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Item E4 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: NOVEMBER 21, 2001 Division: TDC Bulk Item: Yes XXX Department: AGENDA ITEM WORDING: Approval of an Agreement with Keys Communication Group, Inc. for the production of the 11th Annual Key West Theatre Festival on June 20,2002- June 30, 2002 in an amount not to exceed $24,047, DAC I, FY 2002, Third Penny, Event Resources. ITEM BACKGROUND: TDC approved same at their meeting of July 25, 2001. PREVIOUS REVELANT BOCC ACTION: SOCC approved FY 2002 budget at their meeting of September 19, 2001. CONTRACT/AGREEMENT CHANGES: This is a new contract. STAFF RECOMMENDATIONS: Approval TOTAL COST: $24,047 BUDGETED: YES COST TO COUNTY :$24,047 !TOURIST PAY REVENUE PRODUCING: YES AMOUNTPERMONTH_ Year X APPROVED BY: County Atty -X OMB/Purchasing ~ Risk Management X DIVISION DIRECTOR APPROVAL: 4f A f" (Lynda Stuart) DOCUMENTATION: Included X To Follow_Not Required_ AGENDAITEMd-EL/ DISPOSITION: REVISED Revised 2/27/0 I MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Keys Communication Group, Inc. Contract # Effective Date: 11/21/01 Expiration Date: Contract Purpose/Description: Approval of an Agreement with Keys Communication Group, Inc. for the production of the 11th Annual Key West Theatre Festival on June 2o,,2002--Jurte30,,2002 in an amount not to exceed $24,047, DAC I, FY 2002, Third Penny, Event Resources. Contract Manager: Maxine Pacini (Name) 3523 (Ext. ) TDC # 3 (Department/Stop #) for BOCC meeting on 11/21/01 Agenda Deadline: 11/1/01 CONTRACT COSTS Total Dollar Value of Contract: $ 24,047 Budgeted? YeslZl No 0 Account Codes: Grant: $ County Match: $ Current Year Portion: $ 115-75360-530340-T25M-119X 530410 -- 115-75360-530340-T25M-119X 530480 --- Estimated Ongoing Costs: $ (Not included in dollar value above) ADDITIONAL COSTS /yr For: (eg. maintenance, utilities, janitorial, salaries, etc.) ---- CONTRACT REVIEW Division Director Changes ~f;% Needed ..?,~.ReJjeF" y- h IYesDNo~ ~ I t,J e10-01 YesDNo~f '('() ,U(JfL~j mfo/I YesO Not1 ~ fl jiJ1~c'J YesDNo~ S.Hutton Date Out Risk Management O.M.B.IP~sing County Attorney Comments: OMB Form Revised 2/27/01 MCP #2 Destination Events Agreement THIS AGREEMENT is entered into this day of , 2001 by and between SOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA, (SOCC) and the Keys Communication Group Inc. d/b/a Key West Theatre Festival, Inc.. NOW, THEREFORE, and in consideration of the mutual covenants, contained herein the parties agree as follows: 1. The SOCC agrees to pay up to $24,047 (Twenty Four Thousand and Forty Seven Dollars) for the 11th Annual Key West Theatre Festival on -June 20 _ June 30, 2002 from tourist development tax funds (See Exhibit A). No more than 10% of the total advertising and promotional costs paid under this agreement shall be attributable to in-county activity. 2. Scope of Services: The Keys Communication Group Inc. agrees to provide the County with an event as specified below: a) Opening night gala. b) Playwrights Forum with a named guest playwright c) Meet the playwright party d) 1-4 productions in local venues e) Nightly Caberets f) Closing night party 3. All advertising and public relations services or supervision of advertising and public relations will be provided through the contracted agencies of the Tourist Development Council (TO C) and SOCC. The agencies of record shall receive payment of work in progress upon submission of documented invoices associated with said event. 4. Payment: Any payments directly to The Keys Communication Group Inc. or vendors associated with said event shall be as follows: Payment upon presentation of an invoice shall indicate the task completed for which payment is sought, with proper documentation attached. Upon completion of said event, a financial statement detailing all revenue and expenses utilizing generally accepted accounting principals shall be prepared, notarized and submitted by Event Sponsor. The SOCC's contracted public relations firm shall confirm compliance with the Scope of Services. Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the SOCC. Only acceptable expenses listed in the Monroe County Tourist Development Council Operations Manual shall be paid. 5. Accounting: Financial records of The Keys Communication Group Inc. pertaining to this project shall be kept on generally recognized accounting principles and shall be available to the SOCC or to an authorized representative for audit. 6. Modification: Line item changes to the advertising and promotion budget may be made up to but not exceeding 10% of the larger line item amount without requiring BaCe approval of the particular change. 7. Breach and Penalties: The parties agree to full performance of the covenants contained in this agreement, and the BaeC 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 Keys Communication Group Inc. 8. Termination: This Agreement will be terminated on September 30, 2002. All invoices must be submitted prior to September 30, 2002. 9. Non Occurrence of Event: If the event does not take place for any reason under control of Event Sponsor except for those reasons in paragraph 19, then Event Sponsor agrees to refund to the BOCC any amounts already paid to them under this agreement, and relieve the BaCC from any further payments. The Keys Communication Group Inc. shall give written notice to the Monroe County Tourist Development Council if it is found necessary to cancel an event. The notice shall contain the following specifics: 1) reason for cancellation, 2) documentation of the reason for cancellation and 3) person authorized to cancel including title and stated affiliation. 10. Indemnification and Hold Harmless: The Keys Communication Group Inc. covenants and agrees to indemnify and hold harmless Monroe County Board of County Commissioners 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, event sponsored, or other activities and funding associated with this agreement, except those losses or damages caused by BaCC or its agents. 11. Insurance Requirements: The Keys Communication Group Inc., as a pre- requisite of the Special Event governed by this agreement, shall obtain, at its own expense, insurance as specified in this section. The Keys Communication Group Inc. 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. The Keys Communication Group Inc. 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. The Keys Communication Group Inc. shall provide, to the County, as satisfactory evidence of the required insurance, either: Key West Theatre Festival 2002 2 * 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 BOCC 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 The Keys Communication Group Inc. 's insurance shall not be construed as relieving The Keys Communication Group Inc. from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on all policies. 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. The Keys Communication Group Inc. shall furnish the County with a certificate evidencing the insurance required by this paragraph not later than twenty (20) days prior to the event. Prior to commencement of work governed by this contract, The Keys Communication Group Inc. shall obtain General Liability Insurance. Coverage shall be maintained through out 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 (CSL) If split limits are provided, the minimum limits acceptable shall be: * $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 Key West Theatre Festival 2002 3 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. 12. Permits: The Keys Communication Group Inc. will secure all required permits, licenses including but not limited to occupational licenses. 13. Taxes: The SOCC and TOC are exempt from Federal Excise and State of Florida Sales Tax. 14. Finance Charges: The sacc and TOC will not be responsible for any finance charges. 15. Relation of soccrroc: It is the intent of the parties hereto that The Keys Communication Group Inc. shall be legally considered as an independent Event Sponsor and that neither it nor its employees shall, under any circumstances, be considered servants or agents of the sacc and TOC and the sacc and TOC shall at no time be legally responsible for any negligence on the part of said Event Sponsor, its employees or agents, resulting in either bodily or personal injury or property damage to any individual, firm, or corporation. 16. Disclosure: The Keys Communication Group Inc. shall be required to list any or all potential conflicts or interest, as defined by Florida Statute 112 and Monroe County Code. The Keys Communication Group Inc. shall disclose to the sacc 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 sacc and TDC. 17. Assignment: The Keys Communication Group Inc. 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 sacc. 18. Compliance with laws - Nondiscrimination: The Keys Communication Group Inc. shall comply with all federal, state and local laws 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 federal, state, and local laws and ordinances. 19. Force Majeure: The Keys Communication Group Inc. shall 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 the control of any of its subcontractors or suppliers, Key West Theatre Festival 2002 4 including labor dispute, strike, labor shortage, war or act of war whether an actual declaration thereof if made or not, insurrection, sabotage, riot or civil commotion, act of public enemy, epidemic, quarantine restriction, accident, fire, explosion, storm, flood, drought or other act of God, act of any governmental authority, jurisdictional action, or insufficient supply of fuel, electricity, or materials or supplies, or technical failure where the the Keys Communication Group Inc. has exercised reasonable care in the prevention thereof, and any such delay or failure shall not constitute a breach of the Agreement. Upon demand of TOC or SOCC, the Keys Communication Group Inc. must furnish evidence of the causes of such delay or failure. SOCC shall not pay for any services or activities, promotional or otherwise, connected with an event produced after the date(s) described in paragraph 1 and Scope of Services. 20. Governing LawNenue: This Agreement shall be governed and construed by and in accordance with the laws of the State of Florida and the County of Monroe and Federal law. Venue for any dispute concerning this Agreement shall be in Monroe County. 21. Security Protection: The Keys Communication Group Inc. agrees to provide adequate security for the event. No TOC funds will be used for this purpose. 22. Ownership: All advertising and promotion work performed under the agreement and paid for by the SOCC and TOC shall be the property of the SOCC and TOC, for whatever use and/or disposition the SOCC and TOC may deem appropriate. 23. Media rights: The TOC shall have the right to broadcast, rebroadcast, use, reproduce or transmit for any purpose whatsoever, radio, television, pictures, sound, film and tape motion pictures and still photographs paid by the SOCC and TOC under this agreement. 24. Logo: All promotional literature and display advertising with the exception of generic advertising must display the "Florida Keys & Key West, Monroe County Tourist Development Council Come As You Are" logo/trade mark (as per enclosed). This logo/trade mark was adopted by the TOC and County in November 2000. No re-imbursement will be provided to those entities utilizing the old logo/trade mark "Florida & Key West Come as you are". 25. Severability: 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. 26. Authority: Each of the signatories for the sponsor below certifies and warrants that: a) The sponsor's name in the agreement is the full name as designated in its corporate charter, and b) they are empowered to act and agreement for the sponsors and c) this agreement has been approved by the sponsor's Board of Directors. Key West Theatre Festival 2002 5 27. Ethics Clause: The Keys Communication Group Inc. warrants that it has not employed, retained or other wise 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. 28. Public Entity 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 Section 287.017, for CATEGORY TWO for period of 36 months from the date of being placed on the convicted vendor list." 29. Entire Agreement: The parties agree that the Agreement above constitutes the entire agreement between the BOCC and the Keys Communication Group Inc. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written. (SEAL) Keys Communication Group Inc. d/b/a Key West Theatre Festival, Inc.. By (SEAL) Attest: DANNY L. KOLHAGE, Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By Deputy Clerk By Mayor/Chairman Key West Theatre Festival 2002 6 EXHIBIT A SUMMARY TOURIST DEVELOPMENT COUNCIL APPROVED BUDGET BREAKDOWN FISCAL YEAR 2001/2002 EVENT NAME KEY WEST THEA TRE FESTIVAL DIRECT MAIL & POSTAGE $ 1,000 BROCHURES, POSTERS, PROGRAMS & PRODUCTIO$ 7,500 PUBLIC RELATIONS $ 2,500 MEDIA ADVERTISING $ 12,500 T-SHIRTS, CAPS, JACKETS *GENERAL - NON-ALLOCATED $ 547 TOTAL: $ 24,047 *GENERAL NON-ALLOCATED IS NOT TO EXCEED 15% OF THE AMOUNT AWARDED BY THE MONROE COUNTY TOURIST DEVELOPMENT COUNCIL FOR THIS SPECIFIC EVENT. mE ElDRIDA KEYS & KfY WEST MONROl COUNTY TOURIST OlV[lOPMfNT COUNCIl C&/rle 12<7'/&U I2re.i!P mE [lORIDA KEYS & KfY WEST MONROl COUNTY TOURIST OfVlLOPMlNT COUNCIl C&/rle 12<7 '/&U I2re,i!P mE fWRIDA KEYS & KEY WEST MONROf COUNTY TOURIST OfV[lOPMfNT COUNCIl C&/rle 12<7 '/&U I2re:'# mE flORIDA KEYS & KEY WEST MONROf COUNTY TOURIST OrY[lOPMfNT COUNCil C&/rle 12<7 '/&U I2re,@ mE flORIDA KEYS & KEY WEST MONROf COUNTY TOURIST OfVlLOPMlNT COUNCil C&/rle 12<7,/&u I2re,i!P mE fWRIDA KEYS & KEY WEST MONROl COUNTYTOURIST OfV[lOPMfNT COUNCIl C&/rle 12<7,/&U I2re.i!P JUf nORIDA KfYS & KfY WfST MONRor COUNTYTOURIST omWPMrNT COUNCIl CfJl-rre a4 Wu ade,1!J JUf nORIDA KfYS & KfYWfST MONRor COUNTYTOURIST omWPMrNT COUNCIl CfJl-rre a4 Ww ade,@ JUf flORIDA KfYS & K fY WfST MONRor COUNTYTOURIST OmLOPMrNT COUNCil CfJl-rre a4 Ww ade,1!J JUf flORIDA KfYS & KfY WfST MONRor COUNTY TOURIST omWPMrNT COUNCIl CfJl-rre a4 Ww ade.@ JUf flORIDA KfYS & KfY WfST MONRor COUNTY TOURIST omWPMrNT COUNCil CfJl-rre a4 Ww ade.@ JUf flORIDA KfYS & KfY WfST MONRor COUNTY TOURIST OmWPMrNT COUNCil CfJMe a4 Ww ade,@ lU[ [LORIDA KfYS & KH wm lU[ [LORIDA KfYS & KH wm TUr [LORIDA KfYS & KH wm MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL MONROf COUNTY TOURIST DEvnOPMfNT COUNCIL MONROf COUNTY TOURIST DfvnOPMfNT COUNCIL C&Jrle ()~ '/&u ()l'e,(ffJ C&Jrle ()~ ,/&u ()l'e,(ffJ C&Jrle (j~ '/&u (jl'e,(ffJ TU[[LORIDA KfYS & KH wm TU[[LORIDA KfYS & KH wm TU[[LORIDA KfYS & KH wm MONROf COUNTY TOURIST DEVfLOPMfNT COUNCIL MONROE COUNTY TOURIST DfVfLOPMmT COUNCIL MONROf COUNTY TOURIST DfvnOPMfNT COUNCIL C&Jrle ()~ '/&u ()Pf3,(ffJ C&Jrle ()~ '/&u ()l'e,(ffJ C&Jrle (j~ '/&u (jl'e,(ffJ rut nORIDA KtvS & Ktv Wtsr MONROf COUNTY TOURIST DfVHOPMfNT COUNCIL Cfl/rf& (}'f? Yt;u (}T&..@ rUt fLORIDA KtYS & Ktv WtST MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL Cfl/rf& (}'f? YtJu (}T&,@ T~t fLORIDA KtvS & KH WtST MONROf COUNTY TOURIST DfvnOPMfNT COUNCIL Ctl/lt1e Cl~ yt;u Clce.@ fUt fLORIDA Ktvs & Ktv WtST MONROf COUNTY TOURIST DfVfLOPMfNT COUNCil Cfl/lt1e 06 Yt;u Clce,@ MCTG-9864 Logo Slick L01 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: NOVEMBER 21,2001 Division: TDC Bulk Item: Yes XXX Department: AGENDA ITEM WORDING: Approval of an Agreement with Keys Communication Group, Inc. for the production of the 11th Annual Key West Theatre Festival on June 27, 2002 _ July 7, 2002 in an amount not to exceed $24,047, OAC I, FY 2002, Third Penny, Event Resources. ITEM BACKGROUND: TOC approved same at their meeting of July 25, 2001. PREVIOUS REVELANT BOCC ACTION: SDCC approved FY 2002 budget at their meeting of September 19, 2001. CONTRACT/AGREEMENT CHANGES: This is a new contract. STAFF RECOMMENDATIONS: Approval TOTAL COST: $24,047 BUDGETED: YES COST TO COUNTY:$24,047/TOURIST PAY REVENUE PRODUCING: YES AMOUNT PER MONTH Year X APPROVED BY: County Atty ~ OMBIPurchasing ~ Risk Management X ~..... ~... .,,-'" . ~ ,.. ,--""".- (Lynda Stuart) DIVISION DIRECTOR APPROVAL: DOCUMENTATION: Included X ToFollow_ NotRequired_ AGENDA ITEM # d -ELf DISPOSITION: Revised 2/27/01 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Keys Communication Group, Inc. Contract # Effective Date: 11/21/01 Expiration Date: Contract Purpose/Description: Approval of an Agreement with Keys Communication Group, Inc. for the production of the 11 th Annual Key West Theatre Festival on June 27, 2002 - July 7, 2002 in an amount not to exceed $24,047, DAC I, FY 2002, Third Penny, Event Resources. Contract Manager: Maxine Pacini (Name) 3523 (Ext. ) TDC # 3 (Department/Stop #) for BOCC meeting on 11/21/01 Agenda Deadline: 11/1/01 CONTRACT COSTS Total Dollar Value of Contract: $ 24,047 Budgeted? YeslZJ No D Account Codes: Grant: $ County Match: $ Current Year Portion: $ 115-75360-530340-T25M-119X 530410 -- - 115-75360-530340- T25M-119X 530480 ---- ADDITIONAL COSTS Estimated Ongoing Costs: $~yr For: (Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.) ---- CONTRACT REVIEW Division Director Changes ~:~ Needed It. / Y esD No~ 10'1{)01 YesDNo~ \ll.Q(Jfl~J $10' YesO NoE1' ~ ~ ii:'1~S::..1 Y esD No~ S.Hutton Date Out ~~~ Risk Management O.M.B.IPksing County Attorney Comments: OMB Form Revised 2/27/01 MCP #2 Destination Events Agreement THIS AGREEMENT is entered into this day of , 2001 by and between SOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA, (SOCC) and the Keys Communication Group Inc. d/b/a Key West Theatre Festival, Inc.. NOW, THEREFORE, and in consideration of the mutual covenants, contained herein the parties agree as follows: 1. The SOCC agrees to pay up to $24,047 (Twenty Four Thousand and Forty Seven Dollars) for the 11th Annual Key West Theatre Festival on June 27, 2002 _ July 7,2002 from tourist development tax funds (See Exhibit A). No more than 10% of the total advertising and promotional costs paid under this agreement shall be attributable to in-county activity. 2. Scope of Services: The Keys Communication Group Inc. agrees to provide the County with an event as specified below: a) Opening night gala. b) Playwrights Forum with a named guest playwright c) Meet the playwright party d) 1-4 productions in local venues e) Nightly Caberets f) Closing night party 3. All advertising and public relations services or supervision of advertising and public relations will be provided through the contracted agencies of the Tourist Development Council (TDC) and SOCC. The agencies of record shall receive payment of work in progress upon submission of documented invoices associated with said event. 4. Payment: Any payments directly to The Keys Communication Group Inc. or vendors associated with said event shall be as follows: Payment upon presentation of an invoice shall indicate the task completed for which payment is sought, with proper documentation attached. Upon completion of said event, a financial statement detailing all revenue and expenses utilizing generally accepted accounting principals shall be prepared, notarized and submitted by Event Sponsor. The SOCC's contracted public relations firm shall confirm compliance with the Scope of Services. Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the SOCC. Only acceptable expenses listed in the Monroe County Tourist Development Council Operations Manual shall be paid. 5. Accounting: Financial records of The Keys Communication Group Inc. pertaining to this project shall be kept on generally recognized accounting principles and shall be available to the SOCC or to an authorized representative for audit. 6. Modification: Line item changes to the advertising and promotion budget may be made up to but not exceeding 10% of the larger line item amount without requiring BOCC approval of the particular change. 7. Breach and Penalties: The parties agree to full performance of the covenants contained in this agreement, and the BOCC 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 Keys Communication Group Inc. 8. Termination: This Agreement will be terminated on September 30, 2002. All invoices must be submitted prior to September 30, 2002. 9. Non Occurrence of Event: If the event does not take place for any reason under control of Event Sponsor except for those reasons in paragraph 19, then Event Sponsor agrees to refund to the BOCC any amounts already paid to them under this agreement, and relieve the BOCC from any further payments. The Keys Communication Group Inc. shall give written notice to the Monroe County Tourist Development Council if it is found necessary to cancel an event. The notice shall contain the following specifics: 1) reason for cancellation, 2) documentation of the reason for cancellation and 3) person authorized to cancel including title and stated affiliation. 10. Indemnification and Hold Harmless: The Keys Communication Group Inc. covenants and agrees to indemnify and hold harmless Monroe County Board of County Commissioners 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, event sponsored, or other activities and funding associated with this agreement, except those losses or damages caused by BOCC or its agents. 11. Insurance Requirements: The Keys Communication Group Inc., as a pre- requisite of the Special Event governed by this agreement, shall obtain, at its own expense, insurance as specified in this section. The Keys Communication Group Inc. 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. The Keys Communication Group Inc. 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. The Keys Communication Group Inc. shall provide, to the County, as satisfactory evidence of the required insurance, either: Key West Theatre Festival 2002 2 * 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 BOCC 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 The Keys Communication Group Inc. 's insurance shall not be construed as relieving The Keys Communication Group Inc. from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on all policies. 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. The Keys Communication Group Inc. shall furnish the County with a certificate evidencing the insurance required by this paragraph not later than twenty (20) days prior to the event. Prior to commencement of work governed by this contract, The Keys Communication Group Inc. shall obtain General Liability Insurance. Coverage shall be maintained through out the life of the contract and include, as a minimum: * Premises Operations * Products and Completed Operations * Blanket contractual Liability * Persona' Injury Liability * Expanded Definition of Property Damage The minimum limits acceptable shall be: * $1,000,000.00 combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: * $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 Key West Theatre Festival 2002 3 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. 12. Permits: The Keys Communication Group Inc. will secure all required permits, licenses including but not limited to occupational licenses. 13. Taxes: The SOCC and TOC are exempt from Federal Excise and State of Florida Sales Tax. 14. Finance Charges: The SOCC and TOC will not be responsible for any finance charges. 15. Relation of SOCC/TOC: It is the intent of the parties hereto that The Keys Communication Group Inc. shall be legally considered as an independent Event Sponsor and that neither it nor its employees shall, under any circumstances, be considered servants or agents of the SOCC and TOC and the SOCC and TOC shall at no time be legally responsible for any negligence on the part of said Event Sponsor, its employees or agents, resulting in either bodily or personal injury or property damage to any individual, firm, or corporation. 16. Disclosure: The Keys Communication Group Inc. shall be required to list any or all potential conflicts or interest, as defined by Florida Statute 112 and Monroe County Code. The Keys Communication Group Inc. shall disclose to the SOCC and TOC 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 SOCC and TOC. 17. Assignment: The Keys Communication Group Inc. 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 SOCC. 18. Compliance with laws - Nondiscrimination: The Keys Communication Group Inc. shall comply with all federal, state and local laws 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 federal, state, and local laws and ordinances. 19. Force Majeure: The Keys Communication Group Inc. shall 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 the control of any of its subcontractors or suppliers, Key West Theatre Festival 2002 4 including labor dispute, strike, labor shortage, war or act of war whether an actual declaration thereof if made or not, insurrection, sabotage, riot or civil commotion, act of public enemy, epidemic, quarantine restriction, accident, fire, explosion, storm, flood, drought or other act of God, act of any governmental authority, jurisdictional action, or insufficient supply of fuel, electricity, or materials or supplies, or technical failure where the the Keys Communication Group Inc. has exercised reasonable care in the prevention thereof, and any such delay or failure shall not constitute a breach of the Agreement. Upon demand of TOC or SOCC, the Keys Communication Group Inc. must furnish evidence of the causes of such delay or failure. SOCC shall not pay for any services or activities, promotional or otherwise, connected with an event produced after the date(s) described in paragraph 1 and Scope of Services. 20. Governing LawNenue: This Agreement shall be governed and construed by and in accordance with the laws of the State of Florida and the County of Monroe and Federal law. Venue for any dispute concerning this Agreement shall be in Monroe County. 21. Security Protection: The Keys Communication Group Inc. agrees to provide adequate security for the event. No TOC funds will be used for this purpose. 22. Ownership: All advertising and promotion work performed under the agreement and paid for by the SOCC and TOC shall be the property of the SOCC and TOC, for whatever use and/or disposition the SOCC and TOC may deem appropriate. 23. Media rights: The TOC shall have the right to broadcast, rebroadcast, use, reproduce or transmit for any purpose whatsoever, radio, television, pictures, sound, film and tape motion pictures and still photographs paid by the SOCC and TOC under this agreement. 24. Logo: All promotional literature and display advertising with the exception of generic advertising must display the "Florida Keys & Key West, Monroe County Tourist Development Council Come As You Are" logo/trade mark (as per enclosed). This logo/trade mark was adopted by the TOC and County in November 2000. No re-imbursement will be provided to those entities utilizing the old logo/trade mark "Florida & Key West Come as you are". 25. Severability: 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. 26. Authority: Each of the signatories for the sponsor below certifies and warrants that: a) The sponsor's name in the agreement is the full name as designated in its corporate charter, and b) they are empowered to act and agreement for the sponsors and c) this agreement has been approved by the sponsor's Soard of Directors. Key West Theatre Festival 2002 5 27. Ethics Clause: The Keys Communication Group Inc. warrants that it has not employed, retained or other wise 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. 28. Public Entity 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 Section 287.017, for CATEGORY TWO for period of 36 months from the date of being placed on the convicted vendor list." 29. Entire Agreement: The parties agree that the Agreement above constitutes the entire agreement between the BOCC and the Keys Communication Group Inc. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written. (SEAL) Keys Communication Group Inc. d/b/a Key West Theatre Festival, Inc.. By (SEAL) Attest: DANNY L. KOLHAGE, Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By Deputy Clerk By Mayor/Chairman Key West Theatre Festival 2002 6 EXHIBIT A SUMMARY TOURIST DEVELOPMENT COUNCIL APPROVED BUDGET BREAKDOWN FISCAL YEAR 2001/2002 EVENT NAME KEY WEST THEA TRE FESTIVAL DIRECT MAIL & POSTAGE $ 1,000 BROCHURES, POSTERS, PROGRAMS & PRODUCTIO$ 7,500 PUBLIC RELATIONS $ 2,500 MEDIA ADVERTISING $ 12,500 T-SHIRTS, CAPS, JACKETS *GENERAL - NON-ALLOCATED $ 547 TOTAL: $ 24,047 *GENERAL NON-ALLOCATED IS NOT TO EXCEED 15% OF THE AMOUNT A WARDED BY THE MONROE COUNTY TOURIST DEVELOPMENT COUNCIL FOR THIS SPECIFIC EVENT. 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'/ffu are.t!!J THf [lORIDA KfYS & KfY WfST MONROf COUNTY TOURIST OfVnOPMfNT COUNCIl Cffhle a'f? '/ffU are.t!!J THf flORIDA KfYS & KfY WfST MONROf COUNTY TOURIST OfVfLOPMfNT COUNCil Cffhle a'f? '/ffu are.t!!J TU[ fLORIDA Km & K[Y wm TU[ fLORIDA Km & K[Y wm TU[ fLORIDA Km & K[Y wm MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCil MONRO[ COUNTY TOURIST D[V[LOPM[NT COUNCIl MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCil C&lrTe (j'f? ,/&u ()/"e,(ti C&lrTe (j'f? '/&U (j/"e,(ti C&lrTe (j'f? '/&U (j/"e,rtJ TU[ fLORIDA Km & K[Y wm TU[ fLORIDA Km & KH wm TU[ fLORIDA Km & KH wm MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCIl MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCIl MONRO[ COUNTY TOURIST D[VnOPM[NT COUNCil C&lrTe (j'f? '/&U ()/"e,(ti C&lrTe ()'f? '/&U (j/"e,(ti C&lrTe (j'f? '/&U ()/"e,rtJ T~f nORIDA KfYS & KfY WfST MONROf COUNTY TOURIST DfVflOPMfNT COUNCil C&Me ()~ Ytlu ()!"eftJ T~f nORIDA KfYS & KfY WfST MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL C&Me ()~ Y&u ()!"e,r& T~f flORIDA KfYS & KfY WfST MONROf COUNTY TOURIST DfVfLOPMfNT COUNCIL C&/rle 06f7 Yt;U oJ"e,r& mf flORIDA KfYS & KfY WfST MONROf COUNTY TOURIST DfVfLOPMfNT COUNCil C&Jt1e ()~ Ytlu o!"e,@ MCTG-9864 Logo Slick L01 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: NOVEMBER 21. 2001 Division: TDC Bulk Item: Yes XXX Department: AGENDA ITEM WORDING: Approval of an Agreement with Keys Communication Group, Inc. for the production of the 11 th Annual Key West Theatre Festival on June 20, 2002 _ June 30, 2002 in an amount not to exceed $24,047, OAC I, FY 2002, Third Penny, Event Resources. ITEM BACKGROUND: TOC approved same at their meeting of July 25,2001. PREVIOUS REVELANT BOCC ACTION: sacc approved FY 2002 budget at their meeting of September 19, 2001. CONTRACT/AGREEMENT CHANGES: This is a new contract. STAFF RECOMMENDATIONS: Approval TOTAL COST: $24,047 BUDGETED: YES COST TO COUNTY:$24,047rrOURIST PAY REVENUE PRODUCING: YES AMOUNTPERMONTH_ Year X APPROVED BY: County Atty--X OMB/Purchasing ~ Risk Management X '~#AA (Lynda Stuart) DIVISION DIRECTOR APPROVAL: DOCUMENTA TION: Included X ToFollow_ NotRequired_ AGENDAITEM# e~ DISPOSITION: REVISED Revised 2/27/0 I MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Keys Communication Group, Inc. Contract # Effective Date: 11/21/01 Expiration Date: Contract Purpose/Description: Approval of an Agreement with Keys Communication Group, Inc. for the production of the 11 th Annual Key West Theatre Festival on June 20,,2002--Jurte <3.0,,2002 in an amount not to exceed $24,047, DAC I, FY 2002, Third Penny, Event Resources. Contract Manager: Maxine Pacini (Name) 3523 (Ext. ) TDC # 3 (Department/Stop #) for BOCC meeting on 11/21/01 Agenda Deadline: 11/1/01 CONTRACT COSTS Total Dollar Value of Contract: $ 24,047 Budgeted? Yesr8J No 0 Account Codes: Grant: $ County Match: $ Current Year Portion: $ 115-75360-530340-T25M-119X 530410 115-75360-530340-T25M-119X 530480 ---- ---- ADDITIONAL COSTS Estimated Ongoing Costs: $ _/yr For: (Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.) CONTRACT REVIEW Division Director Changes ~~f; Needed ~.~ R..evoe . V-- ft.. I Y esO No~ !\}1b-01 YesDNo~ \'()QC>>ri.0 mINI YesD NoE1 ~tl ii;,1~cl YesD No~ S.Hutton Date Out Risk Management o.MoB.lPksing County Attorney Comments: OMB Form Revised 2/27/01 MCP #2 Destination Events Agreement THIS AGREEMENT is entered into this day of , 2001 by and between SOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA, (SOCC) and the Keys Communication Group Inc. d/b/a Key West Theatre Festival, Inc.. NOW, THEREFORE, and in consideration of the mutual covenants, contained herein the parties agree as follows: 1. The SOCC agrees to pay up to $24,047 (Twenty Four Thousand and Forty S~ven Dollars) for the 11th Annual Key West Theatre Festival on June 20 _ June 30, 2002 from tourist development tax funds (See Exhibit A). No more than 10% of the total advertising and promotional costs paid under this agreement shall be attributable to in-county activity. 2. Scope of Services: The Keys Communication Group Inc. agrees to provide the County with an event as specified below: a) Opening night gala. b) Playwrights Forum with a named guest playwright c) Meet the playwright party d) 1-4 productions in local venues e) Nightly Caberets f) Closing night party 3. All advertising and public relations services or supervision of advertising and public relations will be provided through the contracted agencies of the Tourist Development Council (TDC) and SOCC. The agencies of record shall receive payment of work in progress upon submission of documented invoices associated with said event. 4. Payment: Any payments directly to The Keys Communication Group Inc. or vendors associated with said event shall be as follows: Payment upon presentation of an invoice shall indicate the task completed for which payment is sought, with proper documentation attached. Upon completion of said event, a financial statement detailing all revenue and expenses utilizing generally accepted accounting principals shall be prepared, notarized and submitted by Event Sponsor. The SOCC's contracted public relations firm shall confirm compliance with the Scope of Services. Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the SOCC. Only acceptable expenses listed in the Monroe County Tourist Development Council Operations Manual shall be paid. 5. Accounting: Financial records of The Keys Communication Group Inc. pertaining to this project shall be kept on generally recognized accounting principles and shall be available to the SOCC or to an authorized representative for audit. 6. Modification: Line item changes to the advertising and promotion budget may be made up to but not exceeding 10% of the larger line item amount without requiring BOCC approval of the particular change. 7. Breach and Penalties: The parties agree to full performance of the covenants contained in this agreement, and the BOCC 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 Keys Communication Group Inc. 8. Termination: This Agreement will be terminated on September 30, 2002. All invoices must be submitted prior to September 30, 2002. 9. Non Occurrence of Event: If the event does not take place for any reason under control of Event Sponsor except for those reasons in paragraph 19, then Event Sponsor agrees to refund to the BOCC any amounts already paid to them under this agreement, and relieve the BOCC from any further payments. The Keys Communication Group Inc. shall give written notice to the Monroe County Tourist Development Council if it is found necessary to cancel an event. The notice shall contain the following specifics: 1) reason for cancellation, 2) documentation of the reason for cancellation and 3) person authorized to cancel including title and stated affiliation. 10. Indemnification and Hold Harmless: The Keys Communication Group Inc. covenants and agrees to indemnify and hold harmless Monroe County Board of County Commissioners 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, event sponsored, or other activities and funding associated with this agreement, except those losses or damages caused by BOCC or its agents. 11. Insurance Requirements: The Keys Communication Group Inc., as a pre- requisite of the Special Event governed by this agreement, shall obtain, at its own expense, insurance as specified in this section. The Keys Communication Group Inc. 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. The Keys Communication Group Inc. 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. The Keys Communication Group Inc. shall provide, to the County, as satisfactory evidence of the required insurance, either: Key West Theatre Festival 2002 2 * 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 BOCC 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 The Keys Communication Group Inc. 's insurance shall not be construed as relieving The Keys Communication Group Inc. from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on all policies. 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. The Keys Communication Group Inc. shall furnish the County with a certificate evidencing the insurance required by this paragraph not later than twenty (20) days prior to the event. Prior to commencement of work governed by this contract, The Keys Communication Group Inc. shall obtain General Liability Insurance. Coverage shall be maintained through out 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 (CSL) If split limits are provided, the minimum limits acceptable shall be: * $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 Key West Theatre Festiva12002 3 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. 12. Permits: The Keys Communication Group Inc. will secure all required permits, licenses including but not limited to occupational licenses. 13. Taxes: The BOCC and TDC are exempt from Federal Excise and State of Florida Sales Tax. 14. Finance Charges: The BOCC and TDC will not be responsible for any finance charges. 15. Relation of BOCCITDC: It is the intent of the parties hereto that The Keys Communication Group Inc. shall be legally considered as an independent Event Sponsor and that neither it nor its employees shall, under any circumstances, be considered servants or agents of the BOCC and TDC and the BOCC and TDC shall at no time be legally responsible for any negligence on the part of said Event Sponsor, its employees or agents, resulting in either bodily or personal injury or property damage to any individual, firm, or corporation. 16. Disclosure: The Keys Communication Group Inc. shall be required to list any or all potential conflicts or interest, as defined by Florida Statute 112 and Monroe County Code. The Keys Communication Group Inc. shall disclose to the BOCC 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 BOCC and TDC. 17. Assignment: The Keys Communication Group Inc. 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 BOCC. 18. Compliance with laws - Nondiscrimination: The Keys Communication Group Inc. shall comply with all federal, state and local laws 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 federal, state, and local laws and ordinances. 19. Force Majeure: The Keys Communication Group Inc. shall 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 the control of any of its subcontractors or suppliers, Key West Theatre Festiva12002c 4 including labor dispute, strike, labor shortage, war or act of war whether an actual declaration thereof if made or not, insurrection, sabotage, riot or civil commotion, act of public enemy, epidemic, quarantine restriction, accident, fire, explosion, storm, flood, drought or other act of God, act of any governmental authority, jurisdictional action, or insufficient supply of fuel, electricity, or materials or supplies, or technical failure where the the Keys Communication Group Inc. has exercised reasonable care in the prevention thereof, and any such delay or failure shall not constitute a breach of the Agreement. Upon demand of TDC or BOCC, the Keys Communication Group Inc. must furnish evidence of the causes of such delay or failure. BOCC shall not pay for any services or activities, promotional or otherwise, connected with an event produced after the date(s) described in paragraph 1 and Scope of Services. 20. Governing LawNenue: This Agreement shall be governed and construed by and in accordance with the laws of the State of Florida and the County of Monroe and Federal law. Venue for any dispute concerning this Agreement shall be in Monroe County. 21. Security Protection: The Keys Communication Group Inc. agrees to provide adequate security for the event. No TDC funds will be used for this purpose. 22. Ownership: All advertising and promotion work performed under the agreement and paid for by the BOCC and TDC shall be the property of the BOCC and TDC, for whatever use and/or disposition the BOCC and TDC may deem appropriate. 23. Media rights: The TDC shall have the right to broadcast, rebroadcast, use, reproduce or transmit for any purpose whatsoever, radio, television, pictures, sound, film and tape motion pictures and still photographs paid by the BOCC and TDC under this agreement. 24. Logo: All promotional literature and display advertising with the exception of generic advertising must display the "Florida Keys & Key West, Monroe County Tourist Development Council Come As You Are" logo/trade mark (as per enclosed). This logo/trade mark was adopted by the TDC and County in November 2000. No re-imbursement will be provided to those entities utilizing the old logo/trade mark "Florida & Key West Come as you are". 25. Severability: 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. 26. Authority: Each of the signatories for the sponsor below certifies and warrants that: a) The sponsor's name in the agreement is the full name as designated in its corporate charter, and b) they are empowered to act and agreement for the sponsors and c) this agreement has been approved by the sponsor's Board of Directors. Key West Theatre Festival 2002 5 27. Ethics Clause: The Keys Communication Group Inc. warrants that it has not employed, retained or other wise 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. 28. Public Entity 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 Section 287.017, for CATEGORY TWO for period of 36 months from the date of being placed on the convicted vendor list." 29. Entire Agreement: The parties agree that the Agreement above constitutes the entire agreement between the BOCC and the Keys Communication Group Inc. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written. (SEAL) Keys Communication Group Inc. d/b/a Key West Theatre Festival, Inc.. By (SEAL) Attest: DANNY L. KOLHAGE, Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By Deputy Clerk By Mayor/Chairman Key West Theatre Festival 2002 6 EXHIBIT A SUMMARY TOURIST DEVELOPMENT COUNCIL APPROVED BUDGET BREAKDOWN FISCAL YEAR 2001/2002 EVENT NAME KEY WEST THEA TRE FESTIVAL DIRECT MAIL & POSTAGE $ 1,000 BROCHURES, POSTERS, PROGRAMS & PRODUCTIO$ 7,500 PUBLIC RELATIONS $ 2,500 MEDIA ADVERTISING $ 12,500 T-SHIRTS, CAPS, JACKETS *GENERAL - NON-ALLOCATED $ 547 TOTAL: $ 24,047 *GENERAL NON-ALLOCATED IS NOT TO EXCEED 15% OF THE AMOUNT A WARDED BY THE MONROE COUNTY TOURIST DEVELOPMENT COUNCIL FOR THIS SPECIFIC EVENT. THf [lORIDA KHS & KfY WfST MONROf COUNTY TOURIST DfVfLOPMfNT COUNCil CfJW3 (j~ '/fJU (jre,1?) 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