FY2015 10/17/2014AMY HEAVILIN, CPA
F II e
CLERK OF
CIRCUIT COURT
R , COMPTROLLER
MONROE & COUNTY,
DATE: November 20, 2014
TO: Lynda Stuart, Office Manager
Tourist Development Council
ATTN: Kelly
Administrative Assistant
FROM: Lindsey Ballard, D.C.
v
At the October 17, 2014, Board of County Commissioner's meeting the Board granted approval and authorized
execution of the following items:
Item D2 Agreement with Mote Marine Laboratory, Inc. to cover the Mote Coral Reef Restoration Key
West Waters in an amount not to exceed $54,000, DAC I, FY 2015 Capital Resources.
Item D3 Agreement with Mote Marine Laboratory, Inc. to cover the Mote Coral Reef Restoration Lower
Keys Waters in an amount not to exceed $54,000, DAC 11, FY 2015 Capital Resources.
Item D4 Agreement with City of Key West to cover the Vietnam Veteran's Memorial Project in an
amount not to exceed $243,475, DAC I, FY 2015 Capital Resources.
Item D5 Agreement with The Studios of Key West, Inc. to cover the Scottish Rite Masonic Center
Renovation Phase II in an amount not to exceed $300,000, DAC I, FY 2015 Capital Resources.
Item D6 Agreement with Florida Keys History of Diving Museum, Inc. to cover the History of Diving
Museum Improving Museum Sustainability in an amount not to exceed $5,691, DAC IV, FY 2015 Capital
Resources.
Item D7 Agreement with Dolphin Research Center, Inc. to cover the DRC Renovate Fish House Building
in an amount not to exceed $57,500, DAC III, FY 2015 Capital Resources.
Item D8 Agreement with The Mel Fisher Maritime Heritage Society, Inc. to cover the Mel Fisher
Maritime Museum Life Safety and Security Improvements in an amount not to exceed $6,308, DAC I, FY 2015
Capital Resources.
Item D9 Agreement with Dolphin Research Center, Inc. to cover the DRC Construct Welcome Center
Building in an amount not to exceed $421,700, DAC III, FY 2015 Capital Resources.
Item D10 Agreement with Key West Art and Historical Society, Inc. to cover the Custom House Plumbing
Repairs and Upgrades in an amount not to exceed $19,100, DAC 1, FY 2015 Capital Resources.
500 Whitehead Street Suite 101, PO Box 1980, Key West FL 33040 Phone: 305-295-3130 Fax: 305-295-3663
3117 Overseas Highway, Marathon, FL 33050 Phone: 305-289-6027 Fax: 305-289-6025
88820 Overseas Highway, Plantation Key, FL 33070 Phone: 852-7145 Fax: 305-852-7146
Item DI I Agreement with Dolphin Research Center, Inc. to cover the DRC Construct Animal Care &
Training Office Building in an amount not to exceed $48,120, DAC III, FY 2015 Capital Resources.
Item D12 Agreement with Key West Players, Inc. to cover the Waterfront Playhouse AC Replacement,
Awning and Lighting Upgrade in an amount not to exceed $171,000, DAC I, FY 2015 Capital Resources.
Item D13 Approval of Cultural Umbrella event agreements for FY 2015 as per attached spreadsheet totaling
$529,501.
Item D14 Approval of Fishing Umbrella event agreements for FY 2015 as per attached spreadsheet totaling
$325,800.
Item D15 Agreement with City of Marathon to cover the Marathon Oceanfront Park Phase 5 — Boardwalk
in an amount not to exceed $45,900, DAC III, FY 2015 Capital Resources.
Item D16 Agreement with Pigeon Key Foundation, Inc. to cover the Pigeon Key Gang Quarters Window
Repairs in an amount not to exceed $3,400, DAC III, FY 2015 Capital Resources.
Item D17 Agreement with Pigeon Key Foundation, Inc. to cover the Pigeon Key Gang Quarters Bathroom
Repairs in an amount not to exceed $18,000, DAC III, FY 2015 Capital Resources.
Item D18 Approval is requested to waive policies and bid process and enter into a contract with The
Ameurop Group, Inc. who is the only entity that provides multilingual tourist assistance for 24 hours; 7 days a
week; 365 days a year. The Ameurop Group, Inc. provides live assistance through to 1-800-771-KEYS and
provides a monthly detailed report.
Item D 19 Agreement with Greater Marathon Chamber of Commerce, Inc. covering Original Marathon
Seafood Festival in March 2015 in an amount not to exceed $50,000, DAC III, FY 2015 Event Resources.
Item D20 Agreement with Domestic Abuse Shelter, Inc. covering No Name Race in January 2015 in an
amount not to exceed $7,500, DAC II, FY 2015 Event Resources.
Item D21 Approval of a Turnkey Event Agreement with Premiere Racing, Inc. covering Key West Race
Week 2015 in January 2015 in an amount not to exceed $120,000, DAC I, FY 2015 Event Resources.
Item D22 Agreement with MRM Key West LLC covering Key West Food and Wine Festival in January -
February 2015 in an amount not to exceed $25,000, DAC I, FY 2015 Event Resources.
Item D23 Agreement with Key West Half Marathon LLC covering Key West Half Marathon & 5K Run,
17th Annual in January 2015 in an amount not to exceed $35,000, DAC I, FY 2015 Event Resources.
Item D24 Agreement with Islamorada Chamber of Commerce, Inc. covering Florida Keys Island Fest, 24th
Annual in March 2015 in an amount not to exceed $20,000, DAC IV, FY 2015 Event Resources.
Item D25 Agreement with Key Largo Merchants Association, Inc. covering Key Largo Stone Crab &
Seafood Festival in January 2015 in an amount not to exceed $30,000, DAC V, FY 2015 Event Resources.
500 Whitehead Street Suite 101, PO Box 1980, Key West FL 33040 Phone: 305-295-3130 Fax: 305-295-3663
3117 Overseas Highway, Marathon, FL 33050 Phone: 305-289-6027 Fax: 305-289-6025
88820 Overseas Highway, Plantation Key, FL 33070 Phone: 852-7145 Fax: 305-852-7146
Item D26 Agreement with Key Largo Merchants Association, Inc. covering Uncorked - Key Largo &
Islamorada Food & Wine Festival in January 2015 in an amount not to exceed $40,000, (DAC IV = $20,000,
DAC V = $20,000), FY 2015 Event Resources.
Item D27 Agreement with Steele Blades, Inc. covering Miss Gay Southernmost USofA in March 2015 in an
amount not to exceed $10,000, DAC I, FY 2015 Event Resources.
Item D28 Agreement with Lower Keys Chamber of Commerce, Inc. covering Big Pine & Lower Keys 1 lth
Annual Nautical Flea Market in January 2015 in an amount not to exceed $15,000, DAC II, FY 2015 Event
Resources.
Item D29 Agreement with Rotary Club of Key Largo Charitable Events, Inc. covering Brew on the Bay in
January 2015 in an amount not to exceed $10,000, DAC V, FY 2015 Event Resources.
Item D30 Agreement with Monroe County Commercial Fishermen, Inc. covering Florida Keys Seafood
Festival, 10th Annual in January 2015 in an amount not to exceed $17,000, DAC I, FY 2015 Event Resources.
Item D31 Agreement with Florida Powerboat Club, Inc. covering Winter Poker Run & Regatta 2015 -
Marathon, 14th Annual in January 2015 in an amount not to exceed $30,000, DAC I1I, FY 2015 Event Resources.
Item D32 Agreement with Florida Powerboat Club, Inc. covering Miami Boat Show Poker Run to
Islamorada 2015, 20th Annual in February 2015 in an amount not to exceed $10,000, DAC IV, FY 2015 Event
Resources.
Item D33 Agreement with Keys Area Interdenominational Resources, Inc. covering Sombrero Beach Run
in March 2015 in an amount not to exceed $20,000, DAC III, FY 2015 Event Resources.
Item D34 Agreement with CI Management Group Inc. covering Jimmy Johnson National Billfish
Championship in March 2015 in an amount not to exceed $15,000, DAC V, FY 2015 Event Resources.
Attached is a duplicate original of the above mentioned for your handling. Should you have any
questions, please feel free to contact our office. Thank you.
CC: County Attorney (Electronic Copy)
Finance (Electronic Copy)
File
500 Whitehead Street Suite 101, PO Box 1980, Key West FL 33040 Phone: 305-295-3130 Fax: 305-295-3663
3117 Overseas Highway, Marathon, FL 33050 Phone: 305-289-6027 Fax: 305-289-6025
88820 Overseas Highway, Plantation Key, FL 33070 Phone: 852-7145 Fax: 305-852-7146
CULTURAL EVENT FUNDING CONTRACT/AGREEMENT
THIS Agreement is made and entered into by and between Monroe County, Florida, a political
subdivision of the State of Florida Go ty), and Key West Council on the Arts, Inc. (Event
Contractor) on this day of 1 2014.
WHEREAS, Florida Keys Council of the Arts, 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
Contractor; and
WHEREAS, the Umbrella organization recommends allocation of funds for the Impromptu
Classical Concerts 2015 Season (Event) in January - March 2016.
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 $19,356 (Nineteen Thousand Three
Hundred Fifty-six Dollars — TDC District I Funding Allocation) effective October 15, 2014 for
promotion and related expenditures, as described in the event budget, attached hereto as Exhibit D,
for production of the Event. Of this amount, no more than 30% or $2,686 shall be expended on
advertising media placement and production costs line item attributable to in -county placement. No
amendments shall be made to the Budget as set forth in Exhibit D after approval of agreement
Payment will be made only after Event Contractor 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
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. Monroe County's performance and
obligation to pay under this agreement is contingent upon an annual appropriation by the Board of
County Commissioners.
2. Duties of Event Contractor: Event Contractor shall provide promotion and related
services as described in the Schedule of Events, Exhibit C, 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. Invoicing: Event Contractor agrees to submit all invoices and support documentation as
required by the County's Finance Department rules and policies no later than May 30, 2016 unless
amended upon written approval of the Cultural Umbrella and TDC Director. Event Contractor shall
not be reimbursed nor will Event Contractor's vendors be paid directly for any invoices received by
the County after May 30, 2015 unless amended upon written approval of the Cultural Umbrella and
TDC Director, and the County shall not be obligated to pay for any services provided by Event
Contractor under this agreement if documentation as noted above is not received on or before this
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#: 1394
MP/LS 4114
reimbursement deadline date. To be eligible for reimbursement, the request for reimbursement and
supporting documents (checks, invoices, credit card statements, bank statements, etc.) must show
that the items were paid for directly by the same entity named on the agreement with the County. For
clarification on reimbursements, please refer to the reimbursement packet provided to you upon
execution of your funding agreement.
4. Expiration of Agreement: This agreement expires on May 30, 2015 and the County
shall not be obligated to pay for any services provided by Event Contractor under this agreement if
documentation as noted above is not received on or before this reimbursement deadline date, unless
amended upon written approval of the Cultural Umbrella and TDC Director.
5. Reimbursement to County: Event Contractor 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 Contractor.
6. Media Rights: The TDC shall have the right under this agreement to broadcast or
rebroadcast, for any purpose whatsoever, radio, television, sound, video or film production, and still
photographs, paid by the TDC and County, and produced by the TDC agencies of record.
7. Indemnification and Hold Harmless: The Event Contractor covenants and agrees to
indemnify and hold harmless and defend Monroe County, its officers, employees and agents
including the TDC 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 by Event Contractor, or other activities and funding associated
with this agreement, except those losses or damages caused by County or its agents.
8. Ethics Clause: The Event Contractor 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 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.
9. Claims and Venue: Event Contractor agrees to notify County immediately of any claims
suits or action made against the Event Contractor that is related to the activity under this agreement
and will cooperate with County in the investigation arising as a result of any action, suit or claim
related to this agreement. Any legal proceedings arising out of this agreement shall be in accordance
with the laws of the State of Florida in the 16t Judicial Circuit for Monroe County; venue shall be in
Monroe County, Florida.
10. 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 affected thereby; and
each provision of this agreement shall be valid and enforceable to the fullest extent permitted by law.
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#. 1394
MP/LS 4114
2
11. 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 Event Contractor 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.
12. Accounting and Records: Event Contractor shall maintain records pursuant to
generally accepted accounting principles for four (4) years after the event and shall permit County
and its agents and employees access to said records at reasonable times.
13. Termination of Agreement: County may terminate this agreement without cause by
providing written notice to Event Contractor, 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 Contractor,
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 Contractor 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.
14. 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 category two for a period of
36 months from the date of being placed on the convicted vendor list.
15. Logo: Logo Usage guidelines are
promotional literature and display advertising mu:
You Are" logo/trademark (as per attached logo
adopted by the TDC and County in April, 2010.
attached to this agreement as Exhibit "B". All
display the "Florida Keys & Key West Come As
sample — Exhibit B). This logottrademark was
In -County Logo: The logo that includes the "Monroe County Tourist Development Council'
designation is to be utilized on in -county print newspaper and magazine ads, brochures, postcards,
pamphlets, programs, posters, banners (hanging and displayed outdoors) and digital advertising on
websites, website links, pre roll video, banners, mobile and email blasts. 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 Ashley Miller or John Underwood
with Tinsley Advertising at 305-856-6060.
Out -of -County Logo: The logo that does NOT include the "Monroe County Tourist Development
Council' designation is to be utilized in out -of -county newspapers and magazines, brochures,
postcards, pamphlets, programs, posters and digital advertising on websites, website links, pre roll
video, banners, mobile and email blasts. Radio commercials should include "Brought to you by The
Monroe County Tourist Development Council". To seek approval, clarification and/or logo in electronic
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#: 1394
MP/LS 4114
format (eps or jpg file), contact Ashley Miller or John Underwood at Tinsley Advertising at 305-856-
6060.
16. Permits: The Event Contractor will secure all required permits, licenses and shall pay
all appropriate business taxes.
17. Assignment: The Event Contractor 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.
18. Modification: The event name, time & date of the event and Schedule of Activities may
be amended upon written approval of the Advisory Committee and TDC Director. Any changes to
said contract other than stated above require approval by the Advisory Committee, TDC and the
County.
19. Non Occurrence of Event: The Event Contractor shall give written notice to the TDC if it
is found necessary to cancel an event. The notice shall contain the reason for the cancellation. If the
event does not take place for any reason under control of Event Contractor, then Event Contractor
agrees to refund to the County any amounts already paid to them under this agreement and relieve
the County from any further payments.
20. Laws and Requlations: Any and all services, materials and equipment shall comply fully
with all Local, State and Federal laws and regulations.
21. Taxes: The County and TDC are exempt from Federal Excise and State of Florida Sales
Tax, but this in no way exempts the Event Contractor from applicable Federal and State taxes.
22. Finance Charges: The County and TDC will not be responsible for any finance charges.
23. Relation of County/TDC: It is the intent of the parties hereto that the Event Contractor
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 County and TDC, and the County
and TDC shall at no time be legally responsible for any negligence on the part of said Event
Contractor, its employees or agents, resulting in either bodily or personal injury or property damage to
any individual, firm or corporation.
24. Disclosure: The Event Contractor shall be required to list any or all potential conflicts
of interest, as defined by Florida Statutes Chapter 112 and Monroe County Code. The Event
Contractor 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.
25. Compliance with Laws - Nondiscrimination: The Event Contractor, shall comply with all
Local, State and Federal laws, regulations 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
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#. 1394
MP/LS 4114
4
the performance of work under this agreement. This agreement shall be subject to all Local, State
and Federal laws, regulations and ordinances.
26. Security Protection: The Event Contractor agrees to provide adequate security for the
event. No TDC funds will be used for this purpose.
27. Authority: Each of the signatories for the Event Contractor below certifies and warrants
that: a) the Event Contractor'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 Event Contractor and
c) this agreement has been approved by the Event Contractor's governing board.
28. Miscellaneous: As used herein, the terms "contract" and "agreement" shall be read
interchangeably.
29. 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 Contractor.
30. Notice: Any notice required or permitted under this agreement shall be in writing and
hand delivered, emailed or mailed, postage prepaid, to the other party by certified mail, returned
receipt requested to the following:
For Grantee: IanRJ. Wbitney
R Ko West Courlpil on the Arts, Inc.
Y ,t' V; P BoOAl2 .
Key West, FL 33041
For Grantor: 0 Uaxin&Pacini
Monroe County Tourist Development Council
1201 White Street, Suite 102
Key West, FL 33040
And
Christine Limbert-Barrows, Asst. County Attorney
P.O. Box 1026
Key West, FL 33041-1026
31. Force Maieure: The Event Contractor 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 Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#: 1394
MP/LS 4114
5
Event Contractor 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 Contractor 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.
32. Entire Agreement: The parties agree that the agreement above constitutes the entire
agreement between the County and Event Contractor.
IN WITNESS WHEREOF, the parties have executed this agreement, effective the day and year first
above written.
(SEAL)
Attest: Amy Heavilin, Clerk
Deputy Clerk
(CORPORATE SEAL)
Attest:
By
Secretary
Print Name
USTx;ti'
Print Name
Date: �;/13/Qcl/y
Board of County Commissioners
of Mon# Co
AM—a-y6r'/-C-hairman
Key West Council on the Arts, Inc.
zr4�"W42tA���
Print Name
Date: % '
AND TWO WITNESSES __
Print Name
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#: 1394
Date: s I n I I q
MONROE COUNTY ATTORNEY
APPROVED AS TO FORM::
CHRISTINE M. LIMBERT-BARROWS
ASSISTANT COJP'TYAl.TORN --Y
Date 41 lkL
MPILS 4114
2
EXHIBIT A
Acceptable Event Marketing Expenses for Cultural Events
Within the Cultural Umbrella events funding category, the allocation received by the Event Contractor
is to be spent on the list of items that have been approved. Only the TDC expenses listed below may
be included in the proposed budget. The following are the only acceptable expenses:
Media Placement & Production Costs: Newspapers and magazines (inserts will also be
considered), radio and TV. The TDC will pay for the following digital advertising on websites, website
links, pre roll video, banners, mobile and email blasts. Digital advertising links may go to the event
website. The TDC Logo must be placed on all print, TV, websites, pre roll video, banners and email
blasts. Radio advertising does not require the logo but all radio announcements must say "Brought to
you by the Monroe County Tourist Development Council". No payment will be made for development
or operations (hosting) of websites. No more than 30% of the Media Placement and Production
Costs line item shall be expended on advertising media costs attributable to in -county placement.
Promotional Sicans: Posters and banners (hanging and displayed outdoors)
Promotional Items: T-shirts and hats*.
*Sales/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.
Direct Mail Promotions: Brochures/postcards and pamphlets including postage and shipping. This
is a direct mail promotional brochure, postcard or pamphlet utilized for pre -event advertising.
Pro arams/Play Bills: TDC will pay up to fifty percent (50%) of the cost of production and printing of
an event program/play bills showing scheduled activities and information on the event as outlined in
contract budget.
Public Relations (PR): Print and electronic public relations materials for distribution to media, such
as, but not limited to, press releases, public service announcements, photography and videography
as approved by the public relations agency of record. Only permissible PR material produced by the
TDC agency of record and/or a professional public relations agency shall be acceptable.
In -House Production: In-house production of any permissible expenditure will not be considered for
reimbursement.
Event Marketinsa Reimbursement: TDC will only consider reimbursement of permissible marketing
expenditures that highlight the special event versus the regular programming of a business,
organization or the facility.
Amendments to Contract Budgets: No amendments to the line item budget will be permitted after
the contract has been reviewed and approved.
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract ID#: 1394
MP/LS 4114
VA
EXHIBIT B
Lono/Acknowledgement Usaae Guidelines For Cultural Events
Color ads four (4) color processing printing
Black & white ads shall include the Florida Keys and Key West logo in high resolution
Use on all printed material as listed under the Acceptable Event Marketing Expenses list
TV: logo must appear at the conclusion of commercial
Hats and t-shirts: must carry the "The Florida Keys & Key West" Out -of -County logo
Radio Advertising: No logo is required. All radio announcements must say "Brought to you by the
Monroe County Tourist Development Council"
In -County Long
The logo below indicating the "Monroe County Tourist Development Council' designation is to be
utilized on in -county print newspaper and magazine ads, brochures, postcards, pamphlets, programs,
posters, banners (hanging and displayed outdoors) and digital advertising on websites, website links,
pre roll video, banners, mobile and email blasts. 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 Ashley Miller or John Underwood with Tinsley Advertising
at 305-856-6060.
The
FloriddKeys
&Keyyest
. ,s you erc
►iormoe courm ra,asr nev�oa►�HrcouNcu
Out -of -County Lono
The logo below that does NOT include the "Monroe County Tourist Development Council" designation
is to be utilized in out -of -county newspapers and magazines, brochures, postcards, pamphlets,
programs, posters and digital advertising on websites, website links, pre roll video, banners, mobile
and email blasts. 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 Ashley Miller or John Underwood at Tinsley Advertising at 305-856-6060.
The
Florida Keys
& Key�Iest
... conic as you die
Event Name: Impromptu Classical Concerts 2015 Season
Cultural Umbrella Funding FY 2015
Contract 1D#: 1394
MP/LS 4114
EXHIBIT C
MONROE COUNTY TOURIST DEVELOPMENT COUNCIL
CULTURAL UMBRELLA
SCHEDULE OF ACTIVITIES
FISCAL YEAR 2015
EVENT NAME: Impromptu Classical Concerts 2015 Season
List scheduled event activities in Monroe County in date order'` (must match pace 9)
Activities
Month Event Occurs Number of Days
Concert 1
January 1
Concert 2
January 1
Concert 3
February 1
Concert 4
February 1
Concert 5
March 1
Concert 6
March 1
*If part of your funding request for this fiscal year is to promote event activities taking place in the next fiscal year
(pre -promotion), then the following rules will apply:
1. Pre -promotion is only allowed for an event taking place during the months of October and November. If
your event takes place after that, you must apply for funding in the next fiscal year.
2. All pre -promotion funding MUST be spent prior to September 30" of the fiscal year you are funded in.
(For example: If pre -promotion is for a November 71 event, you must place that ad and spend the money
prior to September 30".)
Monroe County Tourist Development Council Cultural Umbrella Application FY2015
EXHIBIT D
CULTURAL UMBRELLA EVENT BUDGET - FISCAL YEAR 2015
APPLICANT IS ADVISED PRIOR TO COMPLETING THIS BUDGET TO REFER TO THE FUNDING APPLICATION
SHOWING THE ALLOWABLE MARKETING EXPENSES THAT WILL BE CONSIDERED FOR REIMBURSEMENT
THERE WILL BE NO AMENDMENTS TO THIS BUDGET (EXHIBIT D) AFTER BOCC APPROVAL OF AGREEMENT
Impromptu Classical Concerts 2015 Season
EVENT NAME
*MEDIA PLACEMENT & PRODUCTION COST:
Onl 30% of this line item may be spent on in -county advertising)
$8,953
PROMOTIONAL SIGNS:
$700
PROMOTIONAL ITEMS:
DIRECT MAIL PROMOTIONS:
$1,000
PROGRAMS/PLAY BILLS:
$5,0 00
PUBLIC RELATIONS:
$800
"GENERAL NON -ALLOCATED:
$2,903
TOTAL
$19,356
*No more than 30% of the Media Placement and Production Costs line item shall be expended on
advertising media costs attributable to in -county placement (see Exhibit A of Application).
**The General Non -Allocated line item should not exceed 15% of the total funding allocation, and may
only be utilized for acceptable event marketing expenses (see Exhibit A of application).
Actual expenditures may deviate no more than 10% from the budgeted line items noted above.
TDC will only consider reimbursement of permissible marketing expenditures that highlight the special
event versus the regular programming of a business, organization or the facility.
KEY WEST COUNCIL ON THE ARTS, INC.
(DBA) IMPROMPTU CLASSICAL CONCERTS OF
KEY WEST, FLORIDA
A Florida Not for Profit Corporation
I Is iid W., IVA,W
AMENDED APRIL 21, 2011
ARTICLE ONE: PURPOSE
Section 1. The purpose of the organization shall be:
• To promote the appreciation and enjoyment of music, particularly classical music, for
all residents of and visitors to Monroe County and the City of Key West by providing
opportunities to experience concerts of outstanding quality performed by the very best
ensembles and artists at the most affordable prices possible.
• To increase the awareness and importance of music in our community through
educational outreach programs, projects, and services.
• To operate exclusively for such purposes that will qualify the organization as exempt
under 501 (C) (3) of the Internal Revenue Code of 1954 and as may be needed,
including the making of contributions to such organizations.
Section 2. Words/Terms Defined: As usual herein, unless the context clearly indicates
otherwise, the term
• "Organization" refers to the Key West Council on the Arts, Inc. or Impromptu
Classical Concerts of Key West, Florida.
• "Member" refers to any duly elected member of the Board of Directors of the
organization.
ARTICLE TWO: MEMBERSHIP
Section 1. Requirements:
• Membership in the Organization is limited to the Board of Directors, which shall
consist of no more than fifteen (15) and no fewer than five (5) members.
• The total number of members shall be an odd number to prevent an impasse vote.
• Membership shall be available without regard to race, color, creed, age, sex, marital
status, religion, physical handicap, sexual orientation, or political affiliation.
ARTICLE TWO: MEMBERSHIP (Continued)
Section 2. Responsibilities:
The Board of Directors shall:
• Act on all matters of policy
• Be responsible fQr the activities and expenditures of the organization
• Have final approval over the selection of artists and performance venues.
Section 3. Terms of Office:
• The terms of office of the members of the Board of Directors shall be a minimum of
two years.
• All members may succeed themselves.
• Members may be removed with or without cause by a majority vote of the Board of
Directors.
Section 4. Vacancies on the Board and New Members:
• The Board may fill vacancies as necessary at any regularly scheduled meeting during
the year.
• Prospective members may be recommended to the Executive Committee by any
member.
• Prospective members will be furnished a copy of the requirements for Board
membership and asked to submit a resume outlining their qualifications, capabilities,
and willingness to support the purposes of the organization.
• The Executive Committee will weigh the qualifications and expertise of the
prospective member against the needs of the organization at that point in time and
make recommendations to the Board as a whole.
• A new member must be elected to the Board by a majority vote of the members.
ARTICLE THREE: MEETINGS
Section 1. Regular Meetings:
• Regular meetings of the Board shall be held monthly or more often as necessary at the
call of the President, at a time and place to be designated.
• Members shall receive advance notice of each meeting.
Section 2. Annual Meeting:
• The annual meeting will be held in April of each year.
Section 3. Special Meetings:
• Special meetings may be held at the call of the President, or when requested by a
majority of the Members.
• No such meeting shall be held without appropriate notice to the Members.
ARTICLE THREE: MEETINGS (Continued)
Section 4. Quorum:
• No business may be transacted at any regular, annual or special meeting of the
Organization unless a quorum is present.
• A quorum shall consist of the President, or the Vice -President in his/her absence, and
one half (1 /2) of the Members.
Section 5. Conduct of Meetings:
Meetings shall be conducted informally with the understanding that Robert's Rules of Order
shall be the guide. The following items will be covered at each meeting when pertinent:
• Call to order
• Verification of a quorum
• Reading of Treasurer's report and minutes of the previous meeting
• Unfinished business including committee reports
• New business
• Adjournment
Section 6. Voting:
Each Member shall be entitled to one (1) vote on any motion/proposition brought
forward at a meeting.
• A simple majority of those Members attending is needed to pass any
motion/proposition
• When sanctioned by the Executive Committee, binding votes of the Board of Directors
may be taken by telephone or electronic mail.
ARTICLE FOUR: OFFICERS
Section 1. Election of Officers:
• The officers of the Organization are: President, Vice -President, Recording Secretary,
and Treasurer.
• At the March meeting the Vice-President/Chair of Nominating Committee shall
appoint two (2) additional members to serve on the nominating committee.
• The Nominating Committee will propose a slate of candidates to fill any existing or
anticipated vacancies.
• The slate will be provided to the Members not less than two (2) weeks prior to the
annual meeting.
• The Board of Directors shall elect the new officers at the Annual Meeting in April.
• Nominations may be made from the floor at the Annual Meeting.
• New officers will be installed at the May meeting
• Outgoing officers shall turn over to their successors at the May meeting a complete set
of all records, reports, communications, and documents pertaining to the affairs of the
Organization.
ARTICLE FOUR: OFFICERS (Continued)
Section 2. Terms of Office:
• Officers shall serve a minimum of two years.
• Officers shall continue to serve until replaced or removed or until a written
resignation is submitted to the President.
• Officers shall be eligible for one or more successive terms.
Section 3. Duties of Officers:
The President:
• Shall be the Chief Executive Officer and will provide supervision over all the
activities of the organization.
• Presides over meetings of the Executive Committee and the Board of Directors.
• Signs legal documents, the execution of which has been duly authorized or expressly
delegated by the Board of Directors.
• Appoints committee chairpersons.
• Performs all other duties as duly authorized by the Board of Directors.
The Vice President/President Elect:
• Performs all duties of the President in his/her absence.
• Chairs the Nominating Committee.
• Succeeds the President upon his/her departure.
• Performs other duties as directed by the Board.
The Recording Secretary:
• Prepares the minutes of all meetings.
• Forwards a copy of such minutes to the President as soon as possible following the
meeting.
• Following review of the minutes by the President, forwards such minutes to the entire
Board.
• Chairs the Correspondence Committee.
• Performs other duties as directed by the Board.
4
ARTICLE FOUR: OFFICERS (Continued)
The Treasurer:
• Shall be the Chief Financial Officer of the Organization.
• Will have charge, custody and responsibility for all funds of the Organization.
• Supervises the bookkeeper who receives and gives receipts for money due and payable
to the Organization.
• Supervises the bookkeeper who deposits all money in banks or financial institutions
previously selected by the Board of Directors.
• Supervises the bookkeeper in any other duties designated by the Board of Directors.
• Prepares and maintains fiscal records and reports of the Organization.
• Ensures that all tax and corporate registration documents are properly filed.
• Provides such reports to the Board at each monthly meeting and at the end of the year.
• Provides such other financial reports as may be requested by the Board of Directors.
• Prepares and provides an annual budget for approval by the Board of Directors at the
April meeting.
• Chairs the Financial Committee.
• Performs other duties as directed by the Board.
The Immediate Past President:
• Provides continuity between the past group of officers and Board members and the
current Board.
• Provides appropriate counsel to ensure the effective achievement of the Organization's
purposes.
• Chairs the Advisory Board.
• Performs other duties as directed by the Board.
Section 4. Vacancies:
• In the event a vacancy occurs in any elected office, the Executive committee, subject
to approval of the Board, may appoint a replacement to serve the remainder of the
term. In an emergency situation a vote may be taken by e-mail or phone.
Section 5. Removal of Officers:
• Any officer may be removed with or without cause by a majority vote of the Board of
Directors.
ARTICLE FIVE: FISCAL YEAR
• The fiscal year shall be June I". through May 31S`
ARTICLE SIX: COMMITTEES AND BOARDS
Section 1. Requirements:
• The President of the Board of Directors may establish committees and boards as
needed.
• The President shall appoint all committee chairs with four exceptions, the Executive,
Correspondence, Nominating, and Financial Committees.
• The Chairperson of any established committee shall select his/her committee members
subject to approval by the Board.
• All members must sit on and participate in the meetings and deliberations of AT
LEAST ONE committee.
• Members of the Advisory Board may be asked to serve on committees at the
discretion of the Committee Chair.
Section 2. Executive Committee:
• The Executive Committee shall consist of the President, Vice President, Treasurer,
Secretary, and the immediate Past President of the Board of Directors.
• If the immediate Past President is not available to serve, the Board of Directors shall
elect an at -large representative to serve on the Executive Committee.
• Executive Committee meetings may be called by any Officer to conduct business that
needs to be completed before the next regularly scheduled Board of Directors meeting.
Section 3. Standing Committees:
The exact number and nature of the standing committees will be determined or reaffirmed by
the President at the Annual meeting each year. It is expected that AT LEAST the following
committees will be constituted:
• Advertising/Marketing/Communications Committee: The AMC Committee has the
responsibility for preparation and publication of the playbill, program, advertisements,
and website.
• Correspondence Committee: The Correspondence Committee will manage all
correspondence on behalf of the Organization.
• Document Retention Committee: The Document Retention Committee will
determine the documents to be retained, the timeframe for retention, and the repository
for said documents.
• Financial Committee: The Financial Committee will support the treasurer and the
financial needs of the Organization.
ARTICLE SIX: COMMITTEES AND BOARDS (Continued)
• Nominating Committee: The Nominating Committee, selected in March, will
propose a slate of officers to be elected at the annual meeting in April. This slate will
be provided to Members not less than two (2) weeks prior to the annual meeting.
• Operations Committee: The Operations Committee is responsible for the preparation
and execution of the procedures and details required to ensure the smooth conduct of
each concert.
• Program Selection Committee: The Program Selection Committee has total
responsibility for selecting artists, dates, and venues and contracting for all concerts
within the budgetary guidelines provided by the Board.
• Subscription Committee: The Subscription Committee is responsible for promoting
subscriptions and all interactions with the organization's subscribers and donor base.
Section 4. Advisory Board:
• The Advisory Board will be chaired by the Immediate Past President.
• If the Immediate Past President is not available to serve, the Board of Directors shall
elect a chair of the Advisory Board.
• Members will be appointed by the current President.
• The appointed members of the Advisory Board will have no vote on the Board of
Directors.
• Members of the Advisory Board will serve for two-year terms.
• Members of the Advisory Board may be reappointed by the President
• The duties of the Advisory Board will include:
Making recommendations to the board on future programming
Recommending budgets for programs
Assisting with long term planning for the organization
Performing other tasks that may be requested by the chair or required for proper
functioning of the Organization
ARTICLE SEVEN: FUNDS
Section 1. Contracts:
The Board of Directors by resolution may authorize any officer or agent of the corporation to
enter into contracts or execute and deliver any instrument in the name of or on behalf of the
corporation.
ARTICLE SEVEN:FUNDS (Continued)
Section 2. Gifts and Contributions:
The Board of Directors, within the purposes of the corporation as stated in the Articles of
Incorporation and those purposes of 501 (C) (3) of the Federal Tax Code and the State of
Florida Solicitation of Contributions Act as may be amended, may:
• Accept on behalf of the corporation any contribution, gift, bequest, or devise of any
type of property ("donations") for general or specific purposes on terms approved by
the board
• Collect and receive income from funds or property
• Devote the principal or income from donations to purposes within the purposes as the
board may determine; and
• Enter in to an agreement with any donor to contribute or continue to contribute the
principal or income from the donation to a particular purpose as the donor may
designate after approval by the board.
Section 3. Deposits:
• All funds shall be deposited in a bank(s) or financial institution(s) as selected by the
Board of Directors.
Section 4. Checks:
• The treasurer can sign checks for amounts up to and including $2500.00.
• For any amount greater than $2500.00, a second signature of an authorized signer
from the bank is required.
• All disbursements over twenty-five hundred dollars ($2500.00) require approval by
the President and the Treasurer.
• The Board of Directors, at each annual meeting, may review and revise the check
amount that requires two signatures.
ARTICLE SEVEN: FUNDS (Continued)
Section 5. Key West Council on the Arts Endowment Fund at the Community
Foundation of the Florida Keys:
• Income from the Endowment fund may be used with a majority vote of the Board.
• Use of all or part of the Endowment Fund's Principal at any time, under any
circumstances, requires a three-quarters vote of the entire Board.
ARTICLE EIGHT: AMENDMENT OF BYLAWS
• These Bylaws may be amended at any meeting of the members by a two-thirds vote of
the Board of Directors.
• Amendments may be proposed by any member.
• Notice of proposed Bylaws changes and the text thereof shall be provided to the
members at least four (4) weeks prior to the vote on the amendment.
• If emergency action is required to comply with a request of the IRS, the State of
Florida, an imminent or impending regulatory requirement, or an emergency need of
the organization, a telephone or email vote may be authorized by the Executive
Committee.