Item D09
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: OCTOBER 15. 2003
Division:
TDC
Bulk Item: Yes ~ No
Department:
AGENDA ITEM WORDING:
Approval of Mr. Joe Dowda as a District V Dive Umbrella Representative to
replace Mr. Todd Firm who was appointed as a Tourist Development Council
Representative.
ITEM BACKGROUND:
The original agreement with KADO stipulates that all new members need to be
approved by TDC/SOCC.
TDC to approve same at their meeting of October 1, 2003.
PREVIOUS REVELANT BOCC ACTION:
SOCC approved original agreement at their meeting of July 21, 1999.
SOCC approved Amendment to agreement at their meeting of June 19, 2002.
CONTRACT/AGREEMENT CHANGES:
New Member
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $ NO COST
BUDGETED: Yes ~ No
COST TO COUNTY: NO COST
SOURCE OF FUNDS: TDC
REVENUE PRODUCING: Yes X- No
AMOUNTPERMONTH_ Year
APPROVED BY: County Ally ~ OMB~~gement l
DIVISION DIRECTOR APPROVAL:
(Lynda Stuart)
DOCUMENT A TION:
Included X
To Follow_
Not Required_
DISPOSITION:
AGENDA ITEM #/-:7)9
/
Revised 2/27/01
Pacini-Maxine
From:
Sent:
To:
Subject:
info [info@divekeywest.com]
Friday, September 19, 2003 12:56 PM
adm inasst@f1a-keys.com
FWD: Dive Umbrella Replacement
---------- Original Message -------------------_______________
From: "info" <info@divekeywest.com>
Reply-To: <info@divekeywest.com>
Date: Fri, 19 Sep 2003 08:47:01 -0500
Hello Maxine We would like to have JOE DOWDA as a replacement for Todd
Firm for the District 5 Dive Umbrella Rep. Joe's contact info is as
follows. Joe Dowda, Horizon Divers, 43 Gumbo Limbo Ave., Key Largo, FL
33037 Phone 453-3535 Fax 453-3511 Email Joe@horizondivers.com
If you have any quesitions or need additional info please call me at 296-
3823. Thanks Bob Holston
1
ADDENDUM TO AGREEMENT
THIS ADDENDUM is entered into this / tJ -# day of ",--1 u rye ,2002, by
and between the BOARD OF COUNTY COMMiSSIONERS, Monroe County, Florida,
hereinafter referred to as the COUNTY and Keys Association of Dive Operators,
hereinafter referred to as KADO;
WITNESSETH
WHEREAS, there was a contract entered into on July 21, 1999, between the
parties, to act as a County wide Dive Umbrella to make recommendations to the TOe
and BOCC concerning funding for Tourism related Diving advertising and promotional
activities; and
WHEREAS, original agreement allows for an extension of agreement for an
additional (2) two year period beyond the initial award period;
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
the parties agree to hereby amend the agreement entered into on July 21, 1999, as
follows:
<...,.,J. Paragraph 1. TERM, shall read, there shall be an additional term of this
codffa~fora period of two (2) years commencing October 1, 2002 and terminating on
Septer:nb~t30, 2004;
. " "2..The remaining provisions of the contract dated July 21, 1999 shall remain
"in f~IH9rc~'!3Hd effect.
,'j:'
<.'-:.~~ c ~-;
, ~ -,' " "c- ,_ c
Board of County C~iSSioners of
Monroe County
BY:
Mayor/Chairman
(CORPORATE SEAL)
Attest:
Keys Association of Dive Operators
BY:
Witness
Witness
BY
DATE
J
DIVE UMBRELLA CONTRACT
THIS AGREEMENT is entered into this;)'l ~ day of "\r\4\ y
1999, by and between the BOARD OF COUNTY COMMISSIONERS, Monroe County,
Florida, hereinafter referred to as the SOCC and KEYS ASSOCIATION OF DIVE
OPERATORS, hereinafter referred to as KADO;
WITNESSETH
WHEREAS, the County wishes to enter into this agreement with KADO, so that
KADO will act as a County wide Dive Umbrella to make recommendations to the TDC
and SOCC concerning funding for Tourism related Diving advertising and promotional
activities,
1. Term: The term of this Agreement is for a period of thirty-six (36) months
commencing October 1, 1999 and terminating September 30, 2002 with
one (1) option to extend for a two (2) year period.
2. Scope of Services: KADO will provide the following services:
A. KADO shall budget, coordinate and recommend to the TDC with
respect to diving:
1. All media placement advertising for Florida Keys Diving
industry.
2. Any event to be sponsored by the TDC
3. Assist with the public relations for the Florida Keys Diving
Industry.
B. KADO while acting as Dive Umbrella shall represent all Florida
Keys diving Industry.
C. KADO shall establish and administer policies and procedures which
will distribute on an equitable district-wide basis those monies
recommended for all qualified diving activities.
D. The Dive Umbrella may solicit sponsors for programming and
events to contribute sponsorship funds toward the operating
expenses for member diving events and activities. No TDC funds
will be used to cover administrative or operating costs.
E. All Dive Umbrella meetings will be open to the public and properly
noticed under the same rules as required for all governmental
meetings under F.S. 286.011.
F. KADO may provide research information and contribute statistics
and scientific information for the TDC and the dive industry.
G. Monroe County BOCC and TOC will fund through its Advertising
and Public Relations agencies of record costs of promotion and
advertising: (a) directly to vendors upon receipt of properly
approved invoices or (b) reimburse KAOO and/or its members upon
receipt of properly approved paid invoices and evidence of
payment subject to availability of funds.
H. Composition of Dive Umbrella - See Exhibit A.
3. Funding: a) The TOC/BOCC will allocate to the Dive Umbrella funding
amounts for advertising, sales, events, public relations and other
promotional activities on an annual basis during the budget process.
Budget funding is subject to availability of TOC funds. Of said amount the
allocation between promotion and events shall be at the discretion of the
TOC, approved at the beginning of the contract and, thereafter, at the
beginning of each fiscal year of the contract. The recommendations of the
Dive Umbrella Committee shall be submitted to the TOC for consideration
prior to adoption of TOC annual budget each year, but Dive Umbrella has
no final authority to require TOC to adopt its recommendations. TOC will
then make recommendations to the BOCC for allocation of funds for
approval. Event funding shall be allocated according to the ratios of
district tourist development tax revenues and is contingent upon
availability of TOC funds.
4. Termination: The contract can be terminated by either party with or
without cause with 60 days notice. BOCC may terminate immediately for
cause pursuant to paragraph 7, below. If not otherwise terminated, the
contract shall end on September 30, 2002.
5. Accounting: Records of KAOO pertaining to this project shall be kept on
generally recognized accounting principals, acceptable to Monroe County,
and shall be available to the BOCC or to an authorized representative for
audit recommended by TOG and approved by BOCC.
6. Modification: Additions to, modification to or deletions from the provisions
set forth in this contract shall be effective only in writing and approved by
BOCC.
2
7. Breach of Services: The parties agree to full performance of the
covenants contained in this contract, and the BOCC reserves the right at
its discretion, provided such breach is material, to terminate the services
provided in this contract for any misfeasance, malfeasance, or
nonperformance of the contract terms or negligent performance of the
contract terms by KADO.
8. Indemnification and Hold Harmless: KADO agrees to indemnify and
hold Monroe County harmless for any and all claims, liability, losses and
causes of action which may arise out of its fulfillment of the agreement. It
agrees to pay all claims and losses, and shall defend all suits filed due to
the negligent acts, errors or omissions of KADO employees and/or
agents.
9. Taxes: The BOCCITDC is exempt from Federal Excise and State Florida
Sales Tax.
10. Finances Charges: The BOCCITDC will not be responsible for any
finance charges.
11. Relation of BOCCITDC: It is the intent of the parties hereto that KADO
shall be legally considered as an independent contractor and that neither
it nor its employees or agents shall, under any circumstance, be
considered servants or agents of the BOCCITDC and shall at no time be
legally responsible for any negligence on the part of said successful
proposer, its employees or agents, resulting in either bodily or personal
injury or property damage to any individual, firm, or corporation.
12 Disclosure: The proposer shall be required to list any or all potential
conflicts of interest, as defined by Florida Statute 112 and Monroe County
Ethics Ordinance. The proposer shall disclose all actual or proposed
conflicts of interest, financial or otherwise, direct or indirect, involving any
client's interest which may conflict with the interests of the BOCCITDC.
13. Assignment: KADO shall not assign, transfer, convey, sublet or otherwise
dispose of this proposal, or of any or all of its right, title or interest therein,
or his or its power to execute such contract to any person, company or
corporation without prior written consent of the BOCCITDC.
3
14. Compliance with Laws - Nondiscrimination: KAOO 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.
15. Force Majeure: KAOO 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, 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 KAOO has exercised reasonable care
in the prevention thereof, and any such delay or failure shall not constitute
a breach of this Agreement.
16. Governing LawNenue: This Agreement shall be governed and construed
by and in accordance with the laws of the State of Florida and constitutes
the entire agreement between the BOCC and KAOO. Venue of any court
action filed relative to this agreement shall lie in Monroe County, Florida.
4
17. Antisolicitation: KAOO warrants that no person has been employed or
retained to solicit or secure this contract upon an agreement or
understanding for a commission, percentage, brokerage, or contingent fee
and that no member of the Monroe County government or the TOC has
any interest, financially or otherwise in KAOO or its subcontractors.
18. Severability: If any provision of the Agreement shall be held by a Court of
competent jurisdiction to be invalid or unenforceable, the remainder of this
Agreement, or the application of such provision other than those as to
which it is invalid or unenforceable, shall not be affected thereby; and
each provision of the Agreement shall be valid an enforceable to the
fullest extent permitted by law.
19. Notice: Any notice required or permitted under this Agreement shall
be in writing and hand-delivered or mailed, postage prepaid by certified
mail, return receipt requested, to the other party as follows:
For KADO
Mr: Spencer Slate
Atlantis dive Center, Inc.
51 Garden Cove Drive, MM 106.5
Key Largo, FL 33037
To TDC/County:
Administrative Office
MCTDC
3406 N. Roosevelt Blvd., Suite 201
Key West, FL 33040-4266
TOC/County shall give notice to Provider of any meetings on which is an
agenda item pertaining to Dive Umbrella.
20. Ethics Clause: Contractor warrants that he/it has not employed retained
or otherwise had act on his/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 COU NTY may, at its
discretion terminate this contract without liability and may also, at its
discretion, deduct from the contract 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.
5
21. "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 a period of 36 months from the date of being placed
on the convicted vendor list."
IN WII.~.g~s WHEREOF, the parties have executed this agreement the day and year
.c",I. . -' '. .'.......
fif~&:Wf1tten.
;'~I :...~~'\:[ff.;;~>~...
l..~.,. ., V'\~.'. .;;'..," \~.'."
,. ;'" . i"" ';\;~<:.,., l ,.'\
C. ' ). t....
i' ,"-~ ....- ". - ".' (
'J\ttest:;;.
(SEAL)
Attest:
(S~AL)
r~?;~~~
~ oEPury,.elEAK -
e s Association of Dive
Operators
Clerk
'-..::>...!l...._~ __~ .. ~
MONROE COUNTY BOARD OF
COUNTY COMMISSIONERS
6
EXHIBIT A
RECOMMENDA TION COMMITTEE
The Recommendation Committee of the KADO Dive Umbrella is comprised of five (5)
members, with one member representing each of the five TDC districts throughout the
Florida Keys. Each member shall be engaged in business in the district which said
member represents, such business being related to the diving industry. The members
shall be appointed by KADO and confirmed by the TDC and SOCC.
As of the commencement of the contract effective October 1, 1999, the members shall
be:
District I
CECE ROYCROFT
District I I
MARYANNE ROCKETT
District III
RICK FROTMAN
District IV
GLORIA TEAGUE
District V
TODD FIRM
Upon the cessation of operations of a member's diving related business in the District
for which appointed, a member shall be immediately terminated from the
Recommendation Committee and KADO shall appoint a replacement and process the
appointment for TDC/SOCC approval. Additionally, KADO may request approval from
TDC/BOCC for a replacement member of the Recommendation Committee for any
reason it deems appropriate.
7