FY1997 02/19/1997 Turn Key Events Agreement
THIS AGREEMENT is entered into this __/'/' day of E_4_840 by and
between BOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA,
(BOCC) and Exclusive Sports Marketing
NOW, THEREFORE, and in consideration of the mutual covenants, contained
herein the parties agree as follows:
1. The BOCC agrees to pay $25,000.00 (twenty five thousand dollars) for
"Gatorade Family Fitness Weekend" covering a period from October 4 -5, 1997
from tourist development tax funds, provided Event sponsor meets all of its obligations
under this agreement.
2. Scope of Services: The Exclusive Sports Marketing agrees to provide
the County with an event as specified in the Scope of Services which is incorporated by
reference (see Exhibit A).
3. Payment: Upon receipt from Event Sponsor of docuf 1entatio%i reviewed
and verified by the Tourist Development Council (TDC) Administrative Officce, ping
that event has been produced and promoted through marketing litetature,Eidvert1 ing
program /publication ads, television coverage, publicity and on -site advertising, and: that
the required insurance was obtained no less than twenty days prior-to the ev4nt, BOCC
shall pay $25,000.00. v;
Monroe County's performance and obligation to pay under this contract is
contingent upon an annual appropriation by the BOCC. Only acceptable expenses
listed in the Monroe County Tourist Development Council Operations Manual shall be
paid.
4. Accounting: Financial records of Exclusive Sports Marketing pertaining
to this project shall be kept on generally recognized accounting principles and shall be
available to the BOCC or to an authorized representative for audit. Records shall be
retained a minimum of three years after contract has been performed.
5. Modification: Any changes to 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 agreement, and the BOCC reserves the right at its
discretion, provided such breach is material, to terminate the services in this agreement
for any misfeasance, malfeasance, or nonperformance of the agreement terms or
negligent performance of the agreement terms by Exclusive Sports Marketing
7. Termination: 120 days after the date of the event, the agreement will be
terminated. All invoices must be submitted within the 120 day period.
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8. Non Occurrence of Event: The Exclusive Sports Marketing 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.
9. Indemnification and Hold Harmless: Exclusive Sports Marketing 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 event sponsored by Exclusive Sports Marketing.
10. Insurance Requirements: Exclusive Sports Marketing, as a pre-
requisite of the Special Event governed by this agreement, shall obtain, at its own
expense, insurance as specified in this section:
Exclusive Sports Marketing will not be permitted to commence work
associated with the Event (including pre- staging of personnel and materiel) until
satisfactory evidence of the required insurance has been furnished to the county as
specified below. Exclusive Sports Marketing shall maintain the required insurance
through out the entire duration of the Special Event and any extensions specified in any
attached schedules. Failure to comply with this provision shall release County of any
obligation to compensate event sponsor. Further, any material misstatement in the
application for insurance coverage shall release County from it's obligations to pay
under this agreement. Exclusive Sports Marketing shall provide, to the County, as
satisfactory evidence of the required insurance, including the insurance policy
application and 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 Exclusive Sports Marketing 's insurance shall
not be construed as relieving Exclusive Sports Marketing from any liability or
obligation assumed under this contract or imposed by law.
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The Monroe County Board of County Commissioners, its employees and officials
will be included as "Additional Insured" on all policies, except for Worker's
compensation.
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.
Exclusive Sports Marketing 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, Exclusive Sports
Marketing shall obtain General Liability Insurance. Coverage shall be maintained
throughout 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:
* $500,00.00 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 that the contractor's General Liability policy.
11. Permits: The Exclusive Sports Marketing will secure all required
permits, licenses including but not limited to occupational licenses.
12. Laws and Regulations: Any and all services, materials and equipment
shall comply fully with all Local, State and Federal laws and regulations, and Exclusive
Sports Marketing agrees that the venue for any dispute concerning this agreement
shall be in Monroe County, Florida.
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13. Taxes: The BOCC and TDC are exempt from Federal Excise and State
of Florida Sales Tax.
14. Finance Charges: The BOCC and TDC will not be responsible for any
finance charges.
15. Relation of BOCC/TDC: It is the intent of the parties hereto that the
Exclusive Sports Marketing 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 Event Sponsor, its employees
or agents, resulting in either bodily or personal injury or property damage to any
individual, firm, or corporation.
16. Disclosure: The Exclusive Sports Marketing shall be required to list
any or all potential conflicts or interest, as defined by Florida Statute 112 and Monroe
County Code. The Exclusive Sports Marketing shall disclose to the BOCC 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 BOCC and TDC.
17. Assignment: The Exclusive Sports Marketing 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 TDC and BOCC.
18. Compliance with laws - Nondiscrimination: The Exclusive Sports
Marketing, 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.
19. Force Majeure: The Exclusive Sports Marketing 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 Exclusive Sports Marketing 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 TDC or BOCC, the Exclusive Sports Marketing
must furnish evidence of the causes of such delay or failure and evidence of efforts to
substitute dates or activities for canceled segments of the Event. Should any
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segments the entire event be canceled through no fault of Event Sponsor, BOCC shall
pay only for specific advertising and promotional activities conducted outside of the
County, as evidenced by documentation acceptable to TDC and BOCC Finance Dept.
County shall have no obligation to pay for any additional activities, promotional or
otherwise, should Exclusive Sports Marketing resume its performance of event after the
date(s) described in paragraph 1 and the Scope of Services.
20. Security Protection: The Exclusive Sports Marketing agrees to provide
adequate security for the event. No TDC funds will be used for this purpose
21. Ethics Clause: Exclusive Sports Marketing warrants that it has not
employed, retained or otherwise had act on its behalf any former county officer of
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. 101 -1990. For
breach or violation of this provision the County may, in its discretion, terminate 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.
22. Ownership: All advertising and promotion work performed under the
agreement and paid for by the BOCC and TDC shall be the property of the BOCC and
TDC, for whatever use and /or disposition the BOCC and TDC may deem appropriate.
23. 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 BOCC and TDC
under this agreement.
24. Logo: All promotional literature and display advertising with the exception
of generic advertising must display the Florida Keys and Key West logo /trade mark (as
per enclosed).
25. Severability: If any provision of this Agreement shall be held by a Court
of competent jurisdiction to be invalid or unenforceable, all remaining provisions shall
not be affected thereby; and each provision of this Agreement shall be valid and
enforceable to the fullest extent permitted by law.
26. 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 agreement for the
sponsors and c) this agreement has been approved by the sponsor's Board of
Directors.
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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 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 ".
28. Entire Agreement: The parties agree that the Agreement above
constitutes the entire agreement between the BOCC and Exclusive Sports Marketing
IN WITNESS WHEREOF, the parties hereto have execute th agreement the
day and year first above written.
(SEAL) Exc . sive ! orts - eting
Attu ✓� �!1`►I
■11 �I� By
(SEAL) BOARD OF COU 1 COMMISSIONERS
Attest: DANNY L. KOLHAGE, Clerk OF MON' OE $UNTY, F •RIDA
By -d C.. LtA cina.A.d By // ; � �
Deputy CIA - /or/t -firma /
APPROVED AS TO FOR
AND L OAL SUFFiC
HOWL
:Y
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Ey.lAtEi-c A- ‘
1997 Championship Weekend
GATORADE TRIATHLON SERIES
GATORADE IN - LINE SKATE SERIES
ZEPHYRHILLS RUN SERIES
GATORADE SPRINTKIDS TRI/DUATHLON SERIES
WHEN: Friday thru Sunday October 3 -5th
WHERE: Marthon FL
EVENTS: Pre— Registration Friday October 3 3pm -8pm
Gatorade Triathlon Sat. October 4 7am -10am
Gatorade Sprintkids Sat. October 4 2pm -4pm
Zephryhills Run Sun, October 5 8am -9am
Gatorade In —Line Skate Race Sun. October 5 9am -10am
to
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