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FY2016 to FY2019 1st Amendment 11/22/2016 AMENDMENT (1st AMENDMENT) TO AGREEMENT THIS AMENDMENT to agreement dated thec_day of J) '2016, is entered into by and between the Board of County Commissioners for Monroe County, a political subdivision of the state of Florida (County), on behalf of the Tourist Development Council, and the Greater Key West Chamber of Commerce, Inc. a Florida non - profit corporation "Provider ". WHEREAS, there was an agreement entered into on April 20, 2016 between the parties, for Provider to provide Visitor Information Services ( "VIS ") to answer potential visitor inquiries and to promote tourism; and WHEREAS, due to the elimination of the "Live Chat" feature on the website it has become necessary to amend the Scope of Services NOW, THEREFORE, in consideration of the mutual covenants contained herein the parties agree to the amended agreement as follows: 1. Paragraph 2 of the agreement shall be revised to read as follows: SCOPE OF SERVICES: The Provider shall, pursuant to this Agreement, provide Visitor Information Services as described herein: a. The Provider shall respond to all telephone inquiries from generic and district toll free number(s), and from the Chamber's (305) line(s), with information about the Florida Keys and any specified district destination within the Keys. b. The Provider shall retrieve and record all information from callers or e-mail inquiries resulting in mail fulfillment required by the VIS software program that is provided by the County, which includes the name, address and zip code of the caller. The Provider shall request that all callers complete the TDC Visitor Inquiry Survey. Provider shall verbally survey consenting callers on a list of questions provided by the TDC, and shall record the visitor responses in the VIS software, according to Exhibit A attached hereto. The TDC may request that Provider refer e-mail inquiries to a web survey in its return correspondence via web Zink provided by the TDC. c. Provider shall respond to all e-mail (Internet) inquiries for fulfillment requests and interact with potential visitors requests for destination information. d. Provider shall give the TDC official website address www.fla - keys.com as the first response for destination web site information; and shall introduce the official TDC website to all caller and e-mail inquiries as a source for further information on the destination. This provision shall not preclude Provider from introducing its own web site as a secondary source of information. e. Provider shall respond to all telephone and Internet inquiries for the benefit of Monroe County as a whole and not for the benefit of Provider or its members. Provider shall not Amendment #1 Key West Chamber of Commerce —VIS FY 2017 Contract #: 1673 • discriminate between chamber and non - chamber members in its responses where generic /district materials are provided by the TDC to Provider. f. Provider may make referrals to lodging accommodations; however, it shall do so in a manner that provides fair and equitable distribution of referrals to all entities in Provider's district, matching the inquirer's criteria, which collect and remit to the County the tourist development tax, with no preferential treatment for any entity having a business relationship with the Provider. Further, Provider shall have and maintain the following: (i) a binding agreement to hold harmless and indemnify the County from any claims of liability, loses and causes of action which may arise out of or as a result of the referrals; (ii) general liability insurance with a minimum of $1 million coverage which includes Monroe County as a named insured; and g. All visitor - related collateral requests shall be entered into the TDC VIS system on a daily basis by Provider to be accessed by the TDC. Provider may produce collateral material for its district and provide mail fulfillment of said material internally or by subcontract. This provision shall not preclude the Provider from downloading visitor data entered by Provider into the TDC VIS system to create or maintain visitor mailing lists. h. Provider is prohibited from distributing visitor name and address information recorded from visitor collateral requests to third parties without the express verbal or written consent of the visitors. Provider shall at all times comply with the Telecommunications Act, relevant Postal Regulations or other regulations regarding third party mail distribution. The TDC VIS software program will provide a recording mechanism which Provider may use to designate visitors who have affirmatively indicated a desire to receive collateral material from a third party. The Provider shall have and maintain a binding agreement to hold harmless and indemnify the County from any claims of liability, identity theft, bodily harm, loss of life, invasion of privacy, theft identity, and all other losses and causes of action which may arise out of or as a result of the distribution of visitor information by the Provider to a third party. i. The provider shall provide live telephone and Internet service, the minimum of which shall be as follows: 8:00 a.m. to 5:30 p.m. Monday through Friday, 9:00 a.m. to 5:30 p.m. Saturday and Sunday. The Provider may be closed on Thanksgiving, Christmas Eve afternoon, Christmas Day, New Year's Day, President's Day, Memorial Day, Easter Sunday, Fourth of July and Labor Day. Sub - contracted live operator(s), voicemail, answering machine or similar procedures will be provided to capture required information during off hour operation. j. The Provider shall provide Visitor Information Services to visitors walking into the facility during the regular working hours of 8:30 a.m. to 5:30 pm. Monday through Friday, 9:00 a.m. to 5:30 p.m. Saturday and Sunday. The Provider will be closed on Thanksgiving, Christmas Eve afternoon, Christmas Day, New Year's Day, President's Day, Memorial Day, Easter Sunday, Fourth of July and Labor Day. k. Provider may cease fulfillment of service minimum as outlined in items k and I in this agreement following an official ordered evacuation of Monroe County residents in its Amendment #1 Key West Chamber of Commerce —VIS FY 2017 Contract #: 1673 district without penalty or loss of compensation by the County. Further, in the event of a tropical storm warning or hurricane warning to Monroe County, Provider may at its discretion adjust its hours of operation to ensure the safety of its staff, and facility, without penalty or loss of compensation by the County. In the event of closure due to weather events as outlined above, Provider shall not be required to resume contractual service minimum until such a time as: i. tropical storm and /or hurricane warnings for its district have been lifted ii. resident evacuation orders for its district have been lifted iii. Provider has determined its facility has adequate resources (such as power) and is by its determination sufficiently safe to resume its operations. Providers who are able to remain operational when weather events force closure of other providers shall upon request service calls re- routed by the TDC. I. The Provider shall provide fast Internet access to the TDC web site, TDC VIS software and Chat Live web applications for all staff members fulfilling Visitor Information Service program requirements as outlined in this agreement. The Provider shall be responsible for the provision and proper maintenance of computer equipment and Internet connections utilized by the staff members to access the Internet in fulfillment of Visitor Information Services requirements. The TDC shall be responsible for the provision and proper maintenance of the VIS software. m. The Visitor Information Service program is subject to review and periodic change by the Monroe County Tourist Development Council. Any significant change resulting in additional costs and /or time in the scope of services, requires the written and signed consent of both parties as an amendment to this Agreement. n. The toll -free number telephone lines for which the tourist development tax pays, shall be used only for tourism - related business purposes; including fulfillment of Call Me requests. o. County shall provide the toll -free number phone lines and routing services to handle the service required by this Agreement. p. County shall provide a link and e-mail forwarding from the TDC website directly to the Provider's website. q. Provider shall distribute to all Chambers of Commerce in Monroe County, and to the TDC, at a mutually agreed upon time and frequency, a list of the most frequently asked questions by visitors about its district, and the recommended tourism operator responses. The TDC may also furnish to the Provider a list of visitors' frequent generic destination questions and the recommended tourism operator responses. (See EXHIBIT B) Provider shall disseminate the information to staff for training purposes. 2. This amendment is retroactivity effective to October 1, 2016 3. The remaining provisions of the contract dated April 20, 2016 remain in full force and effect. Amendment #1 Key West Chamber of Commerce —VIS FY 2017 Contract #: 1673 ESS WHEREOF, the parties have set their hands and seal on the day and year first 01014 • li;st " Mal. K. , Board of County Commissioners Cleric ofX County ,„ Ar, Clerk Mayor/Chairman Greater Key West Chamber of Commerce, Inc. nt Fri Name AND TWO WITNESSES ( "/ (2) Z (1) /1: 9 d//flit. (2) roads Print Name Print Name (1) / 6 // (2) Date Date --1 c°, - • '-- -1 1 NIONFi0E (MUNI Y ATTORNE :• 'PPR'3`./t .AS TO FORM: •• ChtilatiNE t.t! LiNiaFK,'-BARROW- ASStStliair ATTORNEY 1/40 Amendment #1 Key West Chamber of Commerce -VIS FY 2017 Contract #: 1673 '4c Rd CERTIFICATE OM DAINDDIYYYY) OF LIABILITY INSURANCE 1/27/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the polity, certain policies may require an endorsement, A statement on this certificate doss not confer rights to the certificate holder In lieu of such endorsement(s). – PRODUCER CONTACT • NAME: The Porter Allan Company, Inc. PHONE oi4 (305) 294 -2542 1 re c. Not: (305)295-79111 513 Southard Street • Cow. INSURERS) A)<FORDINO COVERAGE NAIL s Key West FL 33040 INSURER A ;Penn America Insurance INSURED INSURER B : Key West Chamber of Commerce, Inc. INSURER C: 510 Greene Street INSURER D: • f NSURER E I Key west FL 33040 INSURER P: , COVERAGES CERTIFICATE NUMBER:CL1612 70 6207 REVISION NUMBER: THIS IS 70 CERTIFY THAT THE POLICIES OF INSURANCE USTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH TINS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 15 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. UMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, R L TYPE OP INSURANCE " R � POLICY NUMBER t, I IA/CDMfYY1 IMMIO Y Y! UNITE GENERAL UABIUTY EACH OCCURRENCE s 2,000,000 X COMMERCIAL GENERAL LIABUITY P D R A MC O REME�e) S 100 , 000 A 1CLAIMS•MADE © OCCUR X 14 PAV0082071 1/28/2016 1/28/2017 imp EXP (Any aroperson) S 5,000 — PERSONAL A ADVIIJURY s 2,000,000 GENERALAGGREGATE S 2,000,000 - 1 GENL AGGREGATE LIMIT APPLES PER: PRODUCTS • COMP/OP AGO 1 Included X I POLICY 1� 0 ) { LOC S AUTOMOBILE UAIRJTY rEe e�darOd SINGLE LIMIT 3 — ANY O BODILY INJURY (Pr person) S ~ ALL OWNED ^ SCHEDULED BODILY INJURY (Per .es Mont) S AUTOS AUTOS HIREO AUTOS " AUTO YJHED IRE s ccclanll DAMAGE S S UMBRELLA UAB _ OCCUR EACH OCCURRENCE S — – 150838 LIAa CLAIMS -MADE AGGREGATE S _ DED 1 1 RETENTIONS s WORKERS COMPENSATION I WC STATU• 1 }0TH• AND EMPLOYERS' UAUIUTY J inRY t wnT3 FR ANY PROPRIETOIUPARTNERIEXECUTNVE OFn0ER/NEMBER EXCLUDED? (_J U N/A E.L EACH ACCIDENT 5 (Mandatory In NH) E L DISEASE - FA EMPLOYEE S 1��aI. describe Iatdar DESCRIPTION OF OPERATIONS Wow E.L DISEASE •POLICY LIMIT S DESCRIPTION OF OPERATIONS J LOCATIONS! VEHICLES (Attach ACORO 101, AdUMbnsl Remarks Schedule, H mom space Is mquimd CHAMBER OF COMMERCE - COMMUNITY SERVICE ORGANIZATION CERTIFICATE HOLDER IS LISTED AS 1■DDITIONAL INSURED .•• a 6 .I. A ,. r A + • V � . EMEM DA df'i OYti , Pp.lt c CO +1 Lt.- - 1"O C , CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Monroe County Board of ACCORDANCE WITH THE POLICY PROVISIONS. County Commissioners 1100 Simonton Street AUTHO l REPRESENTATIVE Key West, FL 33040 , ,41, 4j1:- ACORO 26 (2010106) 019 . • -201 ACORD CORPORATION. All rights reserved. INS025 imam) .01 The ACORD name and logo are registered marks of AC D