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05/05/1993 LOCAL MAJOR EVENTS AGREEMENT SPORT FISHING ADVENTURES THIS AGREEMENT is entered into this 5 4s _ day of rikolAt , 1993, by and between BOARD OF COUNTY COMMISSIONERS, MONRO COUNTY, FLORIDA, (BOCC) and Sportfishing Adventures (CONTRACTOR). NOW, THEREFORE, and in consideration of the mutual covenants, contained herein the parties agree as follows: 1. The BOCC agrees to pay up to twenty -one thousand and two hundred dollars ($21,200) for a Sportfishing Adventures television show for advertising and exposure of the Florida Keys and Key West through satellite uplinking for twenty six (26) weeks - March through August - from tourist development tax funds. (See Exhibit A) ',.1 2. Scope of Services: Sportfishing Adventures agreei to pride Ae County with advertisement and exposure through satellite uplink of■$enty -s_ weedy television shows as specified in Exhibit B which is incorporated by reference 3. All advertising and public relations services of super q ion : f advertising and public relations will be provided through the contracted ag ncie of the Tourist Development Council (TDC) and BOCC. The agencies of record;' Tinsley Advertising and Stuart Newman Associates shall receive payment of work in progress upon submission of documented invoices associated with said event. 4. Payment: Any payments directly to Sportfishing Adventures 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. Upon completion of said event, a financial statement detailing all revenue and expenses utilizing generally accepted accounting principals shall be prepared, notarized and submitted by event sponsor. Stuart Newman Associates (or alternative) shall confirm compliance with the Scope of Services. All payments are specifically contingent upon availability of TDC funds. Only acceptable expenses listed in the Monroe County Tourist Development Council Operations Manual shall be paid. 5. Accounting: Financial records of Sportfishing Adventures 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. These records must be retained for three years after termination of this agreement 1 6. 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. 7. Breach and Penalties: The parties agree to full performance of the covenants contained in this contract, and the BOCC reserves the right at its discretion, provided such breach is material to terminate the services in this contract for any misfeasance, malfeasance, or nonperformance of the contract terms or negligent performance of the contract terms by Sportfishing Adventures. 8. Termination: 120 days after the date of the final airing of the twenty -sixth show, the contract will be terminated. All invoices must be submitted within the 120 day period. 9. Non Occurrence of Event: If any weekly television show is not taped or aired, for any reason under control of Sportfishing Adventures except for those reasons in paragraph 21, then Sportfishing Adventures agrees to refund to the BOCC any amounts already paid to them or their vendors for said show, and relieve the BOCC from any further payments for that show. Sportfishing Adventures shall give written notice to the Monroe County Tourist Development Council if it is found necessary to cancel a show. 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. 10. Risk of Loss: Sportfishing Adventures agrees to relieve Monroe County of all risks for loss or damage during the event not caused by BOCC or its agents. 11. Indemnification and Hold Harmless: Sportfishing Adventures, 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. Sportfishing Adventures agrees to pay all claims and losses and shall defend all suits filed due to the negligent acts, errors or omissions of Sportfishing Adventures employees and /or agents, including related court costs. 12. Insurance Requirements: Sportfishing Adventures shall carry during the term of this agreement public liability insurance, including bodily injury and property loss damage to cover all claims, demands or actions by any person or entity in anyway arising under this agreement. Such liability insurance shall be in an amount not less than $1,000,000. Monroe County 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. Sportfishing Adventures shall furnish the 2 County with a certificate evidencing the insurance required by this paragraph not later than twenty (20) days prior to the event. 13. Permits: Sportfishing Adventures will secure all required permits, licenses including but not limited to occupational licenses. 14. 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. 15. Taxes: The BOCC and TDC is exempt from Federal Excise and State of Florida Sales Tax. 16. Finance Charges: The BOCC and TDC will not be responsible for any finance charges. 17. Relation of BOCC/TDC: It is the intent of the parties hereto that Sportfishing Adventures shall be legally considered as an independent contractors 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, firm, or corporation. 18. Disclosure: Sportfishing Adventures shall be required to list any or all potential conflicts or interest, as defined by Florida Statute 112 and Monroe County Code. Sportfishing Adventures 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. 19. Assignment: Sportfishing Adventures 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 BOCC and TDC. 20. Compliance with laws - Nondiscrimination: Sportfishing Adventures 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. 21. Force Majeure: Sportfishing Adventures 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 3 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 Sportfishing Adventures, have 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, Sportfishing Adventures, must furnish evidence of the causes of such delay or failure. Sportfishing Adventures, shall not resume its performance hereunder unless provided for in the Scope of Services. 22. 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 Sportfishing Adventures. 23. Antisolicitation: Sportfishing Adventures 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: All advertising and promotion work performed under the contract 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. 25. Media rights: The TDC shall have the right to use, reproduce, or transmit for any purpose whatsoever the photographs, materials, and services paid by the BOCC and TDC listed in Exhibit A which is attached hereto. 26. 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). 27. 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. 4 28. Authority: Each of the signatories for the sponsor below certifies and warrants that: a) The contractor'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 sponsors and c) this agreement has been approved by the contractor's Board of Directors. 29. Ethics Clause: Contractor warrants that he /it has not employed retained or otherwise had act on his /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 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. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written. (SEAL) Attest: Sportfi ng Adve ures (SEAL) Att St: DANNY L. ifULtiAGE, Clerk Att sl 4 � f t-4-111 / 91 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS MAYORGI4M MAI Approved as to form & legal sufficiency: Aar . %.. ' Date: # 5 EXHIBIT A Islamorada Television Sportfishing Adventures BUDGET AG News Bureau: Photography, satellite up -link for 30 minute TV show for DAC IV $11,830.00 Still Photography: Larry Benvenuti still photography, models, film, film processing for brochure & post cards for mailers to TV stations. $1,721.00 $1,264.00 Ed Burnett Consultants: Purchase of mailing list & labies of TV stations for up -link mailer. $ 179.28 Dynacolor Graphics, Inc: 9x12 color brochure, layout, type, artwork, 12,500 qty. $ 3,897.14 Postcard, 12,500 qty, 4/c $1,171.44 Mailing Postage: 25,000 mailers combined $ 2,391.00 TOTAL $21,200.00 6 EXHIBIT B "1 HE CONCL P 1 Fly taking advantage of satellite uplink communications, programming can be made available nationwide (and even worldwide) to almost all • broad(ast and cable: networks, There are approximately 3,000 broadcast stations in the U.S. and 9,600 cable systems. By offering a free 30- minute weekly program to any station desiring a quality outdoors show, at NO COST to them, a great many stations in the major and minor markets can be picked up. By bartering the ad time on each show (approximately six minutes total), each station has invent to sell and we as producers have ads to sell, making it a profitable proposition for all involved. The first step is to uplink a weekly show and get stations to come on line. Thereafter, sponsors can be attracted to the show when they can see their cost per thousand and which markets they're in. WHAT'S NLLiDUD Since we already have 13 produced shows that appeared this past summer on the "Sunshine Network ", there is NO PRODUCTION COST necessary to get started. By uplinking the existing shows for 26 weeks (repeating the series), interested stations can view the quality by being notified of when it will appear on the satellite and be given the frequency coordinates. They can then decide if they want to air the show on their station by notifying ns and pntnring into an agrc • In order to get the ball rolling, we need $21,200. This will pay for the uplink cost for 26 weeks and two post -card mailings to notify stations. All the funds are necessary at the outset because the uplink contract and first mailing will be performed as soon as the funds are available, with the second mailing seat in 30 - 60 days. THE OUTCOMP • Once we have a good representation of stations on -line, we can get sponsorships to begin a series based in Islamorada. This would include showcasing all the great fishing Islamorada has to offer, both offshore and inshore, PLUS the world - class diving opportunities. It would be an outdoors show rooted in fishing and diving while also weaving in the topnotch dining and hotel facilities the area provides to visitors. Quite basically, this is an opportunity for Islamorada to receive • extremely favorable national television exposure by providing only • $21,200 to help get stations online by tapping into the science of satellite communications. With the anticipated sponsorship of the series, Baker and Kelly will produce the Islamorada - based series for as long as the show maintains its popularity (see Agreement), and District IV DAC /TDC can sell a :30 spot in the show (see Agreement) to help get back its investment. As of now the only known satellite uplink outdoors show is a freshwater fishing and hunting series, and even it has 200 stations online. Therefore, a unique opportunity is at hand if the DAC /TUC is prepared to act. 7 • • MONROE COUNTY, FLORIDA Roqueet For Waiver or Modification of Insurance Requir.ementS It is requested that the insurance requirements, as specified in the County's Schedule of insurance Requirements, be waived or modified on the following contract. Contractor: _5 ' as ff1 �& , ,o4 4 - • Address: 0. 0 • '7 t 0 t4._EA LA r? -- Phone: - "he , ._.,..����...., soope of e VlIn l� S . -4 WOrR , !ry Reason for t� . Waiver • • 1 4 _ 1* :?.„Ac_lack ,� r r I .a►w�..tr�v_.� ��lo �,s� Xs Vendor • SOle Supp1 ieL ? Yew _.�.. No purchasing Agent .,, Approved , Not Approver! • Risk Manager's Signature I � _ Date; c3 • WA I VEP SWORN STATEMENT PURSUANT TO SECTION 287.133(3) (a), FLORIDA STATUTES. 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 Th 0 71 op Cov/ 1 i 2 C m .rS'e [print name of the pub 1 entity] by JM-CA ,- Ke j Oke s [prin ndividuajs na . a nd title] for .5 rn R � i N 6- A-- b ✓ e-r04 -u 2 Q , [print name of entity submitting sworn statement] whose business address is P o - 6z) r7 10 gc-b, FL 33o37 and (if applicable) its Federal Employer Identification Number (FEIN) is (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: � %�" 4./ . !'4i /, /= % % �.: " . ) 2. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means 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. 5. 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.] mi V Neither 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 final 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. [signature/ C r le—e./ Sworn to and subscribed before me this aa day of 9 19 ,,� Personally known it /YL-e-- Olffiac_4_9+t OR Produced identification Notary Public - State of KhDl..1Gv My commission es • .. • (Type of identification) i (Printed typed ol„�tam-ped__ commissioned name of notary public) • Form PUR 7068 (Rev. 06/11/92)