Item D3BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date:February 10, 2016Department:TDC
Bulk Item: YesXNo _Staff Contact /Phone #:Ammie Machan 305-296-1552
AGENDA ITEM WORDING:
Approvalto advertise a Request for Proposals for Professional Advertising Agency Services for
Monroe County Tourist Development Council
ITEM BACKGROUND:
Our current agreement with Tinsley Advertising expires on September 30, 2016. The deadline for
receipt of proposals would be April 12, 216. The TDC would bring the final agreement back to the
BOCC for approval at the September 21, 2016 meeting.
Attached is a copy of theRequest for Proposal.
TDC approvedsame at their meeting of February 2, 2016
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
_________________________________________________________________________________
STAFF RECOMMENDATIONS:
Approval
TOTAL COST:INDIRECT COST: ______________BUDGETED:
N/AYes XNo ____
DIFFERENTIALOF LOCAL PREFERENCE: _______________________________________
COST TO COUNTY:SOURCE OF FUNDS:
No CostTDC
REVENUE PRODUCING:AMOUNT PER MONTHYear ____
Yes__No
APPROVED BY:
County AttorneyXOMB/Purchasing N/ARisk Management N/A
DOCUMENTATION:
Included XNot Required____
DISPOSITION:AGENDA ITEM #
Revised 6/15
NOTICE OF REQUEST FOR COMPETITIVE SOLICITATION
NOTICE IS HEREBY GIVEN TO PROSPECTIVE RESPONDENTSno later than 3:00 P.M.
that
onApril 12, 2016
the Monroe County Purchasing Office will receive sealed responsesfor the
following:
Professional Advertising Agency Services for Monroe County Tourist Development Council
must
Requirements for submission:the applicationand the selection criteria bedownloadedfrom
www.demandstar.com
DemandStar by Onvia at or call toll-free at 1-800-711-1712.
Dated at Key West this ___ day of ______ 2016.Monroe County Purchasing Department
Competitive Solicitation for Professional Advertising Agency Services -2016
1
MONROE COUNTY BOARD OF COUNTY
COMMISSIONERS
REQUEST FOR COMPETITIVE
SOLICITATION
PROFESSIONAL ADVERTISING SERVICES FOR MONROE
COUNTY TOURIST DEVELOPMENT COUNCIL
MONROE COUNTY TDC
Ms. Rita Irwin, Chairperson
Mayor Heather Carruthers
Mr. Peter Batty
Mr. James Bernardin
Mayor Craig Cates
Mr. George Fernandez
Ms. Julie Fondriest
Ms. Veronica Harris
Ms. Gayle Tippett
Director
Harold Wheeler
All responses submitted to this solicitation should be addressed to and received no
later than3:00 P.M.,April 12, 2016at:
Monroe County Purchasing Office
1100 Simonton Street, Room 1-213
Key West, FL 33040
Attention:REQUEST FOR COMPETITIVE SOLICITATION:Professional
Advertising Agency Servicesfor Monroe County Tourist Development Council
Competitive Solicitation for Professional Advertising Agency Services -2016
2
TABLE OF CONTENTS
Page
SECTION ONE
Instruction to Respondents4
SECTION TWO
General Terms and Conditions13
SECTION THREE
Terms and Conditions Specific to:
Professional Advertising Agency Services15
SECTION FOUR
Draft Agreement16
SECTION FIVE
Insurance Requirements and
ResponseForms Required By Monroe County, Florida30
SECTION SIX
Request for Competitive SolicitationChecklist 37
Competitive Solicitation for Professional Advertising Agency Services -2016
3
SECTION ONE
INSTRUCTION TO RESPONDENTS
Requirements for submission, the Competitive Solicitation Documents,and the selection criteria must be
downloadedfrom DemandStar by Onvia at www.demandstar.comor call toll-free at 1-800-711-1712.
All respondents must use the current Competitive Solicitation Documents downloaded from the
website www.demandstar.com.Use of any other document will result in your submission being
rejected.
1.01DESCRIPTION
The Respondentawarded anAgreementshall provide Advertisingservices for the Monroe County
Tourist Development Council (TDC). The Agreementwill provide for the Advertising Agency to act as
Section Three
aConsultantto the TDC that shall provide services as outlined within Specifications in
of this Competitive Solicitation.
1.02COPIES OF DOCUMENTS
A.Only complete sets of Competitive Solicitation Documents will be issued and shall be used in
preparing responses. The County does not assume any responsibility for errors or
misinterpretations resulting from the use of incomplete sets.
B.Complete sets of Documents may be obtained in the manner and at the location stated in the
Notice of Request for Competitive Solicitations.
1.03RESPONSE REQUIREMENTS
One (1) signed original, PLUS(1) flash drivewith complete copy of Response/Statement of
Qualificationas a .pdf, and three(3) complete paper copies of theResponse/Statement of
Qualificationmust be received.
1.04DISQUALIFICATION OF RESPONDENT
A.NON-COLLUSION AFFIDAVIT: Any person submitting a Response/Statement of
Qualificationin response to this invitation must execute the enclosed NON-COLLUSION
AFFIDAVIT. If it is discovered that collusion exists among the Respondents, the Proposal of
all participants in such collusion shall be rejected, and no participants in such collusion will be
considered in future Responsesfor the same work.
B.PUBLIC ENTITY CRIME: A person or affiliate who has been placed on the convicted vendor
list following a conviction for a public entity crime may not submit a Proposal on an agreement
to provide any goods or services to a public entity, may not submit a Proposal on anagreement
with a public entity for the construction or repair of a public building or public work, may not
submit Proposalson leases or perform work as a contractor, supplier, subcontractor or
consultant under an agreementwith any public entity, and may not transact business with any
public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes,
for Category Twofora period of 36 months from the date of being placed on the convicted
vendor list.
Competitive Solicitation for Professional Advertising Agency Services -2016
4
C.DRUG-FREE WORKPLACE FORM: Any person submitting a Proposal in response to this
invitation must execute the enclosed DRUG-FREE WORKPLACE FORM and submit it with
the Proposal. Failure to complete this form in every detail and submit it with your Proposal
may result in immediate disqualification of your Proposal.
D.RESPONSESRECEIVED AFTER DEADLINE: Any Responsesubmitted after the Request
3:00 p.m. onApril 12, 2016
for Competitive Solicitationdeadline of will automatically be
disqualified.
E.LOCAL PREFERENCE FORM: Respondentclaiming a local preference must complete the
enclosed Local Preference Form.
1.05EXAMINATION OF REQUEST FOR COMPETITIVE SOLICITATION
DOCUMENTS
A.Each Respondentshall carefully examine the Request for Competitive Solicitationand other
Agreementdocuments, and inform himself thoroughly regarding any and all conditions and
requirements that may in any manner affect cost, progress or performance of the work to be
performed under the Agreement. Ignorance on the part of the Respondentwill in no way
relieve him of the obligations and responsibilities assumed under the Agreement.
B.Should a Respondentfind discrepancies or ambiguities in, or omissions from, the
specifications, or should he be in doubt as to their meaning, he shall at once notify the County.
1.06INTERPRETATIONS, CLARIFICATIONSAND ADDENDA
No oral interpretations will be made to any Respondentas to the meaning of the Agreementdocuments.
Any inquiry or request for interpretation received in writing seven (7) or more days prior to the date
fixed for opening of responses will be given consideration.Written inquiries should be emailedto
Maxine Paciniat Officemgr@fla-keys.com.All such answerswill be made in writing in the form of an
addendum and, if issued, shall be posted to DemandStarand a notification will be furnished by
DemandStarto all know prospectiveRespondents listed as planholder prior to the Established Response
opening date. It shall be the Respondents sole responsibility thereafter to download the addendum.Each
Respondentshall acknowledge receipt of such addenda in the space provided in the response form
attached . In case any Respondentfails to acknowledge receipt of such addenda or addendum, his
response will nevertheless be construed as though it had been received and acknowledged and the
submission of his response will constitute acknowledgment of the receipt of same. All addenda are a
part of the Contractdocuments and each Respondentwill be bound by such addenda, whether or not
received by him. It is the responsibility of each Respondentto verify that he has received all addenda
issued before responses are opened.
Written portions of all Responsesbecome the property of the Monroe County TDC upon receipt and will
not be returned to Respondent. The Monroe County TDC shall have the right to use all ideas or
adaptations of the ideas contained in any Response/Statement of Qualificationsreceived in response to
this Request for Competitive Solicitation. Selection or rejection of the Responsewill not affect this
right.
All Responsesreceived will be reviewed by the Monroe County TDC Selection Committee. The
Selection Committee will recommend that no more than three (3) of the agencies submitting a Response
be invited to make an oral/visual presentation. The presentation will be made to the Monroe County
June 14, 2016in Key West, FL.
TDC during an open meeting on Finalists will be informed of the
Competitive Solicitation for Professional Advertising Agency Services -2016
5
No contact regarding this Request for Competitive
exact time and venue of presentation.
Solicitationwill be allowed between the applicantand individual members of the TDC Board.
The applicant shall not lobby, solicit or act to influence the TDC Board in any way that may have
an effecton the outcome of the competition, discussion or negotiations leading to the award of an
Agreement.
1.07GOVERNING LAWS AND REGULATIONS
The Respondentis required to be familiar with and shall be responsible for complying with all federal,
state and local laws, ordinances, rules and regulations that in any manner affect the work.
1.08PREPARATION OF RESPONSES
Signature of the Respondent: The Respondentmust sign the response forms in the space provided for the
signature. If the Respondentis an individual, the words “doing business as ____________”, or “Sole
Owner” must appear beneath such signature. In the case of a partnership, the signature of at least one of
the partners must follow the Agencyname and the words “Member of the Agency” should be written
beneath such signature. If the Respondentis a corporation, the title of the officer signing the
Response/Statement of Qualificationson behalf of the corporation must be stated along with the
Corporation Seal Stamp and evidence of his authority to sign the Responsemust be submitted. The
Respondentshall state in the response the name and address of each person interested therein.
1.08.1SUBMISSION OF RESPONSES
Respondentsmust submit one (1) signed original, PLUS(1) flash drive containing a
A.
complete copy of response/statement of qualificationsas a .pdf,plusthree(3) complete
paper copies of the Response.
No waivers shall be allowed for responses which have not been
3:00 p.m.
submitted to theCounty Purchasing Department by on the deadline date.
B.The response shall be submitted in one (1) sealed envelope/box, which shall be marked so as to
clearly indicate its contents and the name of the Respondent. If forwarded by mail, the above-
mentioned envelope shall be enclosed in another envelope addressed to the entity and address
stated in the Notice of Requestfor Competitive Solicitation, and preferably by special delivery,
registered mail; if forwardedotherwise than by mail, it shall be delivered to the same address.
Responses will be received until the date and hour stated in the Notice of Request for
Competitive Solicitations.
C.Each Respondentshall submit with their Responsethe required evidence of their qualifications
and experience.
D.Finalists will be notified in writing after the Selection Committee reviews and selects no more
June 14, 2016
than three (3) applicants to make presentations to the TDC on in Key West,
Florida. Thereafter, the recommendation of the TDC will be submitted to the Board of County
No contact regarding this Request for Competitive Solicitationwill be
Commissioners.
allowed between the applicantand the TDC Board.
Competitive Solicitation for Professional Advertising Agency Services -2016
6
1.09DETERMINATION OF SUCCESSFUL RESPONDENT
Selection of the highest ranked respondentshall be made to the responsible Respondentwhose Response
is determined to be the most advantageous to the TDC and County, taking into consideration the
evaluation criteria set forth below:
Experience, TechnicalSkillsand Qualifications35points
Written Presentation35points
Financial Ability to Provide Services10 points
Crisis Management Preparedness Plan10 points
Service Capability to Monroe County10 points
*If Agencymeets criteria of local business (local preference)5points
Total points earned are on a scale of 1 –105points (1 = lowest 105= highest)
*To be entitled to the local preference, the Respondentmust submit with their responsea copy of a valid
receipt for business tax, issued by the Monroe County Tax Collector within the past year.In addition,
the Respondentmust certify that the Respondentmaintains a physical business address located within
Monroe County, from which the Respondentdoes business on aday-to-day basis.The physical
business address must be registered with the Florida Department of State as the principal place of
business for at least one year prior to the notice of the request for competitive solicitation.Post office
boxes are not acceptable.(See Sec. 2-349, Monroe County Code).
The TDC and County reserve the right to reject any and all responses and to waive technical errors and
irregularities as may be deemed best for the interests of the TDC and County. Responses that are
incomplete, unbalanced, conditional, obscureor that contain additions not requested or irregularities of
any kind, or that do not comply in every respect with the Instruction to Respondentand the Agreement
documents, may be rejected at the option of the TDC and County.
1.10CONTENT OF SUBMISSION
The responsesubmitted in response to this Request for Competitive Solicitation shall be typed on 8-1/2”
x 11” white paper;shall be clear and concise and provide the information requested herein. Statements
submitted without the required information will notbe considered. Responses shall be organized and
sections noted at top of page. Since oral presentations or demonstrations may not be solicited, the
Respondentshould not withhold any information from the written response. Each Respondentmust
submit adequate documentation to certify the Respondent’s compliance with the County's requirements.
Respondentshould focus specifically on the information requested. Additional information, unless
specifically relevant, may distract rather than add to the Respondent’s overall evaluation.
We advise that prior to completing the response, the Respondentshould review the Terms and
Conditions Specificto the Advertising AgencyCompetitive Solicitationoutlined in Section Three
to ensure the capability to handle theScope of Services required by the Monroe County TDC.
The Response/Statement of Qualificationsshould be set up as follows:
A. COVER PAGE
“REQUEST FOR COMPETITIVE SOLICITATION-
A cover page that states
Professional
The cover page
Advertising Agency Servicesfor Monroe County Tourist Development Council.”
Competitive Solicitation for Professional Advertising Agency Services -2016
7
should contain name, address, telephone number of Respondent, and the name of the
Respondent’s contact individual or corporate officer authorized to execute agreements.
B.SECTIONS
Section 1.Narrative Self-Analysis
The Respondentshould provide a brief description of the Respondent’s agency, date of
establishment, ownership, organizational structure and mission statement. Information
regarding ownership must include a listof shareholdersholding 5% or more of stock, or, if the
entity is a partnership, a list of general partners; if the entity is a limited liability company,
provide a list of members. List all officers and directors of the entity; number of years the
business has been operatingas an advertising agency, including number of years under current
name.
The Respondentshould provide a summary of any industry awards or recognition given to the
agencypreferably for tourism promotion.
Section 2.References
Each Respondentshall provide references(minimum of three)for which the Respondenthas
provided the same or similar services. Each reference shall include, at a minimum:
Name and full address (including website address) of reference organization
Name of contact person for Agreement
Telephone number(s)and e-mail addresses
Date of initiation of Agreementwith reference
Brief summary comparing the referenced services to these proposed servicesfor
advertising agencyservices
Section 3.Client Information
Respondentshall provide the following information:
Brief description of the agency’s statewide, national and international accounts.
List the largest private sector current accounts. Briefly describe the types of services
rendered for each account.
List and briefly describe website accounts relative to the travel and tourism industry.
For any current governmental accounts, list and describe the services rendered.
Provide a statement to show the agency’s willingness, if awarded a Contract andif there
should be a conflict between Monroe County and an existing account, to consider
terminating the existing account.
Competitive Solicitation for Professional Advertising Agency Services -2016
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Section4.Financial Statements, Accounting and Bookkeeping Procedures
Respondentshall submit a financial statement and company account for all revenues and
expenses related to the provision of services under this Agreementpursuant to generally
accepted accounting principles.Respondentshall provide the following:
a)A set of financial statements (Cash Flow, Income and Expenditure, Balance Sheet)for
the prior three years, preferably with an audit opinion, for each of the two most recent
fiscal years.
b)A statement as to whether accounting for billing purposes is performed in-house or by a
contracted accountant.
c)A statement regarding the Respondent’s ability to respond to government purchase
orders; and
d)A statement outlining the procedures that will beused to issue invoices in the billing of
services for the TDC.
e)Credit references (minimum of three)
Section 5.Staff Information
a)Respondentshall include a list of the proposed staff positions, and describe each of their
qualifications and experience that will be dedicated to the account if awarded this
Contract. The listing shall include any staff whose function will be to review, evaluate
and make recommendations regarding the services such as: media director or planner,
media buyers, creative, production/traffic accounting and account supervision personnel,
and whether the staff is located in-house or sourced out.
b)List the total number of staff with qualifications and experience.,
Section 6.Service Capability to Monroe County
a)Describe agency administrative facilities;
b)Provide agency website address for review;
c)Provide information of location of the closest office available to Monroe County TDC
administrative officefor sales and technical support. If outside the State of Florida, state
if the agency would be willing to locate a sufficiently staffed office in Monroe County or
otherwise propose an anticipated method of servicingthe account;
d)Provide copies of documentation showing authorization to do business in the State of
Florida.You must be registered at www.sunbiz.org.
e)Provide statement acknowledging that the agency would agree not to represent any new
tourism/destination clients without the approval of the Monroe County Tourist
Development Council.
f)The Respondentshould provide a brief summary on the agency’s crisis management
preparednessplan to provide uninterrupted service to the Monroe County Tourist
Development Council in case of a catastrophic event, such as a hurricane, that may affect
contractual service. Summary should include how communications shall continue; how
marketing materials willbe saved and managed; and how work proceeds if electric power
is interrupted for an indefinite period, or the agency facility is damaged significantly.
Competitive Solicitation for Professional Advertising Agency Services -2016
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Section 7.Compensation
Compensation based on production costs, media placement, commissions or other agency
functions will be discussed during finalist presentations, and final decision made during
contract negotiations.
Section 8. Written Presentation
Give a short written outline presentation on how the agency would propose to develop a
campaign for the Florida Keys, that would include: a position analysis, target markets and
display several examples of creative proposals for this campaign. Include print,broadcast
(story board) and digital/mobileadvertising.Please allocate what percentage of each of those
media placementsources (equaling 100%) would make up your plan.
No contact regarding this presentation or competitive bid process will be allowed between the
bidder and individual members of the Selection Committee or TDC boardmembers.
Section 9.Litigation
The Respondentmust provide answers to the following questions regarding claims and suits:
a)Hasthe person, principals, entityor any entity previously owned, operated or directed by
any of its officers, major shareholders or directors, ever failed to complete work or
provide the goods for which it has contracted? Yes or No. If yes, provide details;
b)Are there any judgments, claims, arbitration proceeding or suits pending or
outstanding against the person, principal of the entity, or entity, or anyentity previously
owned, operated or directed by any of its officers, directors, or general partners?Yes or
No. If yes, provide details;
c)Has the person, principal of the entity, entity, or any entity previously owned, operated or
directed by any of itsofficers, major shareholders or directors, within the last five (5)
years, been a party to any lawsuit, arbitration, or mediation with regard to anAgreement
for servicessimilar to those requested in the specifications with private or public entities?
Yes or No.If yes, provide details;
d)Has the person, principal of the entity, or any entity previously owned, operated or
directed by any of its officers, owners, partners, major shareholders or directors, ever
initiated litigation against the County or beensued by the County in connection with an
Agreementto provide services, goods or construction services?Yes or No.If yes,
provide details;
e)Whether, within the last five (5) years, the owner, an officer, general partner, principal,
controlling shareholder or major creditor of the person or entity was an officer, director,
general partner, principal, controlling shareholder or major creditor of any other entity
that failed to perform services or furnish goods similar to those sought in the request for
competitive solicitation: Yes or No. If yes, provide details.
Competitive Solicitation for Professional Advertising Agency Services -2016
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Section 10.CountyForms
Respondentshall complete and execute the forms specified below and found at the designated
Section Five
pages in this Request for Competitive Solicitation, and shall include them in :
Pages
Response Form32
Non-Collusion Affidavit33
Ethics Clause34
Drug Free Workplace35
Local Preference Form36
Copies of all current professional licenses and copies of business tax receipts shall be included
in this Section.
Section 11.Other Information
Provide any additional information which will present evaluators with insight about the
qualifications, fitness and abilities of Respondent.
Section 12.Request for ResponseChecklist
Please review and complete the Request for Response/Statement of QualificationsChecklist
(page 37) included in this Request for Competitive Solicitation. Those applicants not
submitting all items requested will automatically be disqualified.
1.11MODIFICATION OF RESPONSES
Written modifications will be accepted from Respondentsafter the initial submission only if addressed
to the entity and address indicated in the Notice of Request for Competitive Solicitations and received
prior to response openingdue date and time. Modification must be submitted in a sealed envelope
clearly marked on the outside, with the Respondents name and “Modification to REQUEST FOR
-
COMPETITIVE SOLICITATION
Professional Advertising Agency Servicesfor Monroe County Tourist
–”.
Development Council.
1.12RESPONSIBILITY FOR RESPONSE
The Respondentis solely responsible for all costs of preparing and submitting the response, regardless
of whether an Agreementaward is made by the County.
1.13RECEIPT AND OPENING OF RESPONSES
Responses will be received until the designated time and will be publicly opened and read aloud at the
appointed time and place stated in the Notice of Request for Competitive Solicitations. Monroe
County’s representative authorized to open the responses will decide when the specified time has arrived
and no responses received thereafter will be considered. No responsibility will be attached to anyone for
the premature opening of a response not properly addressed and identified. Respondentor their
authorized agents are invited to be present.
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1.14DETERMINATION OF SUCCESSFUL RESPONDENT
Following the receipt of responses, the selection committee will meet in a publicly noticed meeting and
evaluate the responses based on the criteria and point total above. The County reserves the right to
reject any and all responses and to waive technical errors and irregularities as may be deemed best for
the interests of the County. Responses that are incomplete, unbalanced, conditional, obscure or which
contain additions not requested or irregularities of any kind, or which do not comply in every respect
with the instruction to Respondents and the Agreementdocuments, may be rejected at the option of the
County.
1.15AWARD OF AGREEMENT
a)The County also reserves the right to reject the response of a Respondentwho has
previously failed to perform properly or to complete contracts of a similar nature on time,
or who after investigation of reference or other criteria, does not meet County standards.
b)The recommendations of the TDC will be presented to the Board of County
Commissioners of Monroe County(BOCC), Florida, for final selection. Negotiations will
be undertaken with the Respondents as ranked. .
c)The County reserves the right to award separate contract for portions of the work, waive
any irregularity in any response, or to re-advertise for all or part of the work
contemplated.
1.16EXECUTION OF AGREEMENT
The Highest Ranked Respondent with whom an Agreementis negotiated shall be required to return to
the County one(1)signedoriginal Agreementtogether with the required certificates of insurance.
1.17INSURANCE
The Respondentshall defend, indemnify and hold harmless the County as outlined on the attached form
onpage 31.
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SECTION TWO
GENERAL TERMS AND CONDITIONS
2.01DEFINITIONS
Wherever used in these General Conditions or in the other Agreementdocuments the terms below have
the meanings indicated which are applicable to both the singular and plural thereof. The use of the
terms “he,” “him,” “himself” or “his” shall refer to male and female persons alike and should not be
construed as derogatory or discriminatory to female persons.
Request for Competitive Solicitation:Also means Request for Qualifications or
Abbreviation of
RFQ.
Request for Qualifications:
A solicitation of responses from vendors whereby vendors are invited to
submit a summary of their particular qualifications and to state their interest in performing a specific job
or services for the County. From such submissions, the county/TDC selection committee determines
which of such vendors shall be short-listed, interviewed, and recommended to the board of county
commissioners for permission to negotiate for scope of work and fees.
Addenda:
Written or graphic instruments issued prior to the Response opening which clarify, correct
.
or change the competitive solicitationdocuments or the Agreementdocuments
ResponseDocuments:
The advertisement or invitation calling for Competitive Solicitation,
instructions and forms contained in this Request for Competitive Solicitations (Response Form, Non-
Collusion Affidavit, Lobbying and Conflict of Interest Clause, Drug Free Workplace) and the proposed
Agreementdocuments (including all addenda issued prior to receipt of responses).
AgreementDocuments:
The competitive solicitationdocuments, Agreement, addenda (which pertain
to the Agreementdocuments), the Respondent’s proposal or response (including documentation
accompanying the response and any post-response documentation submitted prior to the selection of the
highest ranked respondent and final approval of the contract) when attached as an exhibit to the
Agreement, these General Conditions, together with all amendments, modifications and supplements.
Compensation:
Compensation will be negotiated upon selection of the highest ranked respondent.
Failure to reach a final agreement with the highest ranked respondent will result in negotiations with the
next highest ranked respondent until a final agreement is reached.
AgreementTime:
The Agreementshall be in force and binding on the County and the Agencyfor a
period of three (3) years with an option for the County to extend for additional two (2) year period from
the effective date of the Agreement.
TDC:
Abbreviation for the Monroe County Tourist Development Council.
Agency:
Entity with whom the County enters intoanAgreement.
Contractor:
The person, agencyor corporation with whom the County has entered into the Agreement.
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Effective Date of the Agreement:
The date indicated in the Agreementon which it becomes effective,
but if no such date is indicated it means the date on which the Agreementis signed and delivered by the
last of the two parties to sign and deliver.
Laws and Regulations; Laws or Regulations:
Federal, state and local laws, rules, regulations,
ordinances, codes and/or orders.
Notice of Award:
The written notice to the apparent highest ranked Respondentstating that upon
successful negotiations and compliance by the successful Respondentwith the conditions precedent
enumerated therein, within the time specified, the County will sign and deliver the Agreement.
County:
The Monroe County Boardof Commissioners with whom the Agencyhas entered into the
Agreementand for whom the work is to be provided.
Specifications:
Those portions of the Agreementdocuments consisting of written technical descriptions
of materials and services required under the Agreement.
Written Amendment:
A written amendment of the Agreementdocuments, signed by the County and
the Agency,on or after the effective date of the Agreement.
Failure to Execute Required Forms:
Failure to execute the required forms shall result in entity being
disqualified and the response will be rejected.
2.01RESPONDENT’S RESPONSIBILITIES
2.02.1Supervisionand Personnel
The Respondentshall supervise and direct the work competently and efficiently, devoting such attention
thereto and applying such skills and expertise as may be necessary to perform the work in accordance
with the Agreementdocuments.
2.02.2Parts, Materialsand Equipment
Unless otherwise specified in the Agreement, the Respondentshall furnish and assume full
responsibility for all services, materials, equipment, labor, transportation, machinery, tools and all other
incidentals necessary for the completion of the work.
2.02.3Taxes
The Respondentshall pay all sales, consumer, use and other similar taxes required to be paid by the
Respondentin accordance with the laws and regulations of the place of the project which are applicable
during the performance of the work. The County is not liable for sales or use taxes.
2.02.4Compliancewith Laws
The Respondentshall comply with all applicable laws and regulations of federal, state and local
governments.
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SECTION THREE
TERMS AND CONDITIONS SPECIFIC TO ADVERTISING AGENCY
The advertising agency services shall include, but not be limited to, the following:
1.Develop, recommend, and implement an annual advertising media placement plan for the
most effective advertising and promotional program, with strategies directed toward the
promotion of the awareness and image of the Florida Keys.
2.Create, design, and producea program of advertisements to most effectively appeal and
target national and international tourists to visit and revisit Monroe County (Florida
Keys).
3.Analyze, develop, and purchase the most efficient and productive media including print,
broadcast, outdoor and digital/mobilemarketing.
4.Provide and produce the necessary materials, shipping and distribution for the production
of promotional collateral fulfillment and related sales materials.
5.Develop and coordinate co-op programs with mutually beneficial industry partners.
6.Develop and coordinate advertising efforts for the over-all Florida Keys generic
campaign,while emphasizing the features of five distinct regions or districts within the
Keys.
7.Develop and coordinate advertising efforts for the five (5) District Advisory Committee
areas of the Florida Keys.
8.Create and produce an advertising campaignfor the travel trade industry to be distributed
to travel agents, tour operators, meeting planners and other travel planners.
9.Create and produce advertising for the Umbrella Advisory Committee organizations that
include the Diving, Fishing and Cultural industry programs.
10.Provide support for public relations agency, web site provider and sales staff for national
and international advertising campaigns.
11.Provide a Crisis Management Preparedness Plan.
A draft contract has been furnished in Section Four to help outline the possible services of a
full-service agency of record to Monroe County. The Scope of Services may change before
negotiating the finalcontract between the parties.
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15
SECTION FOUR
DRAFT AGREEMENT
THIS AGREEMENT (Agreement), made and entered into this ____ day of _______, 2016, A.D., by
___________
and between Monroe County, Florida, (hereinafter called the County), and (hereinafter
called the Contractor).
WITNESSETH:
WHEREAS, Contractor is uniquely qualified to provide professional advertising services which
includes consulting advice relating to the Tourist Development Council (TDC) marketing and
promotion of tourism, and
WHEREAS, the TDC, an advisory board to the County’s Board of County Commissioners
(BOCC) has recommended to County that a new Agreement for advertising services be entered into
with Contractor, and
WHEREAS, County desires to enter into this Agreement for advertising services with the Contractor;
NOW THEREFORE, in consideration of the mutual covenants contained herein, the parties
agree as follows:
1.Term: The term of this Agreement is for a period of three (3) years beginning October 1, 2016
and expiring on September 30, 2019. The County shall have an option to extend the Agreement for one
additional two (2) year period.
2.Scope of Services: The Contractor will serve as the full-service advertising agency for the
Monroe County TDC and County. The Contractor and the advertising programs are subject to review
by the Monroe County TDC.
A.Key Personnel: This contract is a professional service contract with expectation
that principal personnel performing the services are those personnel listed. Notice of any change in
personnel shall be sent to the TDC and County. The principals assigned are the following:
1)
2)
MINIMUM STAFF PERSONNEL ASSIGNED:
1)Account Management Supervisor; approved by the Chairpersonof the TDC
and Marketing Director
2)Account Supervisor; Account Executive; and additional staff within the
normal services will be assigned as required.
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B.At least one of the principals shall meet with the Monroe County TDC at all
regularly scheduled meetings of the TDC and Advisory Committees, and at any other times as directed
by the TDC.
C.Contractor agrees to assign an advertising Account Supervisor who will devote
such time and effort as necessary to the account on a priority basis, including fulltime when required.
Duties of the Account Supervisor will include contact as required with the Chairperson or Vice-
chairperson of the TDC, Marketing Director or other designee. Other duties include regular
consultation visits throughout Monroe County; consultations with TDC Advisory Committees within the
Keys, and interfacing with other agencies of record such as Public Relations and Website provideras
directed by the TDC; participation in, and coordination of, media planning; coordination of production
and traffic activities with the Contractor; coordination of and liaison with mail fulfillment services on
behalf of the TDC; and liaison with private sector resorts, attractions and other tourism related fields in
Monroe County, relating to the development of an effective advertising program for the Florida Keys.
D.Contractor agrees that time is of the essence, and to provide on a timely basis,
copy and concepts and supervision of tangible materials for media and collateral production materials,
including: radio and television, print, internet, website, outdoor, direct mail or any such technology
which may be employed to further the objectives of the TDC; traffic and billing of media and collateral
production materials.
E.Contractor shall provide input into the design and creative content of the website.
F.Contractor shall employ its knowledge of available media and media research,
and normal use of outside media research services to which the Contractor subscribes for the purpose of
planning media advertising programs.
G.Contractor shall counsel County in the use of special media, marketing, product
and consumer research as may be advisable.
H.Contractor shall formulate and recommend media plans based on written
objectives established within the TDC marketing plan and reviewed on an annual basis.
I.Contractor shall order space, time or other means of media to be used,
endeavoring to secure the most advantageous rates available, checking and verifying such media use,
auditing and paying invoices to media.
J.Contractor shall negotiate special talent fees in accordance with trade contracts to
be more inclusive of total work and keep costs to a minimum.
K. Contractor shall establish contracts with sub-contractors for production, traffic
and other marketing services.
L.Contractor shall obtain written pre-approval on all advertising, media, projects
and materials from the TDC Marketing Director or TDC Chairperson.
M.Contractor shall have all media and production expense accounts placed on
individual purchase orders. All invoices shall have the proper purchase order number. No invoice will
be paid unless account funds are available. No invoices will be paid outside the advertising budget
without TDC approval.
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3.Compensation:Compensation shall be paid, subject to availability of Tourist
Development Tax Funds and approved purchase orders as follows:
A.Media Placement:
1)Contractor shall be compensated for media placement at the net cost to
Contractor plus ----% percent commission, upon receipt and proof of payment
of media invoices with affidavits and/or tear sheets, screenshots, etc. Net rate
is the actual negotiated paid cost for media placement to the vendor without
any markup costs. This will include all generic and district campaigns,
cultural, fishing and diving umbrella campaigns, and all co-op advertising
placement. Co-op advertising is established to provide lodging
accommodations and other tourist related businesses within Monroe County
an opportunity to buy into TDC advertisements at a cost effective rate.
2)Contractor shall be reimbursed for projects designated as special projects
approved by the TDC at actual costs, plus -----%, the total not to exceed the
amount budgeted by TDC.
3)In the event of a catastrophe for Monroe County and/or for South Florida,
such as a hurricane, and subject to the provisions in paragraph 17, Force
Majeure, or other crisis management situation, the Contractor shall confer
with the TDC Director and/or TDC Chairperson and perform thesame types
of services described in this contract. The Contractor also agrees that it will
have protocol (see Exhibit A) in place for any catastrophe affecting the
Contractor’s base of operations, i.e.: safeguarding of all official photography
& film; facilities and equipment available; staff availability and all other vital
material relative to the continued marketing of the Florida Keys. In addition,
the Contractor will ensure the ability to cancel existing media and produce
and place ongoing media.
B.Reimbursable Expenditures:The County shall reimburse the Contractor for all
approved expenditures and payments made on the County’s behalf for media placement subject to state
and County rules and regulations. Packaging, shipping, express mail, postage, legal expenses on behalf
of County, and travel expense for Contractor’s personnel shall be considered reimbursable expenses,
subject to County’s approval. Travel expenses of approved personnel on behalf of the business of the
TDC shall be compensated at therates established by Florida law and County policy.
C.Invoices:
1)All invoices submitted by the Contractor to the TDC shall have the proper
purchase order number, and be marked as to which account is properly
chargeable.
2)Normal production costs for specific pre-approved jobs will be submitted for
payment at one time upon completion. The Contractor is encouraged to use
in-county vendors to supply services wherever possible when the local
vendors are able to supply goods orservices that are at least equivalent to the
quality of goods and services of out-of-county vendors, and meet the needs of
the TDC and the County.To that end, the Contractor understands and agrees
that in any project the Contractor, if requested, may need to prepare and
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submit a production budget for approval by the TDC Marketing
Director.This budget would include a breakdown of expenses by category
and the name of each vendor or subcontractor proposed for each category.
3)No percentage will be added to Contractor charges for packaging, shipping,
express mail, postage, telephone, legal fees and services and travel expenses
for Contractor’s personnel.
4)The Contractor’s invoices and statements shall be payable by County
according to the Florida Local Government Prompt Payment Act.
D.Production Charges:
----%
1.The commission on the net media placement budget covers the cost
of: Contractor senior management services, account management services, media
services, accounting services and staff creativedevelopment services for generic
DAC, Event and Umbrella advertising as follows:
(a)Existing newspaper campaign ads, including: revised layout, new
copy/copy revisions, art direction, traffic & production supervision. Note:
computer artists and type, stats and color copies not included.
(b)All new co-op newspaper ads including: concepts and comprehensive
layouts, copy/copy revisions, art direction, traffic & production
supervision. Note: computer artists and type, stats and color copies not
included.
(c)Existing magazine ads, including: revised layout, new copy/copy
revisions, art direction, traffic & production supervision. Note: computer
artists and type, stats and color copies not included.
(d)Existing electronic marketing ads, including: revised format, new
copy/copy revisions, art direction, traffic & production supervision. Note:
computer artists and type, stats and color copies not included.
2.Creative Services Not Included: staff creative development services for
media and collateral materials, i.e.; photo shoots/TV shoots/podcast videos,
editing television commercials, videos/infomercials, point of sale materials, new
magazine campaigns, new newspaper campaigns, new electronic campaigns,
direct mail, new brochures and major revisions to existing brochures will be
estimated and prior approval obtained for each project at the following hourly
rates:
Creative Director -$
Concepts and Comprehensive Layouts -$
Senior Copywriter -$
Copywriter -$
Senior Art Direction & Supervision -$
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Broadcast Supervision -$
Computer Artist $
Traffic & Production Supervision-$
Color Outputs $ each
(a)Out of pocket expenses for creative development are reimbursable at cost plus
------%
and include, but are not limited to, the following:
Photographers and Assistants
Film Production Crew
Editing Facilities & Services
Audio Recording Facilities
Models/Actors/Voice-over Talent
Four-Color Film (for print pubs)
Retouching 4/Color Film
Stock Photo Search and Usage Fees
SAG and AFTRA Residuals
TV Dupes, Radio Dupes, etc.
Printing
Media and Collateral Materials
The County and the TDC assume no liability to fund this contract for an amount in excess of this award.
Payment for expenditures permissible by law and County policies shall be made through reimbursement
to Contractor upon presentation of invoices, and other documentation necessary to support a claim for
reimbursement. Monroe County’s performance and obligation to pay under this contract is contingent
upon an annual appropriation by the Board of County Commissioners.
4.Contractor’s Acceptance of Conditions:The Contractor hereby agrees to carefully examine the
Scope of Services and assumes full responsibility therefore. Under no circumstances, conditions or
situations shall this Agreement be more strongly construed against the County than against the
Contractor.
a)Any ambiguity or uncertainty in the Scope of Services shall be interpreted and construed by the
County, and the County’s decision shall be final and binding upon all parties.
b)The passing, approval and/or acceptance by the County of any of the services furnished by the
Contractor shall not operate as a waiver by the County of strict compliance with the terms of this
Agreement. Failure on the part of the Contractor, immediately after Notice to Correct a default,
shall entitle the County, if it sees fit, to correct the same and recover the reasonable cost of such
replacement and/or repair from the Contractor, who in any event shall be jointly and severely
liable to the County for all damage, loss and expense caused to the County by reason of the
Contractor’s breach of this Agreement and/or his failure to comply strictly and in all things with
this Agreement and with the specifications.
c)The Contractor agrees that the TDC may designate representatives to visit the Contractor’s
facility(ies) periodically to conduct random open file evaluations during the Contractor’s normal
business hours.
d)The Contractor warrants that it has, and shall maintain throughout the term of this Agreement,
appropriate licenses and permits required to conduct its business, and that it will at all times
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conduct its business activities in a reputable manner. Proof of such licenses and permits shall be
submitted to the County upon request.
5.Advertising Agency of Record:Contractor shall act as the agency of record for preparation and
placement of the County’s TDC advertising using “bed tax” funds except as otherwise mutually agreed
upon. Contractor shall perform related or special services as requested by the TDC.
6.Exclusive Representation:Firm agrees that it will not represent any private resort or attraction
or other destination within Monroe County or other county or city destinations within the State of
Florida without approval from the TDC and County. Provision of creative and mechanical services for
participants in co-op advertising and other County programs is permissible.
7.Contractor’s Financial Records: Contractor shall maintain all books, records and documents
directly pertinent to performance under this Agreement in accordance with generally accepted
accounting principles consistently applied. Each party to this Agreement or their authorized
representatives shall have reasonable and timely access to such records of each other party to this
Agreement for public records purposes during the term of the Agreement and for four years following
the termination of this Agreement. If an auditor employed by the County or Clerk determines that
monies paid to the Contractor pursuant to this Agreement were spent for purposes not authorized by this
Agreement, the contractor shall repay the monies together with interest calculated pursuant to Sec.
55.03, Florida Statute, running from the date the monies were paid to Contractor.
8.Public Access: The County and Contractor shall allow and permit reasonable access to, and
inspection of, all documents, papers, letters or other materials in its possession or under its control
subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County and
Contractor in conjunction with this Agreement; and the County shall have the right to unilaterally
cancel this Agreement upon violation of this provision by Contractor.
Pursuant to F.S. 119.0701, Contractor and its subcontractors shall comply with all public records laws
of the State of Florida, including but not limited to:
a)Keep and maintain public records that ordinarily and necessarily would be required by Monroe
County in order to perform the service.
b)Provide the public with access to public records on the terms and conditions that Monroe County
would provide the records and at a cost that does not exceed the cost provided in Florida
Statutes, Chapter 119 or as otherwise provided by law.
c)Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law.
d)Meet all requirements for retaining public records and transfer, at no cost, to Monroe County all
public records in possession of the Contractor upon termination of the Agreement and destroy
any duplicate public records that are exempt or confidential and exempt from public records
disclosure requirements. All records stored electronically must be provided to Monroe County in
a format that is compatible with the information technology systems of Monroe County.
9.Hold Harmless: The Contractor covenants and agrees to indemnify and hold harmless the
County and the TDC 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
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expenses (including attorney’s fees) which arise out of, in connection with, or by reason of services
provided by the Contractor or any of its subcontractors in any tier, occasioned by the negligence, errors
or other wrongful act of omission of the Contractor or its subcontractors in any tier, their employees or
agents.
10.Independent Contractor: At all times and for all purposes under this Agreement the Contractor
is an Independent Contractor and not an employee of the County. No statement contained in this
Agreement shall be construed so as to find the Contractor or any of his employees, contractors, servants
or agents to be employees of the County.
11.Nondiscrimination: The parties agree that there will be no discrimination against any person,
and it is expressly understood that upon a determination by a court of competent jurisdiction that
discrimination has occurred, this Agreement automatically terminates without any further action on the
part of any party, effective the date of the court order. The parties agree to comply with all Federal and
Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but
are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352), which prohibit
discrimination in employment on the basis of race, color, religion, sex and national origin; 2) Title IX of
the Education Amendment of 1972, as amended (20 USC §§1681-1683, and 1685-1686), which
prohibits discrimination on the basis of sex; 3)Section 504 of the Rehabilitation Act of 1973, as
amended (20 USC §794), which prohibits discrimination on the basis of handicaps; 4) The Age
Discrimination Act of 1975, as amended (42 USC §§6101-6107), which prohibits discrimination on the
basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to
nondiscrimination on the basis of drug abuse; 6)The Comprehensive Alcohol Abuse and Alcoholism
Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to
nondiscrimination on the basisof alcohol abuse or alcoholism; 7) The Public Health Service Act of
1912, §§523 and 527 (42 USC §§690dd-3 and 290ee-3), as amended, relating to confidentiality of
alcohol and drug abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC §§3601 et
seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The
Americans with Disabilities Act of 1990 (42 USC §§1201), as amended from time to time, relating to
nondiscrimination in employment on the basis of disability; 10) Monroe County Code Chapter 13,
Article VI, which prohibits discrimination on the basis of race, color, sex, religion, national origin,
ancestry, sexual orientation, gender identity or expression, familial status or age; and 11) any other
nondiscrimination provisions in any Federal or State statutes which may apply to the parties to, or the
subject matter of this Agreement.
12.Assignment/Subcontract: The Contractor shall not assign or subcontract its obligations under
this Agreement, except in writing and with the prior written approval of the County and Contractor,
which approval shall be subject to such conditions and provisions as the County may deem necessary.
This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee
or subcontractor shall comply with all the provisions of this Agreement.
13.Compliance with Law: In providing all services/goods pursuant to this Agreement, the
Contractor shall abide by all statutes, ordinances,rules and regulations pertaining to, or regulating the
provisions of, such services, including those now in effect and hereinafter adopted. Any violation of
said statutes, ordinances, rules and regulations shall constitute a material breach of this Agreement and
shall entitle the County to terminate this Agreement immediately upon delivery of written notice of
termination to the Contractor. The Contractor shall possess proper licenses to perform work in
accordance with these specifications throughout theterm of this Agreement.
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14.Disclosure and Conflict of Interest: The Contractor represents that it, its directors, principles
and employees, presently have no interest and shall acquire no interest, either direct or indirect, which
would conflict in anymanner with the performance of services required by this Agreement, as
provided in Sect. 112.311, et seq., Florida Statutes. County agrees that officers and employees of the
County recognize and will be required to comply with the standards of conduct forpublic officers and
employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation
or acceptance of gifts; doing business with one’s agency; unauthorized compensation; misuse of public
position, conflicting employment or contractual relationship; and disclosure or use of certain
information.
Upon execution of this Agreement, and thereafter as changes may require, the Contractor shall notify
the County of any financial interest it may have in any and all programs in Monroe County which the
Contractor sponsors, endorses, recommends, supervises or requires for counseling, assistance,
evaluation or treatment. This provision shall apply whether or not such program is required by statute,
as a condition of probation, or is provided on a voluntary basis.
The County and Contractor warrant that, in respect to itself, it has neither employed nor retained any
company or person, other than a bona fide employee working solely for it, to solicit or secure this
Agreement and that it has not paid or agreed to pay any person, company, corporation, individual or
Contractor, other than a bona fide employee working solely for it, any fee, commission, percentage, gift
or other consideration contingent upon or resulting from the award or making of this Agreement. For
the breach or violation of the provision, the Contractor agrees that the County shall have the right to
terminate this Agreement without liability and, at its discretion, to offset from monies owed, or
otherwise recover the full amount of such fee, commission, percentage, gift or consideration.
15.Arrears: The Contractor shall not pledge the County’s credit or make it a guarantor of payment
or surety for any agreement, debt, obligation, judgment, lien or any form of indebtedness. The
Contractor further warrants and represents that it has no obligation or indebtedness that would impair its
ability to fulfill the terms of this Agreement.
16.Notice Requirement: Any notice required or permitted under this Agreement shall be in writing
and hand delivered or mailed, postage prepaid, to the other party by certified mail, return receipt
requested, to the following:
FOR TDC:Maxine Pacini
Monroe County TDC
1201 White Street #102
Key West, FL 33040
FOR COUNTY:Christine Limbert-Barrows,
Assistant County Attorney
PO Box 1026
Key West, FL 33041-1026
FOR CONTRACTOR:
17.Taxes: The County is exempt from payment of Florida State Sales and Use taxes. The
Contractor shall not be exempted by virtue of the County’s exemption from paying sales tax to its
suppliers for materials used to fulfill its obligations under this Agreement, nor is the Contractor
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authorized to use the County’s Tax Exemption Number in securing such materials. The Contractor shall
be responsible for any and all taxes, or payments of withholding, related to services rendered under this
Agreement.
18.Termination:
a)The County may terminate this Agreement for cause with seven (7) days’ notice to the
Contractor. Cause shall constitute a breach of the obligations of the Contractor to perform the
services enumerated as the Contractor’s obligations under this Agreement.
b)Either of the parties hereto may terminate this Agreement without cause by giving the other
party one hundred and twenty (120) days written notice of its intention to do so.
19.Governing Law, Venue, Interpretation, Costs and Fees:
a)This Agreement shall be governed by and construed in accordance with the laws of the State of
Florida applicable to agreements made and to be performed entirely in the State.
b)In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of this Agreement, the County and Contractor agree that venue
will lie in the appropriate court or before the appropriate administrative body in Monroe County,
Florida.
c)The County and Contractor agree that, in the event of conflicting interpretations of the terms or a
term of this Agreement by or between any of them, the issue shall be submitted to mediation
prior to the institution of any other administrative or legal proceeding.
d)Severability. If any term, covenant, condition or provision of this Agreement (or the application
thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent
by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions
of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition
and provision of this Agreement shall be valid and shall be enforceable to the fullest extent
permitted by law unless the enforcement of the remaining terms, covenants, conditions and
provisions of this Agreement would prevent the accomplishment of the original intent of this
Agreement. The County and Contractor agree to reform the Agreement to replace any stricken
provision with a valid provision that comes as close as possible to the intent of the stricken
provision.
e)Attorney’s Fees and Costs. The County and Contractor agree that in the event any cause of
action or administrative proceeding is initiated or defended by any party relative to the
enforcement or interpretation of this Agreement, the prevailing party shall be entitled to
reasonable attorney’s fees, court costs, investigative and out-of-pocket expenses, as an award
against the non-prevailing party, and shall include attorney’s fees, courts costs, investigative and
out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted
pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and
usual and customary procedures required by the circuit court of Monroe County.
f)Adjudication of Disputes or Disagreements. County and Contractor agree that all disputes and
disagreements shall be attempted to be resolved by Meet and Confer Sessions between
representatives of each of the parties. If the issue or issues are still not resolved to the
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satisfaction of the parties, then any party shall have the right to seek such relief or remedy as
may be provided by this Agreement or by Florida law.
g)Cooperation. In the event any administrative or legal proceedingis instituted against either party
relating to the formation, execution, performance or breach of this Agreement, County and
Contractor agree to participate, to the extent required by the other party, in all proceedings,
hearings, processes, meetings and other activities related to the substance of this Agreement or
provision of the services under this Agreement. County and Contractor specifically agree that
no party to this Agreement shall be required to enter into any arbitration proceedings related to
this Agreement.
20.Binding Effect: The terms, covenants, conditions and provisions of this Agreement shall bind
and inure to the benefit of the County and Contractor and their respective legal representatives,
successors and assigns.
21.Authority: Each party represents and warrants to the other that the execution, delivery and
performance of this Agreement have been duly authorized by all necessary County and corporate action,
as required by law.
22.Claims for Federal or State Aid: Contractor and County agree that each shall be, and is,
empowered to apply for, seek and obtain Federal and State funds to further the purpose of this
Agreement; provided that all applications, requests, grant Qualificationsand funding solicitations are
not for funding already provided under this Agreement.
23.Privileges and Immunities: All of the privileges and immunities from liability, exemptions from
laws, ordinances and rules, and pensions and relief, disability, workers’ compensation and other benefits
which apply to the activity of officers, agents or employees of any public agents or employees of the
County, when performing their respective functions under this Agreement within the territorial limits of
the County shall apply to the same degree and extent tothe performance of such functions and duties of
such officers, agents, volunteers or employees outside the territorial limits of the County.
24.Legal Obligations and Responsibilities: Non-Delegation of Constitutional or Statutory Duties.
This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from
any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely
performance thereof by any participating entity, in which case the performance may be offered in
satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be
construed as, authorizing the delegation of the constitutional or statutory duties of the County, except to
the extent permitted by the Florida constitution, state statute and case law.
25.Non-Reliance by Non-Parties: No person or entity shall be entitled to rely upon the terms, or
any of them, of this Agreement to enforce or attempt to enforce any third-party claim or entitlement to
or benefit of any service or program contemplated hereunder, and the County and the Contractor agree
that neither the County nor the Contractor or any agent, officer or employee of either shall have the
authority to inform, counsel or otherwise indicate that any particular individual or group of individuals,
entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or
superior to the community in general or for the purposes contemplated in this Agreement.
26.Attestations: Contractor agrees to execute such documents as the County may reasonably
require, to include a Public Entity Crime Statement, an Ethics Statement and a Drug-Free Workplace
Statement.
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27.No Personal Liability: Nocovenant or agreement contained herein shall be deemed to be a
covenant or agreement of any member, officer, agent or employee of Monroe County in his or her
individual capacity, and no member, officer, agent or employee of Monroe County shall be liable
personally on this Agreement or be subject to any personal liability or accountability by reason of the
execution of this Agreement.
28.Insurance:Contractor shall maintain the following required insurance throughout the entire term
of this contract and any extensions. Failure to comply with this provision may result in the immediate
suspension of all work until the required insurance has been reinstated or replaced. Delays in the
completion of work resulting from the failure of the Contractor to maintain the required insurance shall
not extend any deadlines specified in this contract and any penalties and failure to perform assessments
shall be imposed as if the work had not been suspended, except for Contractor’s failure to maintain the
required insurance.
Contractor shall provide, to the County, as satisfactory evidence of the required insurance, either:
*Certificate of Insurance
or
*A Certified copy of the actual insurance policy
The County, at its sole option, has the right to request a certified copy of any or all insurance policies
required by this contract.
All Insurance policies must specify that they are not subject to cancellation, non-renewal, material
change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the
County by the insurer.
The acceptance and/or approval of the Contractor’s insurance shall not be construed as relieving the
Contractor from any liability or obligation assumed under this contract or imposed by law.
The Monroe County Board of County Commissioners, its employees, TDC Board of Directors and
officials will be included as “Additional Insured” on all policies, except for Workers’ Compensation.
Any deviations from these General Insurance Requirements must be requested in writing on the County
prepared from entitled “Request for Waiver of Insurance Requirements” and approved by Monroe
County Risk Management.
A.Prior to the commencement of work governed by this contract the Contractor shall obtain
Workers’ Compensation Insurance with limits sufficient to respond to Florida Statute 440.
In addition, the Contractor shall obtain Employers’ Liability Insurance with limits of not less than:
$100,000Bodily Injury by Accident
$500,000Bodily Injury by Disease
$100,000Bodily Injury by Disease, each employee
Coverage shall be maintained throughout the entire term of the contract.
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Coverage shall be provided by a company or companies authorized to transact business in the state of
Florida and the company or companies mustmaintain a minimum rating of A-V1, as assigned by the
A.M. Best Company.
B.Prior to the commencement of work governed by this contract, the Contractor shall
obtain General Liability Insurance. Coverage shall be maintained throughout the life of the contract and
include, as a minimum:
*Premises Operations
*Products and Completed Operations
*Blanket Contractual Liability
*Personal Injury Liability
*Expanded Definition of Property Damage
The minimum limits acceptable shall be:
$1,000,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$ 500,000 per Person
$1,000,000 per Occurrence
$ 100,000 Property Damage
An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its
provisions should include coverage for claims filed on or after the effective date of this contract. In
addition, the period for which claims may be reported should extend for a minimum of twelve (12)
months following the acceptance of work by the County.
The Monroe County Board of County Commissioners shall be named as Additional Insured on all
policies issued to satisfy the above requirements.
C.Recognizing that the work governed by this contract requires the use of vehicles, the
Contractor, prior to the commencement of work, shall obtain Vehicle Liability Insurance. Coverage
shall be maintain throughout the life of the contract and include, as a minimum, liability coverage for:
*Owned, Non-Owned, and Hired Vehicles
The Minimum limits acceptable shall be:
$1,000,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$ 500,000 per Person
$1,000,000 per Occurrence
$ 100,000 Property Damage
D.Advertising ProfessionalLiability Insurance with minimum limits of $1,000,000 per
Occurrence and $2,000,000 aggregate.
29.Force Majeure:The Contractorshall 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
other actsof God, Contractorhas 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 Contractormust furnish evidence of the causes of such delay or failure.
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30.Execution in Counterparts: This Agreement may be executed in any number of counterparts,
each of which shall be regarded as an original, all of which taken together shall constitute one and the
same instrument and any of the parties hereto may execute this Agreement by signing any such
counterpart.
31.Section Headings: Section headings have been inserted in this Agreement as a matter of
convenience of reference only,and it is agreed that such section headings are not a part of this
Agreement and will not be used in the interpretation of any provision of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and
year first above written.
(SEAL)Board of County Commissioners
Attest: Amy Heavilin, Clerkof Monroe County
Deputy ClerkMayor/Chairman
……………………………………………………………………………………………………………
To be filled out by Contractor)
(Agency Legal Name)
By
President
______________________________________________
Print NameDate
AND TWO WITNESSES
(1)_________________________(2)_________________________
(1)_________________________(2)_________________________
Print NamePrint Name
Date:Date:
___________________________________________
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Exhibit A
CRISIS MANAGEMENT PLAN
In an effort to provide uninterrupted service to The Florida Keys & Key West during a hurricane
emergency or other catastrophic event, Firm has established a standard plan of action.
The specific plan of the chosen Respondentwill be inserted under this Exhibit A.
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SECTION FIVE
INSURANCE REQUIREMENTS AND
RESPONSE FORMS REQUIRED BY MONROE COUNTY, FLORIDA
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RISK MANAGEMENT
POLICY AND PROCEDURES
AGREEMENTADMINISTRATION MANUAL
Indemnification and Hold Harmless
for
Other Contractors and Subcontractors
The Agencycovenants and agrees to indemnify and hold harmless Monroe County Board of County
Commissioners from any and all claims for bodily injury (including death), personal injuryand property
damage (including propertyowned 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 services provided by
the Agencyor any of its Subcontractor(s) in any tier, occasioned by the negligence, errorsor other
wrongful act of omission of the Agencyor its Subcontractors in any tier, their employeesor agents.
In the event the completion of the project (to include the work of others) is delayed or suspended as a
result of the Agency’sfailure to purchase or maintain the required insurance, the Agencyshall
indemnify the County from any and all increased expenses resulting from such delay.
The first ten dollars ($10.00) of remuneration paid to the Agencyis for the indemnification provided for
above.
The extent of liability is in no way limited to, reducedor lessened by the insurance requirements
contained elsewhere within this Agreement.
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RESPONSE FORM
RESPONSE TO: MONROE COUNTY BOARDOF COUNTY COMMISSIONERS
c/o PURCHASING DEPARTMENT
GATO BUILDING, ROOM 1-213
1100 SIMONTON STREET
KEY WEST, FLORIDA 33040
I acknowledge receipt of Addenda No. (s)
I have included:
Proposal _____Ethics Clause ____
Non-Collusion Affidavit ____ Drug Free Workplace Form ____
Local Preference Form_______
In addition, I have included a current copy of the following professional licenses and business tax
receipts:
________________________________________________________________________________
(Check mark items above, as a reminder that they are included.)
Mailing Address:Telephone: ___________________
Fax: _________________________
Date: ________________________
Signed: Witness:
(Seal)
(Name)
(Title)
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NON-COLLUSION AFFIDAVIT
I, ________________________________ of the city of ___________________________ according to
law on my oath, and under penalty of perjury, depose and say that:
I am of the Agency
ofthe Proposer making the Proposal for the
project described in the Notice of Request for Competitive Solicitations for:
and that I executed the said Proposal with full
authority to do so;and
1.The prices in this Proposal have been arrived at independently without collusion, consultation,
communication or agreement for the purpose of restricting competition, as to any matter relating to
such prices with any other Proposer or with any competitor;
2.Unless otherwise required by law, the prices which have been quoted in this Proposal have not been
knowingly disclosed by the Proposer and will not knowingly be disclosed by the Proposer prior to
Proposal opening, directly or indirectly, to any other Proposer or to any competitor;
3.No attempt has been made or will be made by the Proposer to induce any other person, partnership
or corporation to submit, or not to submit, a Proposal for the purpose of restricting competition; and
4.The statements contained in this affidavit are true and correct, and made with full knowledge that
Monroe County relies upon the truth of the statements contained in this affidavit in awarding
agreementsfor said project.
(Signature of Proposer)(Date)
STATE OF:
COUNTY OF:
PERSONALLY APPEARED BEFORE ME, the undersigned authority, ____________
who, after first being sworn by me, (name of individual signing)
____
affixed his/her signature in the space provided above on this_____ day of 20.
NOTARY PUBLIC
My Commission Expires: __________________________
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ETHICS CLAUSE
SWORN STATEMENT UNDER ORDINANCE NO. 10-1990
MONROE COUNTY,FLORIDA
______________________________________ warrants that he/it has not employed, retained or
otherwise had act on his/its behalf any former County officer or employee in violation of Section 2 of
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 this provision the County may, in its discretion, terminate this
Agreementwithout liability and may also, in its discretion, deduct from the Agreementor purchase
price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration
paid to the former County officer or employee.
_______________________________________
(Signature)
_______________________________________
(Date)
STATE OF __________________________________
COUNTY OF ________________________________
PERSONALLY APPEARED BEFORE ME, the undersigned authority,
________________________who, after first being sworn by me, affixed his/her signature (name of
___
individual signing) in the space provided above on this _____ day of __________________, 20.
_______________________________________
NOTARY PUBLIC
My commission expires:__________________________
OMB -MCP FORM #4
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DRUG-FREE WORKPLACE FORM
The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that:
_________________________________________________________________________________
(Name of Business)
1.Publishesa statement notifying employees that the unlawful manufacture, distribution, dispensing,
possession, or use of a controlled substance is prohibited in the workplace and specifying the actions
that will be taken against employees for violations of such prohibition.
2. Informsemployees about the dangers of drug abuse in the workplace, the business’s policy of
maintaining a drug-free workplace, any available drug counseling, rehabilitationand employee
assistance programs, and the penalties that may be imposed upon employees for drug abuse violations.
3. Giveseach employee engaged in providing the commodities or contractual services that are under
Proposal a copy of the statement specified in Subsection 1.04.
4. In the statement specified in Subsection1, notifiesthe employees that, as a condition of working on
the commodities or contractual services that are under Proposal, the employee will abide by the terms of
the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to,
any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or
any state, for a violation occurring in the workplace no later than five (5) days after such conviction.
5. Imposesa sanction on,or require the satisfactory participation in a drug abuse assistance or
rehabilitation program if such is available in the employee’s community, or any employee who is so
convicted.
6. Makesa good faith effort to continue to maintain a drug-free workplace through implementation of
this Section.
As the person authorized to sign the statement, I certify that this Agencycomplies fully with the above
requirements.
__________________________________________
Proposer’s Signature
__________________________________________
Date
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LOCAL PREFERENCE FORM
A.Vendors claiming a local preference according to Sec. 2-349, Monroe County Code must complete
this form.
Name of Proposer/Responder______________________________Date:_______________
1.Does the vendor have a valid receipt for the business tax paid to the Monroe County Tax
Collector dated at least one year prior to the notice or request for bid or proposal? __________
(Please furnish copy.)
2.Does the vendor have a physical business address located within Monroe County from which the
vendoroperates or performs business on a day to day basis that is a substantial component of the
goods or services being offered to Monroe County?_________________. The physical business
address must beregistered with the Florida Department of State as its principal place of business
for at least one year prior to the notice of request for bids or Qualifications. (Please furnish copy
of Florida Department of State Detail by Entity Name sheet showing Principal Address).
List Address: _________________________________________________________________
Telephone Number:____________________________________________________________
B. Does the vendor/prime contractor intend to subcontract 50% or more of the goods, services or
construction to local businesses meeting the criteria above as to licensing and location?
____________
If yes, please provide:
1.Copy of receipt of the business tax paid to the Monroe County Tax Collector by the
subcontractor dated at least one year prior to the notice or request for bid or proposal.
2.Subcontractor address within Monroe County from which the subcontractor operates:
_________________________________________Tel. Number _____________________
_________________________________________Print Name: ______________________
Signature and Title of Authorized Signatory for Bidder/Responder:
STATE OF _____________________
COUNTY OF ___________________
On this _____ day of ______, 20_____, before me, the undersigned notary public, personally appeared
__________________________, known to me to be the person whose name is subscribed above or who
produced ______________________as identification, and acknowledged that he/she is the person who
executed the above Local Preference Form for the purposes therein contained.
_______________________________________
Notary Public
_______________________________________
Print Name
My commission expires: _________________Seal
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SECTION SIX
REQUEST FOR COMPETITIVE SOLICITATIONCHECKLIST
Please ensure that all items have been checked before submitting Request for Competitive Solicitation.
Submit this checklist as the last page of your proposal.
1.Cover Page
2.Narrative Self-Analysis
3.References
4.Client Information
5.Financial Statements, Accounting and Bookkeeping Procedures
6.Staff Information
7.Service Capability to Monroe County
8.Written Presentation
9.Litigation
10.County Forms
11.Other Information
12.CompletedCompetitive SolicitationChecklist
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