Item G28 BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: NOVEMBER 18, 2014 Division: TDC
Bulk Item: Yes X No Department:
Staff Contact Person/Phone 4:- Kelly Scarbrough
296-1552
AGENDA ITEM WORDING:
Approval of a Turnkey Event Agreement with Key West Tourist Development Association,
Inc. covering Fantasy Fest in October-November 2015 in an amount not to exceed
$140,000, (DAC I = $120,000, DAC 11 = $20,000), FY 2015 Event Resources.
ITEM BACKGROUND:
TDC approved same at their meeting of September 9, 2014
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
New Agreement
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $140,000 BUDGETED: Yes X No
COST TO COUNTY: $ SOURCE OF FUNDS: TDC
REVENUE PRODUCING: Yes X No AMOUNT PER MONTH Year
APPROVED BY: County Atty X OMB/Purchasing X Risk Manager4e 'i--X
DOCUMENTATION: Included X Not Required
DISPOSITION: AGENDA ITEM#
Revised 11/06
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: Key West Tourist Contract# TDC ID #1479
Development Association, Effective Date: 10/17/14
Inc.
Expiration Date: 1/29/16
Contract Purpose/Description:
Approval of a Turnkey Event Agreement with Key West Tourist Developmen
Association, Inc. covering Fantasy Fest in October-November 2015 in an
amount not to exceed $140,000, (DAC I = $120,000, DAC 11 = $20,000), FY
2015 Event Resources.
Contract Manager: Kelly Scarbrough 3523 TDC # 3
(Name) (Ext.) (Department/Stop#)
for BOCC meeting on 11/18/14 Agenda Deadline 11/4/14
CONTRACT COSTS
Total Dollar Value of Contract: $140,000 Current Year Portion: $
Budgeted? Yes® No R Account Codes —: 115 75360 530340 TM55 117 X 530340
Grant: $
County Match: $ -
ADDITIONAL COSTS
Estimated Ongoing Costs: $ ..2yr For:
(Not included in dollar value above) (eg.maintenance,utilities,janitorial,salaries,etc.)
CONTRACT REVIEW
Changes Date Out
Qate�In Needed Reviewer
Division Director 7L2$Lt'j- YesR NoET- A,- rt--
T-T
14
Risk Management YesR No[2'/
O.M.B./Purchasing 5 YesR No� -& 'A'zM,0L 67L4¢.Cr2 jD hiLt
County Attorney 4� YesF1 No[�/'-C. Limbert-Barrows 12-1
9
Comments:
OMB Form Revised 2/27/01 MCP#2
Turnkey Event Aareement
THIS Agreement is made and entered into by and between Monroe County, Florida, a
political subdivision of the State of Florida (County), and Key West Tourist Development-
Association, Inc. (Event Contractor) on this_day of 2014.
WITNESSETH:
In consideration of the mutual covenants contained herein the parties agree as follows:
1. Payment: A Turnkey event shall be considered an all-inclusive event where the
Event Contractor has financial responsibility for every facet of the production, promotion and
management of the event. Payment under a contract for a Turnkey event will be made only
after completion of the event and proof that the scope of services as described below in
paragraph 2 has been completed. If a Turnkey event is delayed or canceled for any reason,
no payment shall be forthcoming, even if the Event Contractor has out-of-pocket expenses
leading up to the actual event. The Tourist Development Council (TDC), therefore, strongly
recommends that the Event Contractor purchase insurance that covers the cancellation or
delay of an event due to "force majeure" or unforeseen circumstances (see paragraph 8).
The County agrees to pay $140,000 (One Hundred Forty Thousand Dollars — Monroe
County Tourist Development Council TDC District I Funding Allocation = $120,000 and TDC
District 11 Funding Allocation = $20,000) effective October 17, 2014 for: Fantasy Fest in
October-November 2015, from tourist development tax funds upon receipt of documentation
from Event Contractor, on or before the expiration date of agreement in paragraph 3, that they
have met its obligations under this agreement. Said documentation shall also include samples
of the Event Contractors marketing program as outlined in their application. Documentation
submitted by Event Contractor will be reviewed and verified by the Tourist Development
Council (TDC) Administrative Office, at which time, County shall pay the sum noted above.
Monroe County's performance and obligation to pay under this contract is contingent
upon an annual appropriation by the County.
2. Scope of Services: The Event Contractor agrees to provide the County with an
event as specified in the Scope of Services below (Event):
District 1: See Exhibit B —with DAC I logo attached
District II: See Exhibit C —with DAC 11 logo attached
3. Expiration of Agreement: This agreement expires on January 29, 2016 unless
the date of the event is amended upon approval of the Advisory Committee and TDC Director
and the County shall not be obligated to pay for any services provided by Event Contractor
under this agreement if documentation as noted above is not received on or before this
expiration date reimbursement deadline date.
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
4. Modification: The event name, time & date of the event and Schedule of
Activities may be amended upon written approval of the Advisory Committee and TDC
Director. Any changes to said contract other than stated above require approval by the
Advisory Committee, TDC and the County.
5. 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.
6. Indemnification and Hold Harmless: The Event Contractor covenants and agrees
to indemnify and hold harmless and defend Monroe County, its officers, employees and agents
including the TDC and Visit Florida Keys from any and all claims for bodily injury (including
death), personal injury and property damage (including property owned by Monroe County)
and any other losses, damages and expenses (including attorney's fees) which arise out of, in
connection with, or by reason of the services provided by Event Contractor, or other activities
and funding associated with this agreement, except those losses or damages caused by
County or its agents.
7. Claims and Venue: Event Contractor agrees to notify County immediately of any
claims, suits or action made against the Event Contractor that is related to the activity under
this agreement, and will cooperate with County in the investigation arising as a result of any
action, suit or claim related to this agreement. Any legal proceedings arising out of this
agreement shall be in accordance with the laws of the State of Florida in the 16 th Judicial
Circuit for Monroe County; venue shall be in Monroe County, Florida.
8. Insurance Requirements: Event Contractor as a pre-requisite of the Special
Event governed by this agreement shall obtain, at its own expense, insurance as specified in
this section. If a Turnkey event is delayed or canceled for any reason, no payment shall be
forthcoming, even if the Event Contractor has out-of-pocket expenses leading up to the actual
event. The TDC, therefore, strongly recommends that the Event Contractor purchase
insurance that covers the cancellation or delay of an event due to "force majeure" or
unforeseen circumstances.
Event Contractor shall furnish the County with a certificate evidencing the
insurance required by this paragraph not later than twenty (20) days prior to the event.
Event Contractor must have their insurance agency email the certificates of insurance
directly to Maria Slavik in the Monroe County Risk Management Department. Slavik-
MariaO-MonroeCoun!y-FL.Gov — The email must state that this is a certificate for a TDC
event (state name of event as written within your contract) and should be forwarded to
Kelly Scarbrough at the TDC administrative office. Your certificate must state that the
Monroe County Board of County Commissioners is a "Certificate Holder" and that
Monroe County, its employees and officials will be included as "additional insured". If
you or your insurance agency needs to speak with Maria Slavilk regarding the insurance
requirements, she can be contacted by telephone at (306) 295-3178, or by email at the
address stated above.
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
2
It is the Event Contractor's responsibility to confirm that the insurance has been
received and approved. You can do this by contacting Kelly Scarbrough at AdminAsWD-fla-
keys.corn or by calling (305) 296-1552.
Event Contractor will not be permitted to commence work associated with the Event
(including pre-staging of personnel and material) until satisfactory evidence of the required
insurance has been furnished to the County as specified below. Event Contractor shall
maintain the required insurance throughout the entire duration of the Special Event and any
extensions specified in any attached schedules. Failure to comply with this provision may
result in the immediate suspension of the Event until the required insurance has been
reinstated or replaced. Event Contractor shall provide, to the County, as satisfactory evidence
of the required insurance, either:
Original certificate of Insurance
or
Certified copy of the actual insurance policy
A certified copy of any or all insurance policies required by this contract shall be filed
with the Clerk of the County prior to the Event.
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.
Acceptance and/or approval of Event Contractor's insurance shall not be construed as
relieving Event Contractor from any liability or obligation assumed under this contract or
imposed by law.
Any deviations from these General Insurance Requirements must be requested in
writing on the County form titled "Request for Waiver of Insurance Requirements" and must be
approved by Monroe County Risk Management.
Prior to commencement of work governed by this contract, Event 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:
$1,000,000.00 Combined Single Limit (CSQ
If split limits are provided, the minimum limits acceptable shall be:
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
3
$ 500,000.00 per Person
$1,000,000.00 per Occurrence
$ 100,000.00 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. Recognizing
that the work governed by this contract involves the sales and/or distribution of alcoholic
beverages, the Contractor's General Liability Insurance policy shall include Liquor Liability with
limits equal to those of the basic coverage.
A separate Liquor Liability policy is acceptable if the coverage is not more restrictive
than the contractor's General Liability policy.
A Workers' Compensation insurance is required by Florida Statutes.
9. Permits: The Event Contractor will secure all required permits, licenses and shall
pay all appropriate business taxes.
10. Laws and Regulations: Any and all services, materials and equipment shall
comply fully with all Local, State and Federal laws and regulations.
11, Taxes: The County and TDC are exempt from Federal Excise and State of
Florida Sales Tax.
12. Finance Charges: The County and TDC will not be responsible for any finance
charges.
13. Relation of County/TDC: It is the intent of the parties hereto that the Event
Contractor shall be legally considered as an independent contractor and that neither it nor its
employees shall, under any circumstances, be considered servants or agents of the County
and TDC, and the County and TDC shall at no time be legally responsible for any negligence
on the part of said Event Contractor, its employees or agents, resulting in either bodily or
personal injury or property damage to any individual, firm or corporation.
14. Disclosure: The Event Contractor shall be required to list any or all potential
conflicts of interest, as defined by Florida Statutes Chapter 112 and Monroe County Code.
The Event Contractor shall disclose to the County and TDC all actual or proposed conflicts of
interest, financial or otherwise, direct or indirect, involving any client's interest which may
conflict with the interest of the County and TDC.
15. Assignment: The Event Contractor shall not assign, transfer, convey, sublet or
otherwise dispose of this agreement, or of any or all of its right, title or interest therein, or his or
its power to execute such agreement to any person, company or corporation without prior
consent of the TDC and County.
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
4
16. Compliance with Laws - Nondiscrimination: The Event Contractor shall comply
with all Local, State and Federal laws, regulations and ordinances applicable to the work or
payment for work thereof, and shall not discriminate on the grounds of race, color, religion,
sex, age or national origin in the performance of work under this agreement. This agreement
shall be subject to all Local, State and Federal laws, regulations and ordinances.
17. Security Protection: The Event Contractor agrees to provide adequate security
for the event.
18. Ethics Clause: The Event Contractor warrants that it has not employed, retained
or otherwise had act on its behalf, any former County office or employee in violation of Section
2 or Ordinance No, 10-1990 or any County officer or employee in violation of Section 3 of
Ordinance No. 10-1990. For breach or violation of the provision the County may, at its
discretion, terminate this agreement without liability and may also, at its discretion, deduct from
the agreement or purchase price, or otherwise recover the full amount of any fee, commission,
percentage, gift or consideration paid to the former or present County officer or employee.
19. Media Rights: The TDC shall have the right under this agreement to broadcast
or rebroadcast, for any purpose whatsoever, radio, television, sound, video or film production,
and still photographs, paid by the TDC and County, and produced by the TDC agencies of
record.
20. Logo: Marketing promotions that display our logo must use the "Florida Keys &
Key West Come As You Are" logo/trademark (as per attached logo sample — Exhibit A).
Electronic format (eps or jpg file) of the appropriate logo may be obtained by contacting Ashley
Miller or John Underwood with Tinsley Advertising at 305-856-6060.
21. Severabili!y: If any provision of this agreement shall be held by a court of
competent jurisdiction to be invalid or unenforceable, the remaining provisions shall not be
affected thereby; and each provision of this agreement shall be valid and enforceable to the
fullest extent permitted by law.
22. Authority: Each of the signatories for the Event Contractor below certifies and
warrants that: a) the Event Contractor's name in the agreement is the full name as designated
in its corporate charter, and b) they are empowered to act and execute the agreement for the
Event Contractor and c) this agreement has been approved by the Event Contractor's
governing board.
23. Public Entities Crimes: A person or affiliate who has been placed on the
convicted vendor list following a conviction for public entity crime may not submit a bid on a
contract to provide any goods or services to a public entity, may not submit a bid on a contract
with a public entity for the construction or repair of a public building or public work, may not
submit bids on leases of real property to public entity, may not be awarded or perform work as
a contractor, supplier, subcontractor or consultant under a contract with any public entity and
may not transact business with any public entity in excess of the threshold amount provided in
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
5
Section 287.017, for category two for a period of 36 months from the date of being placed on
the convicted vendor list.
24. Governing LawNenue: This agreement shall be governed by and construed in
accordance with the laws of the State of Florida applicable to contracts made and to be
performed entirely in the State. In the event that any cause of action or administrative
proceeding is instituted for the enforcement or interpretation of the agreement, the County and
Event Contractor agree that venue shall lie in the appropriate court or before the appropriate
administrative body in Monroe County, Florida. This agreement shall not be subject to
arbitration.
25. Accounting and Records: Event Contractor shall maintain records pursuant to
generally accepted accounting principles for four (4) years after the event and shall permit
County and its agents and employees access to said records at reasonable times.
26. Notice: 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, returned
receipt requested to the following:
For Grantee: Linda Obrien
Key West Tourist Development Association, Inc.
1111 1 2th Street, Suite 211
Key West, FL 33040
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
27, Breach and Penalties: The parties agree to full performance of the covenants
contained in this agreement, and the County reserves the right at its discretion, provided such
breach is material, to terminate this agreement for any misfeasance, malfeasance or
nonperformance of the agreement terms or negligent performance of the agreement terms by
the Event Contractor.
28. Termination of Agreement: County may terminate this agreement without cause
by providing written notice to Event Contractor, through its officer, agent or representative, no
less than sixty (60) days prior to the event and may terminate for breach upon providing to
Event Contractor, through its officer, agent or representative, notice at least seven (7) days
prior to the effective date of the termination. Notice is deemed received by Event Contractor
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
6
s
when hand detMMM, dellvsrsd by national oourter with proof of day, or by U.S. mad upon
Vedled receipt or upon ti»»C1010 of r6 t"or rron-a,lq of'delivery.
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r�: As used herein, the term "contract" and 'apnea 1110W shell be
read��aryfsabiy.
'0 The pardss spree OW the preerlmd above oonsUum the
errdr.apmwrarnt between the County and Event Crtrsctrrr.
IN VVI7NE88 WHEREOF, the Perdee hene6o have m N muted this apr+eenrent the day end year
first above w"ItIm.
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Date—
EXHIBIT A
Color ads four (4) color processing printing
Black &white ads shall include the appropriate generic or district logo in high resolution
TV: logo must appear at the conclusion of commercial
Radio Advertising: No logo is required. All radio announcements must say "Brought to you
by the Monroe County Tourist Development Council."
Marketing promotions that display our logo must use the "Florida Keys & Key West Come As
You Are" logo/trademark. Electronic format (eps or jpg file) of the appropriate logo may be
obtained by contacting Ashley Miller or John Underwood with Tinsley Advertising at 305-856-
6060.
The
ori d eys
&Key St
comeds you care®
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
8
EXHIBIT B
(DISTRICT 1)
1 A one day Street Fair with food, beverage, and arts and crafts vendors on
Duval Street
2. An evening Masquerade March through the streets, originating at the City
Cemetery and terminating at the Street Fair on Duval Street
3. A Duval Street Promenade of food and beverage vendors
4. Provide Fantasy Fest parade on Duval Street
5. Coordination and promotion of a minimum of thirty (30) activities
sanctioned by Fantasy Fest
6. Permission to link from the Fantasy Fest website to the TDC/district
homepage
7. Place the official District I logo on 50,000 (fifty thousand) brochures — see
next page for logo
8. Place the official District I logo in the Fantasy Fest guide and promotional
posters — see next page for logo
9. Provide permission for District I to use the Fantasy Fest logo for
advertising one district event
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
Color ads four(4) color processing printing
Black & white ads shall include the appropriate generic or district logo in high resolution
TV: logo must appear at the conclusion of commercial
Radio Advertising: No logo is required. All radio announcements must say "Brought to you
by the Monroe County Tourist Development Council."
Marketing promotions that display our logo must use the "Key West — Close to Perfect — Far
from Normal" logo/trademark. Electronic format (eps or jpg file) of the appropriate logo may be
obtained by contacting Jessica Taylor-Smith or John Underwood with Tinsley Advertising at
305-856-6060.
The Floridd [keys
Close To Perfect - Fdr From NorMdl
Fantasy Fest
Turnkey Funding FY 2015
ID #: 1479
2
EXHIBIT C
(DISTRICT 11)
1 A one day Street Fair with food, beverage, and arts and crafts vendors on
Duval Street
2. An evening Masquerade March through the streets, originating at the City
Cemetery and terminating at the Street Fair on Duval Street
3. A Duval Street Promenade of food and beverage vendors
4. Provide Fantasy Fest parade on Duval Street
5. Coordination and promotion of a minimum of thirty (30) activities
sanctioned by Fantasy Fest
............................................................ ..............I............................
District Specific
6. Permission to link from the Fantasy Fest website to the TDC/district
homepage
7. Place the official District 11 logo on 50,000 (fifty thousand) brochures — see
next page for logo
8. Place the official District 11 logo in the Fantasy Fest guide and promotional
posters — see next page for logo
9. Provide permission for District 11 to use the Fantasy Fest logo for
advertising one district event
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
3
Color ads four(4) color processing printing
Black &white ads shall include the appropriate generic or district logo in high resolution
TV: logo must appear at the conclusion of commercial
Radio Advertising: No logo is required. All radio announcements must say "Brought to you
by the Monroe County Tourist Development Council."
Marketing promotions that display our logo must use the "Big Pine and Florida's Lower Keys"
logo/trademark. Electronic format (eps or jpg file) of the appropriate logo may be obtained by
contacting Jessica Taylor-Smith or John Underwood with Tinsley Advertising at 305-856-6060.
ALX
BI g PH W; ey
nd FlonddS Lower Keys
Fantasy Fest
Turnkey Funding FY 2015
ID#: 1479
4