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Item M3BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: April 15.201 S Division: CojMtv AdMinistrator Bulk item: No X Department: SustainabiliW Staff Contact /Phone #: Bhonda Haag, 453-8774 AGENDA ITEM WORDING: Approval to ratify an Agreement signed by the Deputy County Administrator with Casa Operating Lessee Inc. for conference hosting and implementation services for the 7th Annual Southeast Florida Regional Climate Change Summit to be held in Key West on December 2-3, 2015. The Summit is being hosted by Monroe County on behalf of the Southeast Florida Regional Climate Change Compact, a four -county partnership created for the purpose of collaborative planning and implementation of adaptation and mitigation strategies related to climate change. ITEM BACKGROUND: The Summit is hosted by Monroe County every four years on behalf of the Southeast Florida Regional Climate Change Compact, a four -county partnership created for the purpose of collaborative planning and implementation of adaptation and mitigation strategies related to climate change. It is expected that approximately 400-600 persons will attend the Summit. By hosting this Summit, Monroe County hopes to continue to educate various agency staff, stakeholders, elected officials, and media representatives from the surrounding about the potential effects of climate change, and also to continue to move the goals and projects of the Compact forward. The Casa Marina was approved as a host hotel by the Compact, and has offered highly discounted rates for the guest rooms for the summit attendees and for other services such as food and beverage. The Casa has also generously waived many normal fees and revenue guarantees in an effort to cooperate with the County for this event. This Contract provides a guarantee of a minimum of $40,000, plus 22% service charges and gratuity fees, to the Casa Marina for food and beverage. Please note $1,000 is due as a deposit after execution, and the majority of the remainder shall be due to the Casa two weeks prior to the event to provide funding for purchase of food and beverage. Other expenses such as audio visual, room set up and tear down fees, and miscellaneous service fees are additional but cannot be determined in an exact amount at this time. The County will endeavor to keep these expenses as low as possible, by providing our own audio visual staff and equipment or having a sponsor provide it, if possible. The County has a FY15 budget of $50,000 for Summit Expenses. It is anticipated that a significant source of funds ($50,000 - $100,000) will be raised in the upcoming months through event sponsorships and summit registrations to defray the costs of the event. PREVIOUS RELEVANT BOCC ACTION: Not Applicable, CONTRACT/CONTRACT CHANGES: Not Applicable STAFF RECOMMENDATIONS: Approval TOTAL COST: Estirnated $54 000 INDIRECT COST: _ BUDGETED: Yes --X—No DIFFERENTIAL OF LOCAL PREFERENCE: COST TO COUNTY: SOURCE OF FUNDS: Budgeted REVENUE PRODUCING: Yes —N,o� X AMOUNT PER MONTH Year APPROVED Bit: County Atty [% OMB/PurchAL � g Risk Management E DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM # CAD # MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Casa Marina Contract # Effective Date: April 15, 2015 Expiration Date: Tanuary 31, ?016 Contract Purpose/Description: This Agreement authorizes the Casa Operating Lessee Inc. to provide services for the 7"' Annual SE FL Regional Climate Summit. being hosted by Monroe County. Services include but are not limited to, ballrooms and conference rooms, food and bevera e, room set u and tear down, room services and food beverage gratuities. Contract Manager: Rhonda Haa 8774 CAD M.S. 426 (Name) (Ext.) (Department/Stop #) for BOCC meeting on 0411511.5 Agenda Deadline: 3/27/15 CONTRACT COSTS Total Dollar Value of Contract: $ $50,000 est Current Year Portion: $ $1,000 Budgeted? YesM No ❑ Account Codes: Grant: $- County Match: $ - - ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included in dollar value above) (et;. maintenance, CONTRACT REVIEW utiliti Changes Date Out Date In Needed Reviewer Division Director _ Yes❑ No❑ Risk Management Yes❑ No[J E O.M.B./Pureliasing t YesM NoM P, q-& 15 County Attorney YeSR No❑ Comments: OMB Form Revised 2127101 MCP 42 AGREEMENT Betweeen Monroe County Casa Marina, A Waldorf Astoria Resort 1500 Reynolds Street I Key West, FL 33040 This Quick Confirmation Agreement ("Agreement") is by and between Monroe County Florida or 7th Annual Regional Climate Change Summit ('Group" or 'you- or 'your(s)") and Casa Operating Lessee Inc. ("Owner"), dlbla Casa Marina, A Waldorf Astoria Resort(the "Hotel' or 'we" or 'us* or "our). Especially Prepared for: Event & Hotel Informatfon: Group Contact Ms. Debbie Frederick Nance ofAEvent , 7th Annual Regional Climate Change summit Tr#Ies Deputy County Administrator fJate(s} of Euent , December 1, 2015 December 4, . 2015 Ganrtpany Maine Monroe County Florida Post Eo Rtadet Board A9 7th Annual Regional Climate Change 5ummit rest'.1100 Simonton Street Hotel Contact. Griselda M. Collado Glt r: 5te;.4 KeyWest, FL 33040 r[le�-. Senior Sales Mana er Pii'cine 305 292-4441 !Pfttt9, (305)599 8486 l*mal Fred erick-debbie@monroecounty- fl nnv Enafl, GriseldaCotlado@waldorfastoria.cam Tue, 12/01115 Wed 12/02/15 Thu, 12/03115 I Fri, 12f04f15 Staff Room 1 10 10 10 F 0 Accessible Rooms 6 6 0 0 Standard Guest Room 110 110 55 65 Historic Fla ler Bid fOcv King 24 24 5 5 Ocean View w/Bafcony 5o 56 1 10 10 Total 200 206 8o 80 Room Single Rate Double Rate Standard Guest Room $229.00 $229.00 Historic Fla ter BIdg1Ocv Kin $289.00 S 269.00 Ocean View wiBatcon $ 299.00 $299.00 Staff Room 5 149.00 $149.00 TOTAL SLEEPING ROOM NIGHTS RESERVED: 580 TOTAL_ ANTICIPATED SLEEPING ROOM REVENUE: $138,354.00 Sleeping room rates as noted in the 'Room Block" above are net, non -commission able and are quoted exclusive of applicable state and focal taxes, fees and assessments. Resort Charge. Steeping roam rates are quoted exclusive of applicable resort fees. Therefore, in addition to the sleeping room rates set forth in this Agreement, there will be a daily reduced resort charge, 1, 2 p0 per room, per night, plus applicable state and local tax, which will be posted to ail guest rooms to cover the following: ✓ Key Iime welcome drink ✓ In -room Nespresso coffee service ✓ Wireless high speed Internet service ✓ Long distance domestic US phone calls up to 30 minutes ✓ Pool and beach services including chairs, towels, umbrellas, beach hammocks, frozen eucalyptus towels, drink samples, frozen popsides, and personalized beach attendant service ✓ Access to both Casa Marina and the Reach Resort amenities Including fitness centers, beach volfeyball, giant chess board, bocce court, outdoor pool table, pool toys, and fishing pier access ✓ Reciprocal resort charging pfirifeges AmenXes and Services included in the Resort Charge are subject to change. \A ® , :ONRf1U Fli�7A+�c+�t. imn �iiaie„Inn iioiytt:© k,w.. Wed, 8:00 AM 5:00 PM Registration lobby Veranda Special Setup 4 1212/15 Instructions Wed, 9:00 AM 4:00 PM Exhibition/Trade Show Grand Ballroom Exhibition - Table Top 20 1212115 Wed, 9:00 AM 5:00 PM Breakout/Syndicate Tarpon 245 Special Setup 10 1212f15 instructions Wed, 9:00 AM 5:00 PM Breakout/5yndicate Marlin 345 Existing Setup 10 1212115 Wed, 12:00 PM 1:00 PM Lunch Buffet Keys Ballroom Round Tables of 10 400 1212115 Patio Wed, 6:00 PM 11:00 Reception/Dinner Flagler Beach Round Tables of 10 400 S 250.00 1212/15 PM Thu, 7:00 AM 11:59 General Keys Ballroom Classroom 300 1213115 PM Session/Congress Thu 7:0 AAM 11:59 General Flagler Ballroom Classroom 100 12f3115 PM 5essionlCon ress (Simulcast) Thu, 7:00 AM 8:00 AM Continental Breakfast Keys Ballroom Round Tables of 10 400 1713115 Patio Thu, 9000 AM 4:00 PM ExhibitionlTrade Show Grand Ballroom Exhibition - Table Top 20 1213115 Thu, 9:00 AM 5:00 PM Breakout/Syndicate Tarpon 245 Special Setup 10 1213115 Instructions Thu, 9:00 AM 5:00 PM Breakout/Syndicate Martin 345 Existing Setup 10 1213115 Thu, 9:00 AM 5:00 PM ExhibitionlTrade Show Grand Ballroom Exhibition - Table Top 20 1213/15 Thu, 12:00 PM { 1:04 PM Lunch Buffet Keys Ballroom ;Round Tables of 10 400 1213115 i Patio m L'umsu Ru-i- are yu t]rt;Gt tv GriaRge wunnut notice, Gratuity and Service Charcte., There will be a combined gratuity and service charge will be added to your account. The combined charge is equal to 22% of the food and beverage A portion of this combined charge (currently 13%) is a gratuity and will be fully distributed to servers, housemen and where applicable, bussers and/or bartenders assigned to the Event- The remainder of the combined charge (currently 9%) is a service charge that is not a gratuity and is the property of Hotel to cover discretionary and administrative costs of your Event. Audio Visual Services: The Casa Marina Resort & The Reach Resort maintain a fun service, on -site audiovisual production company through Presentation Services PSAV, The Hotel recognizes that certain guests/clients may elect to bring in a third party supplier of audiovisual services ("Third -Party Supplier'). The Hertel and Presentation Services are able to meet any such request(s) provided the following guidelines are followed and a copy of these guidelines are signed by the guest,'client and the Third -Party Supplier and provided to the Hotel at least 45 days prior to the event. These guidelines have been developed to ensure the utmost safety and care for all guests of the Hotel and the Hotel premises: and to uphold a level of service and quality that is necessary to ensure a successful event. A. All third party vendors planning to do audiovisual work within our facility must contact Presentation Services and the facility no less than 45 days prior to their load in. Presentation Services and the facility will advise these companies of the provisions that must be met and assist in assuring that your function runs smoothly, B. All Audio Visual Sales incentives offered by the hotel will be extended if and only if Presentation Services is the primary audio- visual provider for the event. Load InlLoad Out Supervisor 0 All production companies working In the Casa (Marina Resort must hire a load Wfoad out supervisor through our in house audio visual company(charges waived), Presentation Services, This PSAV technician will supervise the setup and strike to ensure the hotel's policies and procedures are followed. A $250.00 charge for set up and $250.00 charge for tear down will be charged . • The Third -Party Supplier is required to provide to Presentation Services a complete schedule of events at least 7 days before load -in including the date and time of load -in and load -out, times of amplified audio reproduction, power tie-infdisconneel schedule and "dark room" schedules. Expositions/Exhiblts: In the event that 10 or more exhibits are reouared, booths or tabletop exhibits require inspection for the fire department at an additional charge. A floor plan is required 30 days prior to the set-up day. Any changes to the original floor plan wi6l be subject to an additional charge. Arrangements must be coordinated in advance with your CSM. Outdoor Functions: All outdoor functions scheduled at the Casa Marina andior The Reach Resorts with a backup location are subect to final weather decision by 1Z00 noon on the day of the function. There is a set-up charge for patiolbeachllawn functions of $500.00 per event. The Hotel Management vAt make this decision in the best interest of a successful event for the convention group. Music 1 Entertainment for outdoor functions must conclude by 11:00 PIN per the City of Key West Noise Ordinance, All beverages consumed at outside locations, including vine, will be served in non -breakable plastic ware. No glassware of any kind is permitted at outside locations. Summary,of Revenue Anticipated by Hotel from this Agreement: For your information and guidance, the following chart illustrates the total potential value of your Event. The Hotel has offered the negotiated steeping room rates. meeting room inventory and other concessions in this Agreement based upon the total revenue contracted, as well as additional revenue from providing additional services to your Group and your attendees at additional charge. Any requests for additional sleeping rooms, meeting rooms, function space and:or Food and HWI QUICK CONFIRMATION AGREEMENT (Rev. 0512012014) Beverage to be added after Agreement signing will be subject to availability, and agreed upon changes would be confirmed in a written amendment to this Agreement signed by both parties. Groups paying resort charge will have internet access in the meeting rooms as well as their guest room. Access to the meeting space HS1A will be controlled through the convention services team providing appropriate access codes. Guests and groups not paying resort fee wi11 have to charge the internet to their Credit cards or rooms as Is current practice. Group shall endeavor to inform Group's attendees of all applicable daily resort fees and service fees, as such fees are separate and distinct from the steeping room rate and appllcable taxes.. The Hotel will advise guests who make reservations directly with the Hotel of applicable daily resort fees and service fees. Additional Concessions. Please advise your assigned Event Manager no later than seven (7) days prior to first guest room arrival of your decision whether you prefer to have concessions reduced or If you want to retain and pay for them. If you elect to pay for unearned concessions, you agree that you will pay all applicable laborlunion charges, state and local taxes, gratuity and/or service charges on all concessions provided. Item Retail Units/Quantity Duration Concession Total Retail Savings Value per Value Unit Resort Fee $25 Daily 560 Reduced to $12 $14,500,00 $ 7,540.00 Dail Staff Roams $229 10 rooms 3 nights Reduced rate of $6,870,00 $2,400.00 $148 Banquet Menu Pricing 10% off 2015 Menus Food and Beverage Discount: Hotel will extend a 10% discount off December/2015 published banquet menu prices if Group confirms foal menus no Eater than 30 days prior to arrival. If Group requests customized menus or other discounted food and beverage options for anyla3l events, the discount will not apply in addition to the special pricing. Discount does not apply to service Charge or gratuity_ Requests for addibGnal tabor, sub -contracted equipment, ddcer, early/late or extended serve times will be the responsibility of the Group and will not be discounted. Option Dates: These arrangements are being held on a first option basis until Monday, Mach 30, 2015 (the "Option Period'). However, should other business opportunities arise such that we are in a position to confirm immediately, you will be advised and given 72 hours, or until the end of your Option Period (whichever is shorter) to confirm this Agreement on a definite basis by returning a signed copy of this Agreement to us, or to enable alternate dates to be researched and offered for your use. Please note that it is your responsibility to notify us if you need to request an extension of your Option Period. If vie do not receive a signed copy of this Agreement by Monday. March 30. 2015 we may, at our sole option and with no notice required, release this first option, or may continue to hold the arrangements, or may review and revise our rates. No cancellation fee shall apply If we release this first option. Additional Tprms and Conditions: By signing where Indicated below, you are agreeing that in addition to the terms and conditions of this Agreement as outlined herein, this Agreement is also comprised of all the general terms and conditions set forth in the Quick Confirmation Agreement — Additional Terms and Conditions (collectively, the "Additional Terms and Conditions") located on the following web sits: htt2,.lfhiIto ndistribution_comlus_nulckladditenns.hlm. gnttre Agreement: This Agreement, together with the Standard Terms and Conditions (attached hereto and incorporated herein by reference), the above -referenced Additional Terms and Conditions, appendices, addenda and exhibits attached hereto (if any), upon signature by both parties below, constitutes the entire agreement between the parties and may not be amended or changed unless done so in writing and signed by the parties. If this Agreement or any attachments thereto are returned signed but with changes, it shall not constitute an acceptance, but rather a counteroffer by you that may be accepted or rejected in writing by us in our sole discretion. Once both you and we sign this Agreement, all provisions reserved on your behalf will be confirmed and therefore subject to the terms of this Agreement. HWI QUICK CONFIRMATION AC.RUMINT (Rev. 05120/2014) The undersigned expressly agree and warrant that they are authorized to sign and enter into this Agreement on behalf of the party for which they sign. ACCEPTED AND AGREED TO: GROUP. Monroe County Florida By. Name: tkls I3i hie Frederick. Deputy CountAdministrator f Dated:�,'f' I (SEAL) Attest; AMY HEAVILIN„ CLERK BY_.. Deputy Cierk HOTEL: Casa Operating Lessee Inc, dfbla Casa Marina, A Waldorf Astoria Resort sy; Name. Grisetda M. COliado, Senior Sales Mane er Dated: Ratified bye BOARD OF COUNTY COMWSSIONERS OF MONROE COUNTY FLORIDA BY: Mayor Date: 4 HWI QUICK CDHFIRMATION AGREEMMNT (Rev, 05/2012014) STANDARD TERMS AND CONDITIONS Method of Reservations: Reservations will be made; ® via a rooming List. Hilton offers direct download into our reservation system using RAPID! Your designated Event Manager wilt send you an Excel template to create your rooming list. Your final rooming list must be received on or before the Cut -Off Hate; ® directly by the attendee via the Internet using the Personalized Group Web Page. Please visit htt :�!wvna.hiltgn carrrlCrr�u F°a e to create your Personalized Group Web Page at least 1 week prior to when housing is scheduled 10 open; ® We understand room assignments may be made directly with the Hotel room reservation department by calling our toll -free number 1- 888-303.5717. In doing so, please ask your attendees to request the negotiated conventienlmeeting rate for your Group or by the unique group code which will be supplied after executed contract is received by hotel. Cut -Off Date: In order to assign specific room types to your attendees, each sleeping room in your Room Block must be confirmed in the manner described below no later than Monday, November 2, 2015, but group will publish 60 days prior to event. This date will be known as your "Cut -Off Date:" If you have not guaranteed or prepaid such roams, you agree that Hotel may offer unused sleeping roams held in your Room Block to other customers to reduce Hotei's losses. Confirmation of roams after the Cut -Off Date will only be accepted based on availablilty of contract, , room of ct rs. contracted room tvoefs) and at the l's nrevallinate H a Guest Pa ent Arrangements: Room and Tax plus Resort Charge will be ® paid by individuals. Incidental charges will be ® paid by individuals, In which case these charges must be paid in full prior to the guest's departure, with individual credit being estab5shed upon check -in. Inds credit idnestDeib !Confirmation: To confirm a sleeping roam within your Room Block, the sleeping room must be secured with a provided :. y the guest attending your Event, along with a first night's room rate and tax deposit, refundable up to 7 days in advance of their arrival date Early_ Departure Fee: If a guest who has requested a room within your Room Block checks out prior to the guest's reserved checkout date, the Hotel will add an early checkout fee to that guest's individual account (currently, $75.00). Guests wishing to avoid an early checkout fee should advise the Hotel at or before check -in of any change in planned length of stay, The Hotel will infoma your Group attendees of this potential charge upon check -in and requests that you also inform your attendees of this obligation. Betlman. Guest Discretion Housekeeping: Guest Discretion Storage/Handing fee: $101001package Check -in: 4:00 PM Check-out; 11:00 AM Self -Parking $20.001day Valet Parking: $30.001day AmenitiesfRoom Deliveries: $5.00/roornldelivery Charge Ban uet Services: Group has agreed to hold the food and beverage events set forth in the Schedule of Events. The €ollowing mandatory timeline relates to final menus and program meal functions: • Given that food and beverage prices fluctuate in accordance vMh market conditions, menu prices for planned food and beverage functions will be established not earlier than six (6) months prior to your Event At that time, we wit# confirm in writing your menu prices for your planned food and beverage functions. • in order to confirm meeting room assignments, no later than 90 days prior to your major arrival day, we require that you re -confirm your programmed meal functions and anticipated number of attendees. At that tirne, we wilt re -confirm in writing your Schedule of Events. After that date, the Hotel wilt release any meeting space in your Schedule of Events not assigned to a specific meeting or function for your Group. We may continue to hold such meeting roams if you advise us in writing that you will guarantee payment of such meeting rooms to the Master Account. if you have not guaranteed such meeting roams, you agree that Hotel may offer unused meeting rooms held on your behalf to other customers. • At 90 days prior to your arrival date, we wilt review the number of requests for room assignments that have been made by your attendees in order to compare your obligations herein with your actual likely performance, Should it appear at that time that the actual number of attendees will fat# below the attendance we expect based upon your reserved Room Block, the Hotel reserves the right to assign alternate meeting space commensurate with your reduced space needs as Indicated by your attendees' requests for room assignments. • Your Event Manager will contact you at least thirty (30) days before your Event to review and reconfirm the details for your Event, including menus, decorations, entertainment and beverage service. We require that your final menu selections and room set specifications be completed and received at least thirty (30) days prior to your major arrival day. • if for any reason you do not provide the Hotel with your final menu selections and room set specifications at least thirty (30) days prior to your major arrival day. Group will be ineligible to receive any Food and Beverage discounts as provided for elsewhere in this Agreement. • If for any reason your final menu selections and room set specifications are provided to the Hotel fourteen (14) days or less prior to your major arrival day, Hotel may, in our sole discretion, make Chefs Selections for food product based on your delayed submission of final menu selections, and you agree to accept such substitutions. • Due to supply chain logistics that are out of the control of the Hotel including seasonal availabllity of product, holidays and weekends, if for any reason you do not provide: the Hotel with your final menu selections and roam set specifications at least ten (10) days prior to your major arrival day, the Hotel will assess an extra fee equal to $1.00 per menu per person to offset extra costs Hotel may incur when placing expedited food product orders to Hotel's suppliers. • Upon review of your final menus and Event requirements, Event Orders will be sent by Hotel to you within five (5) business days to confirm all final arrangements and prices, which Event Orders will serve as a part of this Agreement, if you do not advise Hotel of any changes on the Event Orders by the date requested by Hotel, you agree that the Event Orders will be considered accepted by you as correct and you will be bi#led accordingly. HWI QUICK CONFIRMATION AGREEMENT (Rev. Rif 2012D14) • At least 72 hours (three days) before your Event, you must inform us of the exact number of people who will attend your Event functions by contacting your assigned Event Manager by email or phone. Guarantees by text message cannot be accepted. We will not undertake to serve more than 3% above this guaranteed minimum. Service Charges: Service charges are charges added to your Master Account bill to pay for costs incurred by the Hotel in connection with additional equipment, administration, and staffing necessary for the Event. These surcharges will be solely retained by the Hotel and are not distributed to hourly or tipped employees. Examples include, but are not limited to, early sets, late end times, outdoor venues, resets: refreshes, cleaning and other service that require staffing above normal levels andlor services outside of the normal scope contracted and paid products and services. These charges shall be enumerated in a final bill and shall not exceed 9 ', G€Run aorees to the fo'?[twins denosit cr:hPrtitl,-- DEPOSIT SCHEDULE Due Date.Amount Initial De sit Monda , March 30, 2015 with Si ned contract 51,OQp:QO Final Payment Tuesda . November 17, 2015 2 weeks r£or to arrival Remainin Balance of Master Account No later than 30 days in advance of arrival, the parties will determine the number of conference attendees and the related amounts of anticipated food and beverage revenue, The Hotel will transmit an invoice for food and beverage needed to service the attendees 17 days in advance of the conference which have been purchased in advance of conference and will reduce the anticipated revenue of food and beverage revenue to the actual registrations received by County Group will receive an invoice 30 days in advance for review and processing with an itemized list of charges. County will submit to Hotel an itemized list of any disputed charges. It is agreed that Monroe County Clerk of Courts may refuse to pay any disputed amount until adequate detail of the requested amount has been provided by the Hotel and where necessary accompanied by proof of the amount to be charge. Hotel agrees to provide County with a more detailed list of disputed charges or vith proof of payment for the charges so that County may review. If any charges are disputed, all undisputed amounts will be paid in a reasonable time and the parties agree to work in good faith to resolve the disputed invoiced charges in a timely manner, Electronic Paximentsl8imik Wire Transfer: The Casa Marina; A Waldorf Astoria Resort prefers check and/or wire payments. The detailed information listed befaw is what is required for any electronic payments/wire transfers If payments are being sent by wire transfer, please advise us when transfer has been processed. HANK NAME: Wells Fargo Bank, N,A. BANK ACCT NAME: Casa Marina Owner, LLC BANK ADDRESS: 100 Parts Avenue 3rd Floor New York, New York 10154 ABA#: 053000219 ACH Standard Wire # 121000248 Bank Account #: 50=100104105 SWIFT Number#: PSNPU53NNYC Sleeping.Room Performance Polio: The Total Sleeping Room Nights Reserved under this Agreement is anticipated to be $117,382.75 in revenue for Hotel (Total Anticipated Sleeping Room Revenue'). This amount is not a guarantee from the County. Therefore, it County does not use all of the steeping rooms in your Room Block, by the Cut -toff date the Hotel has the right to rent out any unused rooms to other customers. The parties agree that there wi'1 be no performance obligations for this contract. The hotel has agreed to extend a fQ day cut-off, however the Group Will publish a 75 day cut-off (September 16, 2015). Food and Bevera a Performance Policy- The guestroom rates and concessions outlined are based on Groups expenditure of $ 40,000.00 in banquet food and beverage, excluding taxes, gratuities and service charges (':Total Anticipated Food and Beverage Revenue'), The Total Anticipated Food and Beverage Revenue amount dries not include gratuities, service charges: supplemental surcharges, applicable federal, state or local taxes or any other fees outside of food and beverage product sales. This is not a guarantee by the County. Cancellation Policv: Hotel has offered the favorable sleeping room rates and other concessions In this Agreement based upon the Total Anticipated Revenue for your Event, plus additionat revenue that the Hotel anticipates we would receive from providing additional services to the Group and your attendees at additional charge Impossibility: Neither party shall be responsible for failure to perform this Agreement if unanticipated circumstances beyond their reasonable control (including, but not limited to; acts of God; terrorist attacks in the city in which Hotel is located; or declared war in the United States) make it illegal or impossible for the Hotel to hold the Event, The affected party may terminate this Agreement without liability upon written notice to the other party wi!Nn ten (10) days of the occurrence. Governina Law: The Agreement vAl be governed by and interpreted pursuant to the laws of the State of Florida; venue shall be in Monroe County. Dispute Resolution: The parties will use their commercially reasonable efforts to informally and timely resolve any dispute concerning any matter related to this Agreement by presenting the dispute to senior representatives of Hotel and Group for their discussion and possible resolution in the order set forth herein, provided, however, a dispute relating to patents, trademarks, trade dress, copyrights, trade secrets, andlor infringement of intellectual property rights shall not be subject to this provision. Ali negotiations pursuant to this section are confidential and shall be treated as compromise and settlement negotiations for purposes of app;icab°e rules of evidence, tf within a erirt of thErt 30 calendar days after submission of a disputed matter €n accordance with this clause. the res active senior re resentat"spas are HWI QUICK CONFIRMAT 0M AGREEMENT (Rev. OS/2012014) unable to a roe u,on a resolution of such dis ute. then the art:es ma --a €ee to subsnit the dis ute to mEdiation or to the court, The County specifcaily does not agree to arbltrat>an but w€61 agree to pre -suit mediation if requested by the Hotel. CotlectionfAttornev's Fees; The parties agree that the prevailing party in any arbitration or court proceeding arising out of or related to this Agreement wi ! be entitled to recover an award of its reasonabie attorney's fees. HWI QUICK CONFIRMATION AGREEMENT tRev, 0512012014)