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Item D2BOARD OF COUNTY COMMISSIONERS C ounty of M onroe A(I Mayor George Neugent, District 2 T he Fl orida Keys 4� �� m Mayor Pro Tem David Rice, District 4 l Danny L. Kolhage, District I „ Y „; ° W Heather Carruthers, District 3 Sylvia J. Murphy, District 5 County Commission Meeting August 16, 2017 Agenda Item Number: D.2 Agenda Item Summary #3220 BULK ITEM: Yes DEPARTMENT: Tourist Development Council TIME APPROXIMATE: STAFF CONTACT: Ammie Machan (305) 296 -1552 N/A AGENDA ITEM WORDING: Approval to rescind Destination Event Funding Agreement with Key Largo Baptist Church, Inc. for the Key Largo Bridge Run due to Event Contractor cancelling the event. ITEM BACKGROUND: Attached is a letter from Event Contractor notifying the TDC of their decision to rescind their funding allocation. PREVIOUS RELEVANT BOCC ACTION: BOCC approved original agreement at their meeting of October 19, 2016 CONTRACT /AGREEMENT CHANGES: Rescind at reqeust of Event Contractor STAFF RECOMMENDATION: Approval DOCUMENTATION: Key Largo Bridge Run Reqeust and Agreement FINANCIAL IMPACT: Effective Date: Expiration Date: Total Dollar Value of Contract: $10,000 Total Cost to County: No cost to County Current Year Portion: $10,000 Budgeted: Yes Source of Funds: TDC CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: Grant: County Match: Insurance Required: Additional Details: If yes, amount: REVIEWED BY: Maxine Pacini Completed 07/31/2017 2:04 PM Christine Limbert Completed 07/31/2017 2:16 PM Budget and Finance Completed 07/31/2017 3:00 PM Maria Slavik Completed 07/31/2017 3:00 PM Kathy Peters Completed 08/01/2017 3:54 PM Board of County Commissioners Pending 08/16/2017 9:00 AM t �/ wr Monroe County Tourist Development Council 1201 White Street Suite 102 Key West FL 33040 RE: Key Largo Bridge Run 2017 To Whom It May Concern: This is to serve as official notification that the Key Largo Bridge Run will not take place in 2017. Key Largo Baptist Church (the event contractor) is undertaking a new building project. The scope of this plan may interfere with current facilities used during the event. It is our hope that the event will return in the very near future. Thank y U. Steve Vetter EMT N WT[I UL 0 3 2017 35 Largo • r Key Largo, FL 33037 • .4 Fax: 305A51.44dJ June 30, 2017 By Destination Event Agreement THIS Agreement is made and entered into by and between Monroe County, Florida, a politic( sub ' ion of the State of Florida (County), and Key Largo Baptist Church, Inc (Event Contractor) o this day of , 2016. WITNESSETH: In consideration of the mutual covenants contained herein, the parties agree as follows: 1. The County agrees to pay up to $10,000 (Ten Thousand Dollars -- Monroe County TouriE Development Council TDC District V Funding Allocation) for Key Largo Bridge Run on Novembe 2017, from tourist development tax funds (see Exhibit C). Of this amount, no more than 10% or $1,00 of the total allocated funds shall be expended on advertising media costs attributable to in -count placement. The general non - allocated section of an event budget shall not exceed 15% of th total budget and may be utilized for unforeseen permissible expenditures and for those budge lines that may require additional funds. No amendments shall be made to Exhibit C afte approval of contract. A list of Acceptable Event Marketing Expenses is attached to th agreement as Exhibit A. 2. Scope of Services The Event Contractor agrees to provide the County with an event a specified below: a) A three (3) day event to include early packet pick up; registration and packet pick up; bridg race; awards distribution 3. Event Budget: Exhibit C attached hereto shall be reviewed and approved by the TDi Agencies of record. 4. Invoicing Event Contractor agrees to submit all invoices and support documentation a required by the County's Finance Department rules and policies no later than January 29, 2018 unles the date of the event is amended upon approval of the Advisory Committee and TDC Director. Ever Contractor shall not be reimbursed nor will Event Contractor's vendors be paid directly for any invoice received by the County after January 29, 2018 unless the date of the event is amended upon approv, of the Advisory Committee and TDC Director, and the County shall not be obligated to pay for an services provided by Event Contractor under this agreement if documentation as noted above is nc received on or before this reimbursement deadline date. To be eligible for reimbursement, the reque: for reimbursement and supporting documents (checks, invoices, credit card statements, bar statements, etc.) must show that the items were paid for directly by the same entity named on th contract with the County. For clarification on reimbursements, please refer to the reimbursement pack( provided to you upon execution of your funding agreement. 5. Expiration of Agreement: This agreement expires on January 29, 2018 unless the date ( the event is amended upon approval of the Advisory Committee and TDC Director and the County sha not be obligated to pay for any services provided by Event Contractor under this agreement documentation as noted above is not received on or before this reimbursement deadline date. { Event Name: Key Largo Bridge Run Destination Event: FY 2017 Contract I D #: 1837 1 6. Duties of Event Contractor Event Contractor shall provide promotion and related as described in paragraph 2 — Scope of Services, and outlined in Exhibit C (Event Budget). 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. 7. Accounting and Records Event Contractor shall maintain records pursuant to generall, accepted accounting principles for four (4) years after the event and shall permit County and its agent; and employees access to said records at reasonable times. 8. Modification The event name, time & date of the event and Schedule of Activities mal be amended upon written approval of the Advisory Committee and TDC Director. Any changes to saic contract other than stated above require approval by the Advisory Committee, TDC and the County. 9. Reimbursement to County Event Contractor shall reimburse County for any amount o funds expended by County in connection with an event which does not occur as a result of any act o omission by Event Contractor. 10. Breach and Penalties The parties agree to full performance of the covenants contained it this agreement, and the County reserves the right at its discretion, provided such breach is material, tc terminate this agreement for any misfeasance, malfeasance or nonperformance of the agreement term or negligent performance of the agreement terms by the Event Contractor. 11. 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 th( event does not take place for any reason under control of Event Contractor except for those reasons it paragraph 22, then Event Contractor agrees to refund to the County any amounts already paid to then under this agreement, and relieve the County from any further payments. 12. Claims and Venue Event Contractor agrees to notify County immediately of any claim; suits or action made against the Event Contractor that is related to the activity under this agreement, an will cooperate with County in the investigation arising as a result of any action, suit or claim related t this agreement. Any legal proceedings arising out of this agreement shall be in accordance with the law of the State of Florida in the 16 Judicial Circuit for Monroe County; venue shall be in Monroe Count) Florida. 13. Indemnification and Hold Harmless The Event Contractor covenants and agrees tc indemnify and hold harmless and defend Monroe County, its officers, employees and agents includini the TDC and Visit Florida Keys from any and all claims for bodily injury (including death), personal injur 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 thi services provided by Event Contractor, or other activities and funding associated with this agreement except those losses or damages caused by the negligent or wrongful act of omission of the County or it agents. 14. Non - Waiver of Immunity Notwithstanding the provisions of Sec. 768.28, Florida Statutes the participation of the Event Contractor and the County in this Agreement and the acquisition of am commercial liability insurance coverage, self- insurance coverage, or local government liability insurance Event Name: Key Largo Bridge Run Destination Event: FY 2017 Contract ID #: 1837 2 pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor 2.a contract entered into by the County be required to contain any provision for waiver. 15. Permits The Event Contractor will secure all required permits, licenses and shall pay a appropriate business taxes. 16. Taxes The County and TDC are exempt from Federal Excise and State of Florida Sale Tax, but this in no way exempts the Event Contractor from applicable Federal and State taxes. 17. Finance Charges The County and TDC shall not be responsible for any finance charges. 18. Relation of County/TDC It is the intent of the parties hereto that the Event Contractc shall be legally considered as an independent Event Contractor and that neither it nor its employee ' shall, under any circumstances, be considered employees, servants or agents of the County and TD( and the County and TDC shall at no time be legally responsible for any negligence on the part of sai Event Contractor, its employees or agents, resulting in either bodily or personal injury or propert damage to any individual, firm or corporation. tM 19. Disclosure The Event Contractor shall be required to list any or all potential conflicts c tM interest, as defined by Florida Statutes Chapter 112 and Monroe County Code. The Event Contractc 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 an TDC. I- 20. Assignment The Event Contractor shall not assign, transfer, convey, sublet or otherwis dispose of this agreement, or of any or all of its rights, title or interest therein, or his or its power t execute such agreement to any person, company or corporation without prior consent of the County. 21. Compliance with Laws - Nondiscrimination The Event Contractor shall comply with a Local, State and Federal laws, regulations and ordinances applicable to the work or payment for wor thereof, and shall not discriminate on the grounds of race, color, religion, sex, age or national origin i the performance of work under this agreement. This agreement shall be subject to all Local, State an Federal laws, regulations and ordinances. 22. Force Majeure The Event Contractor shall not be liable for delay in performance or failur to perform in whole or in part, the services due to the occurrence of any contingency beyond its contrc or the control of any of its subcontractors or suppliers, including labor dispute, strike, labor shortage, wr or act of war whether an actual declaration thereof if made or not, insurrection, sabotage, riot or civ commotion, act of public enemy, epidemic, quarantine restriction, accident, fire, explosion, storm, flooc drought or other act of God, act of any governmental authority, jurisdictional action, or insufficient suppl of fuel, electricity, or materials or supplies, or technical failure where the Event Contractor has exercise reasonable care in the prevention or mitigation of damages and delay, any such delay or failure shall nc constitute a breach of the agreement. Upon demand of TDC or County, the Event Contractor mu; furnish evidence of the causes of such delay or failure. County shall not pay for any services c activities, promotional or otherwise, connected with an event produced after the date(s) described i paragraph 1 and Scope of Services. Event Name: Key Largo Bridge Run Destination Event. FY 2017 Contract ID #: 1837 3 D.2.a 23. Governinq LawNenue: This agreement shall be governed by and const 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 fc 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. 24. Security Protection The Event Contractor agrees to provide adequate security for the event. No TDC funds will be used for this purpose. 25. Media Rights The TDC shall have the right under this agreement to broadcast c rebroadcast, for any purpose whatsoever, radio, television, sound, video or film production, and sti S photographs, paid by the TDC and County, and produced by the TDC agencies of record. a� 26. Logo: Logo Usage guidelines are attached to this contract as Exhibit B. A promotional literature and display advertising must display the "The Florida Keys — Key Largc logoltrademark (as per attached logo sample). This logo/trademark was adopted by the TDC an County in April, 2010. tM 27. Severability If any provision of this agreement shall be held by a court of competer jurisdiction to be invalid or unenforceable, the remaining provisions shall not be affected thereby; an each provision of this agreement shall be valid and enforceable to the fullest extent permitted by law. 28. Authori : Each of the signatories for the Event Contractor below certifies and warrant that a) the Event Contractor's name in the agreement is the full name as designated in its corporat 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. 29. Ethics Clause The Event Contractor warrants that it has not employed, retained c otherwise had act on its behalf, any former County office or employee in violation of Section 2 c Ordinance No. 10 -1990 or any County officer or employee in violation of Section 3 of Ordinance No. 1( 1990. For breach or violation of the provision the County may, at its discretion terminate this agreemer without liability and may also, at its discretion, deduct from the agreement or purchase price, c otherwise recover, the full amount of any fee, commission, percentage, gift or consideration paid to th former or present County officer or employee. 30. Public Entities Crimes A person or affiliate who has been placed on the convicted vendc list following a conviction for public entity crime may not submit a bid on a contract to provide any good or services to a public entity, may not submit a bid on a contract with a public entity for the constructio or repair of a public building or public work, may not submit bids on leases of real property to publi entity, may not be awarded or perform work as a contractor, supplier, subcontractor or consultant und( a contract with any public entity, and may not transact business with any public entity in excess of th threshold amount provided in Section 287.017, for category two for a period of 36 months from the dal of being placed on the convicted vendor list. 31. Laws and Regulations Any and all services, materials and equipment shall comply full with all Local, State and Federal laws and regulations. Event Name: Key Largo Bridge Run Destination Event: FY 2017 Contract ID* 1837 4 D.2.a 32. Termination of Agreement County may terminate this agreement without c 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 Contracto through its officer, agent or representative, written notice at least seven (7) days prior to the effectiv date of the termination. Notice is deemed received by Event Contractor when hand delivered, delivere by national courier with proof of delivery, or by U.S. mail upon verified receipt or upon the date of refus, or non - acceptance of delivery. 33. Notice Any notice required or permitted under this agreement shall be in writing and han delivered, emailed or mailed, postage prepaid, to the other party by certified mail, returned receil: requested to the following: For Grantee: Shae Lykins Key Largo Baptist Church, Inc 835 Largo Rd. Key Largo, FL 33037 a� For Grantor: Maxine 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 34. Miscellaneous As used herein, the terms "contract" and "agreement" shall be rea interchangeably. 35. Entire Agreement The parties agree that the agreement above constitutes the entir agreement between the County and Event Contractor. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK Event Name: Key Largo Bridge Run Destination Event: FY 2017 Contract ID #: 1837 5 IN WITNESS WHEREOF, the parties hereto how amwAid this agm me d the day end yen first above writlen. Board of County Conwn*siomm of mm me County M i� A� M� r r J ANb P" Name: Gals: _;aI..,,,�— F Print Name: Ll . ,Lrd's Date: Z MI: 1 , 1368618110n EM FY 2017 Canieat ID8: 1837 0 D.2.a EX Acceptable Event Marketing Expenses for Destination Events Only the TDC expenses listed below may be included in the proposed budget. A general non - allocate line item is not to exceed 15% of the total budget and can only be utilized for acceptable TDC marketin items listed in this section. There cannot be more than a 10% deviation from the approved line iter 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 ro video, banners, mobile and email blasts. Digital advertising links may go to the event website. The TD( `- Logo must be placed on all print, TV, websites, pre roll video, banners and email blasts. Radi ' advertising does not require the logo but all radio announcements must say "Brought to you by th Monroe County Tourist Development Council ". No more than 10% of the total allocated funds shall b expended on advertising media costs attributable to in- county placement. a� Promotional Sions Posters and banners (hanging and displayed outdoors). tM Promotional Items T -shirts and hats*. J "Sales/Resale of TDC funded items: items funded, including creative and resulting work product, b the BOCC/TDC, in accordance with Florida Public Records Law, are owned by the BOCC/TDC and a such may not be sold. Direct Mail Promotions Brochures, postcards and pamphlets including postagelshipping. This is direct mail promotional brochure /postcard /pamphlet utilized for pre -event advertising. Pr_ ograms: TDC will pay up to fifty percent (50 %) of the cost of production and printing of an ever program 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 a: but not limited to, press releases, public service announcements, photography and videography a approved by the public relations agency of record. Only permissible PR material produced by the TDI 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 fc reimbursement. Event Marketing Reimbursement: TDC will only consider reimbursement of permissible marketin expenditures that highlight the special event versus the regular programming of a business, organizatio or the facility. Amendments to Contract Bud No amendments to the line item budgets will be permitted aft( the contract has been reviewed and approved. Event Name: Key Largo Bridge Run Destination Event: FY 2017 Contract ID #: 1837 7 D.2.a EX LonolAcknowledaement Usage Guidelines For District V Destination 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 Largo" Out -of- County logo Radio Advertisin : No logo is required. All radio announcements must say "Brought to you by the Monroe County Tourist Development Council' In-County Lo no The logo below indicating the "Monroe County Tourist Development Council' designation is to be utilize on in- county print newspaper and magazine ads, brochures, postcards, pamphlets, programs, posterE banners (hanging and displayed outdoors), and digital advertising on websites, website links, pre ro video, banners, mobile and email blasts. Radio commercials should include "Brought to you by Th� Monroe County Tourist Development Council'. To seek approval, clarification and/or logo in electroni format (eps or jpg file), contact Ashley Miller or John Underwood with Tinsley Advertising at 305 -85E 6060. orida Keys K e y L ( 4 MONRO E COUNTY TOURIST DEVELOPMM COUNCIL Out -of - County Logo The logo below that does NOT include the "Monroe County Tourist Development Council' designation j to be utilized in out -of- county newspapers and magazines, brochures, postcards, pamphlets, program-, posters and digital advertising on websites, website links, pre roll video, banners, mobile and ema blasts. Radio commercials should include "Brought to you by The Monroe County Tourist Developmer Council ". To seek approval, clarification and /or logo in electronic format (eps or jpg file), contact Ashle Miller or John Underwood at Tinsley Advertising at 305 - 856 -6060. e Honda Keys K ey Th Event Name: Key Largo Bridge Run Destination Event: FY 2017 Contract ID #: 1837 { M. EXHIBIT C DESTINATION EVENT BUDGET - FISCAL YEAR 2017 Applicant is advised prior to completing this budget to refer to Exhibit A of the Sample Contract showing the Allowable Marketing Expenses. This can be found online at: http:ll www. monroecounty- fl.gov /DocumentCenter /HomeNiew/7673 THERE WILL BE NO AMENDMENTS TO THIS BUDGET (EXHIBIT C) AFTER BOCC APPROVAL OF AGREEMENT Key Lar o Bridge Run EVENT NAME MEDIA PLACEMENT & PRODUCTION COST: $5,000 PROMOTIONAL SIGNS: PROMOTIONAL ITEMS: $3,500 DIRECT MAIL PROMOTIONS: PROGRAMS PUBLIC RELATIONS: "GENERAL NON-ALLOCATED: $1,500 TOTAL $10,000 *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. The County shall pay no more than 10% of the total allocated funds on advertising media costs attributable to in- county placement.