC shall be the property of
the BOCC, for whatever use and/or disposition the BOCC may deem appropriate,
including but not limited to broadcast, rebroadcast, use, reproduction or transmission for
any purpose whatsoever.,
25. Logo: All promotional literature and display advertising with the exception
of generic advertising must display the Florida Keys and Key West logo (as per
enclosed sample).
26. Severability: If any provision of this Agreement shall be held by a Court of
competent jurisdiction to be 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.
27. Authorit : Each of the signatories for the Event Coordinator below certifies
and warrants that:
a) The Event Coordinator's name in the agreement is the full name as
designated in its corporate charter, and
b) they are empowered to act and contract for the Event Coordinator,
and
c) this agreement has been approved by the Event Coordinator's
Board of Directors.
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IN WITNESS WHEREOF, the parties hereto have executed this agreement the
day and year first above written.
(SEAL) Greater Miami Convention and Visitor's Bureau
Attest: —�= c 'Ifjh7 E Fb e
b -,�-
(SEAL)
AttestzANNy 16.X01MAGE, Clerk
Monroe County Board of County Commissioners
Mayor/Chairma-P
Approved as to form and legal sufficiency: 41()
Date:
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EXHIBIT "A"
PARTICIPATION WOULD PROVIDE PROMOTIONAL BENEFITS BEYOND THE
SINGLE NIGHT EVENT. WITH THIS IN MIND, OUR SPONSORSHIP INVOLVEMENT
WOULD RESULT IN:
• Provides opportunity for the Keys to be considered a major "player" at Pow Wow.
• Destination identification and logo presence in official Pow Wow preliminary
program and week-long program.
• Destination identification and logo presence in event and pre -event invitations.
• Destination identification, information and logo presence in Saturday night main
event program.
• Destination identification and logo presence as part of a full -page advertisement
in the "a" section of the Miami Herald welcoming Pow Wow participants to South
Florida.
• One-half page, in one issue of official Pow Wow host committee newsletter, for
Florida Keys editorial copy, picture and logo. Newsletter is to be a four-color, six
page wrap -around of the Miami Herald that will be distributed to all delegates in
their hotel rooms with 1,000 overprints for distribution at the Convention Center.
• Option for a Keys representative to be a participant to host destination's Pow
Wow news conference on Monday, May 23rd.
• Keys bannerstlogo identification at strategic location throughout Knight center.
• At least one major section of the James L. Knight Center to feature a Florida
Keys motif with appropriate identification (i.e.: diving, sunset, etc.).
• Florida Keys & Key West logo to be prominently displayed to entire audience at
evenings highlight concert in 5,000 seat Knight Center auditorium.
• Ability to place Keys' press materials in Pow Wow working press room versus just
the press literature room where there is much more competition from other Pow
Wow sellers.
• Logo on special gift bag to be distributed to delegates rooms at turndown.
Opportunity for Keys to contribute a gift (i.e.: bottle of Key Lime juice) and
collateral piece for inclusion in this bag).
• 10 non -delegate passes for Keys representatives to attend Saturday night pre
event VIP reception and main event at James L Knight Center.
• Keys to be one of five organizations that will submit names targeting
approximately 200 tour operators and travel writers with a "proven track record"
to attend pre -event VIP reception at Miami Seaquarium.
• Display of Keys banners and logo identification at pre -event.
• Key West Conch Tour Train to be utilized as one vehicle to transport delegates
from Seaquarium event to Knight Center.
• Keys delegates and 10 non -delegates to be at pre -event socializing and
communicating the Keys to 200 top travel industry delegates. Opportunity for
these Keys representatives to travel - via boat - with 200 delegates to main event
function at James L. Knight Center.
• Indigenous Florida Keys food items (i.e.: Key Lime pie, conch fitters, etc.) to be
served at various food stations throughout Knight Center with highly visible
reference identification.
• Keys style musical entertainment to be featured among other types of South
Florida entertainment throughout the event.
• Keys identification and logo to be a facet of audiovisual presentation to be
shown to delegates prior to concert. Presentation also includes State of Florida
video which will have a segment on the Keys.
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SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(a),
FLORIDA STATUrES, ON PUBLIC ENTITY CRIMES
THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER
OFFICIAL AUTHORIZED TO ADMINISTER OATHS..
1. This sworn statement is submitted to
by T�hvt-D
/1 [print Individual's name and
forl9CZEA[ �cc _ IVL1�
[print name of entity
sworn statement]
whose business address is �j,
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e of the public
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and (if applicable) its Federal Employer Identification Number (FEIN) is 138E 03 j
(If the entity has no FEN, include the Social Security Number of the individual signing this
sworn statement:
2. 1 understand that a 'public entity crime' as defined in Paragraph 287.133(1)(g), Florida Statutesmeans a
violation of any state or federal law by a person with respect to and directly related to the transaction of
business with any public entity or with an agency or political subdivision of any other state or of the United
States, including, but not limited to, any bid or contract for goods or services to be provided to any public
entity or an agency or political subdivision of any other state or of the United States and involving antitrust,
fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation.
3. I understand that 'convicted' or 'conviction' as defined in Paragraph 287.133(1)(b), Florida Statutes, means
a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any
federal or state trial court of record relating to charges brought by indictment or information after July 1,
1989, as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere.
4. I understand that an 'affiliate' as defined in Paragraph 287.133(1)(a), Florida Statutes. means:
1. A predecessor or successor of a person convicted of a public entity crime; or
2. An entity under the control of any natural person who is active in the management of the entity and
who has been convicted of a public entity crime. The term "affiliate' includes those officers, directors,
executives, partners, shareholders, employees, members, and agents who are active in the management of
an affiliate. The ownership by one person of shares constituting a controlling interest in another person,
or a pooling of equipment or income among persons when not for fair market value under an arm's length
agreement, shall be a prima facie case that one person controls another person. A person who knowingly
enters into a joint venture with a person who has been convicted of a public entity crime in Florida during
the preceding 36 months shall be considered an affiliate.
S. I understand that a 'person' as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural
person or entity organized under the laws of any state or of the United States with the legal power to enter
into a binding contract and which bids or applies to bid on contracts for the provision of goods or services
let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The
term 'person' includes those officers, directors, executives, partners, shareholders, employees; members, and
agents who are active in management of an entity.
6. Based on information and belief, the statement which I have marked below is true in relation to the entity
submitting this sworn statement. [indicate which statement applies.]
XNeither the entity submitting this sworn statement, nor any of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, nor
any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July
1, 1989.
The entity submitting this sworn statement, or one or more of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, or
an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July
1, 1989.
The entity submitting this sworn statement, or one or more of its officers, directors, executives,
partners, shareholders, employees, members, or agents who are active in the management of the entity, or
an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July
1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida,
Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that
it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor
list. [attach a copy of the Mal order]
I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE
PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND,
THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED.
I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING
INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA
STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM.
- —7
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Sworn to and subscribed before me this day of `'- . 19 u"
Personally knownin to W tv ' `T;r" 1cL re —
OR Produced identification
(Type of identification)
Form PUR 7068 (Rev. 06/11/92)
Notary Public - State ofz-- V G7' x/
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t "OFFICIAL NOTARY SEAL"
MART L. FLEMING
My commission Notary Public, Smr cf Florida
< My Commission Expires 1?'26/96
< Bonded Thrnuh Fla. Notary Service £, 3ondir,_ Co.
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(Printed typed or S{i�}}CtiS�1S�Cti�SCSSSS�CKSSSSSSSSSSSiSSSCSS
commissioned name of notary public)