Item D2
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: APRIL 20, 2005
Division:
TDC
Bulk Item: Yes ~ No
Department:
Staff Contact Person: Maxine Pacini
AGENDA ITEM WORDING:
Approval to advertise a Request for Proposal for a County Wide Website Provider for the Monroe
County Tourist Development Council (TDC).
ITEM BACKGROUND:
TDC approved same at their meeting of March 8,2005
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT! AGREEMENT CHANGES:
STAFF RECOMMENDATIONS:
Approval
TOTAL COST: $
BUDGETED: Yes ~ No
COST TO COUNTY: $
SOURCE OF FUNDS:
TDC
REVENUE PRODUCING: Yes ~ No
AMOUNT PER MONTH_ Year
APPROVED BY: County Atty ~
(Lynda Stuart)
DIVISION DIRECTOR APPROVAL:
DOCUMENTATION:
Included X
Not Required_
DISPOSITION:
AGENDA ITEM #
Revised 2/05
NR E C UNTY B RD F C UN
C ISSi NERS
RE UEST F R PR P S lS
WEBSITE PROVIDER
MONROE COUNTY TDC
Mr. Matt Babich, Chairman
Mr. Todd Firm
Ms. June Helbling
Mr. Michael Ingram
Mr. Robert Padron
Commissioner Edwin Scales, III
Mr. Scott Simmons
Mayor Dixie Spehar
Ms. Christina Weinhofer
Marketing Director
Harold Wheeler
I responses submitted to
addressed received no later
is solicitation should be
at 11: a. . J ne 2005 at:
Monroe , Florida
1100 Simonton
F!o!"tda 33040
Room 2=213
Attentio!1 :
FOR PROPOSALS: WEBSITE PROVIDER
NOTICE OF CALUNG FOR PROPOSALS
NOTICE IS HEREBY GIVEN TO PROSPECTIVE PROPOSERS that on June 9)
2005 at no later than 11 :00 a.m. The Monroe County Purchasing Office will
receive sealed Proposals for the following:
Request for Proposals - A COUNTY Wide Website Provider for the Monroe
County Tourist Development Council (TDC)
Specifications and Proposal Documents may be requested from
DemandStar by Onvia by calling 1-800-711-1712 or by going to the website
at www.demandstar.com All questions pertaining this solicitation regarding the
Request for Proposal should be directed to the Administrative Office of the TDC,
(305) 296-1552. Any addenda to this Request for Proposals (RFP) shall be
distributed to vendors on the list of Demandstar distributees for this RFB.
All Proposals must be received by the Monroe County Purchasing Office on or
before 11 :00 a.m on June 9, 2005. No waivers shall be allowed for responses
which have not been submitted to the COUNTY Purchasing Department by 11 :00
a.m. on the deadline date.
Proposers must submit two (2) signed originals and thirteen (13) complete copies of
each response in a sealed envelope clearly marked on the outside: "Sealed Proposal
for Request for Proposals for a COUNTY Wide \V ebsiteProvider for the Monroe
County TDC", addressed and delivered to:
Purchasing Office, 1100 Simonton Street, Room 2-213, Key West, Florida 33040
All responses must remain valid for a period of ninety (90) days. The Board will
automatically reject the response of any person or affiliate who appears on the
convicted vendor list prepared by the Department of General Services, State of
Florida, under Section 287.133(3)(d), F.S. (1997).
Contract award will be by the Monroe County Board of County Commissioners to
the entity whose response is deemed by the BOCC, upon recommendation of the
Monroe County TDC, to be in the best interest of Monroe County.
Dated at Key West, Florida, this
day of
,2005.
2
SECTION ONE
Instruction to Proposers
SECTION
General Terms and Conditions
TABLE OF CONTENTS
Page
4
12
SECTION THREE
Terms and Conditions Specific to rVehsite Provider RFP
SECTION FOUR
Draft Contract
SECTION FIVE
Insurance Requirements
SECTION SIX
Request for Proposal Checklist
14
16
27
33
3
SECTION ONE
INSTRUCTION TO PROPOSERS
1.01 DESCRIPTION
The Proposer awarded a Contract shall provide Website Provider services for the Monroe County
Tourist Development Council (TDC). The Contract will provide for the Website Provider to act as a
Provider to the Monroe County TDC (TDC) that shall provide services as outlined within Specifications
in section III of this RFP.
1.02 COPIES OF PROPOSAL DOCUMENTS
A. Only complete sets of Proposal Documents will be issued and shall be used in preparing
responses. The COUNTY does not assume any responsibility for errors or
misinterpretations resulting from the use of incomplete sets.
B. Complete sets of Proposal Documents may be obtained in the manner and at the location
stated in the Notice of Calling for Proposals.
1.03 PROPOSAL REQUIREMENTS
The two (2) original responses, marked "Original" and thirteen (13) copies marked "Copy" [fifteen
(15) Complete packages] of the Proposal must be received.
1.04 DISQUALIFICATION OF PROPOSERS
A. NON-COLLUSION AFFIDA VIT: Any person submitting a Proposal in response to this
invitation must execute the enclosed NON-COLLUSION AFFIDAVIT. If it is
discovered that collusion exists among the Proposers, the Proposal of all participants is
such collusion shall be rejected, and no participants in such collusion will be considered
in future Proposals for the same work.
B. PUBLIC ENTITY CRIME: A person or affiliate who has been placed on the convicted
vendor list following a conviction for a public entity crime may not submit a Proposal on
a Contract to provide any goods or services to a public entity, may not submit a Proposal
on a Contract with a public entity for the construction or repair of a public building or
public work, may not submit Proposals on leases 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 of36 months from the date of being
placed on the convicted vendor list.
C. DRUG-FREE WORKPLACE FORi\1: Any person submitting a Proposal in response to
this invitation must execute the enclosed DRUG-FREE WORKPLACE FORM and
submit it with his Proposal. Failure to complete this form in every detail and submit it
with your Proposal may result in immediate disqualification of your Proposal.
4
D. PROPOSALS RECEIVED AFTER DEADLINE: Any Proposal submitted after the RFP
deadline of June 9, 2005 at 11 :00 a.m. will automatically be disqualified.
1.05 E~.\MINATION OF RFP DOCUMENTS
A. Each Proposer shall carefully examine the Request for Proposal (RFP) and other Contract
documents, and inform himself thoroughly regarding any and all conditions and
requirements that may in any manner affect cost, progress, or performance of the work to
be performed under the Contract. Ignorance on the part of the Proposer will in no way
relieve him of the obligations and responsibilities assumed under the Contract.
B. Should a Proposer find discrepancies or ambiguities in, or omissions from, the
specifications, or should he be in doubt as to their meaning, he shall at once notify the
COlJNTY.
1.06 INTERPRETATIONS, CLARIFICATIONS, AND ADDENDA
No oral interpretations will be made to any Proposer as to the meaning of the Contract documents. Any
inquiry or request for interpretation received seven (7) or more days prior to the date fixed for opening
of responses will be given consideration. All such changes or interpretation will be made in writing in
the form of an addendum and, if issued, will be mailed or sent by available means to all known
prospective Proposers prior to the established Proposal opening date. Each Proposer shall acknowledge
receipt of such addenda in the space provided in the response form attached to the Proposal document.
In case any Proposer fails to acknowledge receipt of such addenda or addendum, his response will
nevertheless be construed as though it had been received and acknowledged and the submission of his
response will constitute acknowledgment of the receipt of same. All addenda are a part of the Proposal
documents and each Proposer will be bound by such addenda, whether or not received by him. It is the
responsibility of each Proposer to verify that he has received all addenda issued before responses are
opened.
Written portions of all Proposals become the property of the Monroe County TDC upon receipt and
will not be returned to Proposer. The Monroe County TDC shall have the right to use all ideas or
adaptations of the ideas contained in any Proposal received in response to this RFP. Selection or
rejection of the Proposal will not affect this right.
All Proposals received will be reviewed by the Monroe County TDC Selection Committee. The
Selection Committee will recommend that no more than three (3) of the agencies submitting a Proposal
be invited to make an oral/visual presentation. The presentation will be made to the Monroe County
TDC during an open meeting on Tuesday, July 12,2005, in Key West, FL. Finalists will be informed
of the exact time and venue of presentation.
1.07 GOVERNING LAWS AND REGULATIONS
The Proposer is required to be familiar with and shall be responsible for complying with all federal,
state, and local laws, ordinances, rules, and regulations that in any manner affect the work.
5
1.08 PREPARATION OF RESPONSES
Signature of the Proposer: The Proposer must sign the response forms in the space provided for the
signature. If the Proposer is an individual, the words "doing business as ", or "Sole
O\\lJ1er" must appear beneath such signature. In the case of a partnership, the signature of at least one of
the partners must follow the FIRM name and the words "Member of the FIRM" should be written
beneath such signature. If the Proposer is a corporation, the title of the officer signing the Proposal on
behalf of the corporation must be stated along with the Corporation Seal Stamp and evidence of his
authority to sign the Proposal must be submitted. The Proposer shall state in the response the name and
address of each person interested therein.
1.08.1 SUBMISSION OF RESPONSES
A. Two (2) signed originals and thirteen (13) copies of each response shall be submitted. No
waivers shall be allowed for responses which have not been submitted to the COUNTY
Purchasing Department by 11 :00 a.m. on the deadline date.
B. The response shall be submitted in a sealed envelope, which shall be marked so as to
clearly indicate its contents and the name of the Proposer. If forwarded by mail, the
above-mentioned envelope shall be enclosed in another envelope addressed to the entity
and address stated in the Notice of Calling for Proposals, and preferably by special
delivery, registered mail; if forwarded otherwise than by mail, it shall be delivered to the
same address. Responses will be received until the date and hour stated in the Notice of
Calling for Proposals.
C. Each Proposer shall submit with their Proposal the required evidence of their
qualifications and experience.
D. Finalists will be notified in writing after the Selection Committee reviews and selects no
more than three (3) applicants to make presentations to the TDC on July 12,2005 in Key
West, Florida.
1.09 CONTENT OF SUBMISSION
The Proposal submitted in response to this Request for Proposal (RFP) shall be typed on 8-1/2" x 11"
white paper and bound; shall be clear and concise and provide the information requested herein.
Statements submitted without the required infoffi1ation will not be considered. Responses shall be
organized and sections tabbed. Since oral presentations or demonstrations may not be solicited, the
Proposer should not withhold any information from the written response. Each Proposer must submit
adequate documentation to certify the Proposer's compliance with the COUNTY's requirements.
Proposer should focus specifically on the information requested. Additional information, unless
specifically relevant, may distract rather than add to the Proposer's overall evaluation.
6
We advise Proposer should review the Specifications
and Specific Conditions referred to in Section this RFP to ensure capabilit}' to
Scope of Services required by the 1\'tonroe County TDe.
The Proposal
be set
as follows:
A. Cover Pa2e
A cover page that states "REQUEST FOR PROPOSALS FOR WEBSITE PROVIDER SERVICES."
The cover page should contain name, address, telephone number of Proposer that is authorized to do
business in the State of Florida, and the name of the Proposer's contact individual or corporate officer
authorized to execute Contracts.
B. Tabbed Sections
Tab 1. Narrative Self-Analysis
The Proposer should provide a brief description of the Proposer's agency, date of establishment,
ownership, organizational structure, and mission statement.
The Proposer should provide a summary of any industry awards or recognition given to the agency,
preferably for tourism promotion.
After review of the Monroe County TDC's current website www.fia-keys.com. Proposer should provide
a brief narrative self-analysis of its strengths, weaknesses, and how each will impact the performance of
the Contract based on the scope of services and review of current website.
Tab 2. References
Each Proposer shall provide references for which the Proposer has provided the same or similar services
during the past three (3) years. Each reference shall include, at a minimum:
Name and full address of reference organization
Name of contact person for Contract
Telephone number(s)
Date of initiation of Contract with reference
Brief summary comparing the referenced services to these proposed services
Tab 3. Account Information
Proposer shall provide the following information:
a) Brief description of the agency's intemational, national and statewide accounts
b) List the largest private sector current accounts. Briefly describe the types of services rendered
for each account
c) List and briefly describe website accounts relative to the travel and tourism industry.
d) For any current govemmental accounts, list and describe the services rendered.
e) Provide a statement to show the agency's willingness, if awarded a Contract and if there should
be a conflict between Monroe County and an existing account, to consider terminating the
existing account.
7
Tab 4. Financial Statements, Accounting and bookkeeping procedures
Proposer shall submit a financial statement and company account for all revenues and expenses related
to the provision of services under this Contract pursuant to generally accepted accounting principles.
Proposer shall provide the following:
a) A set of financial statements (Cash Flow, Income and Expenditure, Balance Sheet), preferably
with an audit opinion, for each of the two most recent fiscal years;
b) A statement as to whether accounting for billing purposes is performed in-house or by a
Contracted accountant;
c) A statement regarding the Proposer's ability to respond to government purchase orders; and
d) A statement outlining the procedures normally used to issue invoices in the billing of services for
the TDC.
Tab 5. Staff Information
a) Proposer shall include a list of the proposed technical staff positions, and describe each of their
qualifications and experience, that will be dedicated to the account if awarded this Contract. The
listing shall include any staff who shall provide services which will be established to review,
evaluate and make recommendations regarding the services, as more fully described in Section
Three of the RFP.
b) Proposer shall submit number of sales staff and outline how staff will adequately sell advertising to
the Tourism Industry throughout Monroe County (Florida Keys).
c) List the total number of staff with qualifications and experience, and list the number and type of
minorities, using the Federal definitions, included in the staff.
Tab 6. Service capability to Monroe County
a) Describe agency administrative facilities
b) Provide agency web site address for review
c) Provide information of location of the closest office available to Monroe County TDC
administrative office. If outside the State of Florida, state if the agency would be willing to locate a
sufficiently staffed office in Monroe County or otherwise propose an anticipated method of
servicing the account.
d) Provide statement acknowledging that the agency would agree not to represent any new
tourism/destination clients without the approval of the Monroe County Tourist Development
Council.
e) Provide copies of documentation showing authorization to do business in the State of Florida
Tab 7. Compensation
a) The Proposer shall provide all services and support as listed in the Scope of Services at no
charge to COUNTY or TDC in exchange for the exclusive right of advertising revenues generated from
the website. The TDC shall have the right to place sponsorship or partnership logo signature on the site.
The logo signature(s) in a mutually agreed upon format and location will be at no cost to the TDC.
The Proposer may charge the COUNTY for special projects approved by the TDC or Director
outside the scope of services such as new site enhancements which require the Proposer to pay for the
teclmology, equipment and production costs needed for use. These special projects shall be paid for
through normal COUNTY purchase order procedures.
8
b) Bandwidth Service - Proposer will be paid on an annual basis, a fee for the service providing
electronic brochures and downloading of videos from the website. The website averages 1,100
gigabytes (1.1 terabytes) of aggregate bandwidth transfer per month with great spike tluctuations
occurring with certain events or news. Proposer shall have enough bandwidth capacity to handle this
average load in addition to having immediate access to additional bandwidth capacity as such peak times
or events dictate. If the downloads should exceed one million brochures in anyone year, the fixed
annual fee may to be adjusted to compensate for the added bandwidth usage. Monroe County's
performance and obligation to pay under this Contract is contingent upon an annual appropriation by the
BOCe.
Compensation will be discussed during finalist presentations and final decision made during Contract
negotiations. There are advertising sales guidelines established within Exhibit A of the Draft Contract.
Tab 8. Pending Litigation
The Proposer shall describe any pending litigation in which the Proposer is involved as a result of
provision of any services which are described herein.
Tab 9. COUNTY Proposal forms
Proposer shall complete and execute the Proposal forms specified below and found at the designated
pages in this RFP, and shall include them in the section tabbed 11:
Response Form
Non-Collusion Affidavit
Ethics Clause
Drug Free Workplace
Pages
29
30
31
32
Copies of all professional and occupational licenses shall be included in this section.
Tab 10. Other Information
Provide any additional information which will present evaluators with insight about the qualifications,
fitness and abilities of Proposer.
Tab 11. Request for Proposal Checklist
Please review and complete the Request for Proposal Checklist (page 33) included in this RFP. Those
applicants not submitting all items requested will automatically be disqualified.
1.10 MODIFICATION OF RESPONSES
A. Written modification will be accepted from Proposer only if addressed to the entity and
address indicated in the notice of calling for Proposals and received prior to Proposal due
date and time.
B. A Proposer may modify his response by telegraphic communication at any time prior to
the scheduled closing time for receipt of responses, provided such telegraphic
communication is received prior to the closing time, and provided further, the COUNTY
9
is satisfied that a v-rntten confirmation of the telegraphic modification over the signature
of the Proposer was mailed prior to the closing time. The telegraphic communication
should provide the addition or subtraction or other modification. If written confirmation
is not received within two (2) days from the closing time, no consideration will be given
to the telegraphic modification.
1.11 RESPONSIBILITY FOR RESPONSE
The Proposer is solely responsible for all costs of preparing and submitting the response, regardless of
whether a Contract award is made by the COUNTY.
1.12 RECEIPT AND OPENING OF RESPONSES
Responses will be received until the designated time and will be publicly opened and read aloud at the
appointed time and place stated in the Notice of Calling for Proposals. Monroe County's representative
authorized to open the responses will decide when the specified time has arrived and no responses
received thereafter will be considered. No responsibility will be attached to anyone for the premature
opening of a response not properly addressed and identified. Proposer or their authorized agents are
invited to be present.
1.13 DETERl'\1INA TION OF SUCCESSFUL PROPOSER
The COUNTY reserves the right to reject any and all responses and to waive teclmical errors and
irregularities as may be deemed best for the interests of the COUNTY. Responses which contain
modifications, are incomplete, unbalanced, conditional, obscure, or which contain additions not
requested or irregularities of any kind, or which do not comply in every respect with the instruction to
Proposers, and the Contract documents, may be rejected at the option of the COUNTY.
1.14 AWARD OF CONTRACT
A. If the award of a Contract is annulled, the COtJNTY may award the Contract to another
Proposer or the work may be re-advertised or may be performed by other qualified
personnel as the COUNTY decides.
B. A Contract will be awarded to the Proposer deemed to provide the services which are in
the best interest of the COlJNTY.
C. The COUNTY also reserves the right to reject the response of a Proposer who has
previously failed to perform properly or to complete Contracts of a similar nature on
time.
D. The recommendations of the TDC, will be presented to the Board of County
Commissioners of Monroe County, Florida, for final approval of Contract.
10
1.15 EXECUTION OF CONTRACT
The Proposer to whom a Contract is awarded will be required to return to the COUNTY five (5)
executed counterparts of the prescribed Contract together with the required certificates of insurance.
1.16 INSURANCE
The Proposer shall defend, indemnify and hold harmless the COUNTY as outlined on the attached form
identified as TCS 1.
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SECTION T\VO
GENERAL TERMS AND CONDITIONS
2.01 DEFINITIONS
Wherever used in these General Conditions or in the other Contract documents the tenns below have the
meanings indicated which are applicable to both the singular and plural thereof. The use of the tenns
"he," "him," "himself," or "his" shall refer to male and female persons alike and should not be construed
as derogatory or discriminatory to female persons.
RFP - Abbreviation for Request for Proposal
Addenda - Written or graphic instruments issued prior to the opening of Proposals which clarify,
correct, or change the Proposal documents or the Contract documents.
Proposal Documents - The advertisement or invitation calling for Proposals, instructions, and fonns
contained in this Request for Proposals (Response Form, Non-Collusion Affidavit, Lobbying and
Conflict of Interest Clause, Drug Free Workplace) and the proposed Contract documents (including all
addenda issued prior to receipt ofresponses).
Contract Documents - The Proposal documents, agreement, addenda (which pertain to the Contract
documents), the Proposer's Proposal or response (including documentation accompanying the response
and any post-response documentation submitted prior to the notice of award) when attached as an
exhibit to the Contract, these General Conditions, together with all amendments, modifications, and
supplements.
Compensation - Compensation will be discussed during finalist presentations and final decision made
during Contract negotiations.
Contract Time - The Contract shall be in force and binding on the COUNTY and the FIRM for a period
of three (3) years with an option extend for additional two (2) year period from the effective date of the
Contract.
TDC - Abbreviation for the Monroe County Tourist Development Council
FIRM - Entity with whom the COUNTY enters into a Contract
Contractor - The person, FIRM, or corporation with whom the COlJNTY has entered into the
Contract.
Effective Date of the Contract - The date indicated in the Contract on which it becomes effective, but
if no such date is indicated it means the date on which the Contract is signed and delivered by the last of
the two parties to sign and deliver.
Laws and Regulations; Laws or Regulations Federal, State and local Laws, rules, regulations,
ordinances, codes and/or orders.
12
Notice of Award - The written notice to the apparent successful Proposer stating that upon compliance
by the apparent successful Proposer with the conditions precedent enumerated therein, within the time
specified, the COUNTY will sign and deliver the Contract.
COUNTY - The Monroe County Board of Commissioners with whom the FIRM has entered into the
Contract and for whom the work is to be provided.
Specifications - Those portions of the Contract documents consisting of written technical descriptions
of materials and services required under the Contract
Written Amendment - A written amendment of the Contract documents, signed by the COuNTY and
the FIRL\1 on or after the effective date of the Contract.
Failure to Execute Required Forms - Failure to execute the required forms shall result in entity being
disqualified and the response will be rejected.
2.02 PROPOSER'S RESPONSIBILITIES
2.02.1 Supervision and Personnel
The Proposer shall supervise and direct the work competently and efficiently, devoting such attention
thereto and applying such skills and expertise as may be necessary to perform the work in accordance
with the Contract documents.
2.02.2 Parts, Materials, and Equipment
Unless othenvise specified in the Contract, the Proposer shall furnish and assume full responsibility for
all services, materials, equipment, labor, transportation, machinery, tools, and all other incidentals
necessary for the completion of the work.
2.02.3 Taxes
The Proposer shall pay all sales, consumer, use and other similar taxes required to be paid by the
Proposer in accordance with the laws and regulations of the place of the project which are applicable
during the performance of the work.
2.02.4 Compliance with Laws
The Proposer shall comply with all applicable laws and regulations of federal, state and local
governments.
13
SECTION THREE
SPECIFICATIONS, SPECIFIC CONDITIONS
JflEBSITE PROVIDER
A. Key Personnel: This Contract is a '''rofessional services Contract" with the expectation that
principal personnel will be performing the services. A list of the principal personnel will be given to
the TDC for their record and the TDC shall be informed of any changes in personnel.
B. At least one account manager(s) shall meet with the Momoe County TDC (TDC) at all regularly
scheduled meetings of the TDC and at any other times as directed by the TDC.
C. The FIRM agrees to assign a Website Account Manager who will devote such time and effort as
necessary to the account on a priority basis, including full time and emergency situations when
required. Duties of the Account Manager or FIRM's assigned representative will include contact as
required with the Chairman of the TDC and Marketing Director or other designee. Other duties
include consultations with TDC staff, TDC Advisory Committees from the five districts and
Umbrella Committees within the Keys as directed by the TDC; participation in, and coordination of
other related areas of tourism development as it relates to the development of an effective website
marketing program to the TDC as designated in Section D. within the Scope of Services.
D. The FIRM agrees to the following services:
1. The FIR1\1 shall design, program and maintain host site (the WorldWideWeb) for the COUNTY on
behalf of the TDC who retains all approvals.
2. The site shall be comprehensive including a home page, TDC district content, special umbrella
sections, places to stay, things to do and see, a calendar of events, accommodations search programs,
transportation, news releases, emergency crisis management situation changes, electronic brochures,
videos, live cams, and other site categories which may require regular updating as deemed
appropriate for marketing purposes by the TDe.
3. The FIRl\1 must be available to meet with District Advisory Committees, Umbrella Committees,
marketing agencies of record, TDC board and TDC staff at regular set meetings or upon request.
4. The FIR1\1 agrees that the TDC will have editorial control and approval of the site and all contents.
5. The FIRM agrees that the TDC along with their marketing agencies of record have the right to
provide input into the design and creative content of the site. This shall be done by FIRM upon
approval of the TDC and direction by the TDC director.
6. The FI&\1 shall furnish and maintain real time images (live web cams) on the TDC website at
different locations or events in Momoe County as mutually agreed by all parties.
7. The FIRM shall furnish the setup and the capability to download any of the TDC promotional
collateral products as on-line electronic fulfillment. These should be in portable document format
(PDF) and the FIRM shall provide a monthly report on the number of downloads of each category
8. The FIRM shall provide a search mechanism for the site.
14
9. The FIRM shall furnish the setup and capability to develop travel trade fulfillment such as travel
agent request forms and meeting planner's RFP forms to be sent electronically.
10. The FIRM shall furnish a list server service to capture e-mail addresses for Monroe County TDC
promotions. The TDC will own the e-mail addresses for their promotional use only.
11. The FIRe\1 must host the site with state of the art equipment connected to high tier of the Internet
backbone. The FlRl\1 should host the site on redundant drives or redundant services.
12. The FIRM shall guarantee service uptime at over 99% except as excused by the conditions of the
Force Majeure paragraph of this Contract.
13. The FIRM agrees to identify and furnish safe guards and backups located in different geographical
areas to protect electronic data and programming from both natural and manmade disasters so to
provide continuous service.
14. The FIRM shall submit the site to all major search engines on a regular basis to be determined by
meeting the submission policies each of the various search engines.
15. The FIRJ\1 shall furnish monthly reports to the TDC which will track the number of user sessions,
most requested pages, top referring URLs, top search engines, top search keywords or phrase(s), and
other requested TDC research assessment of services reports. The report numbers may be audited
and verified by an independent entity.
16. The FIRe\1 shall have the right to create websites, click-throughs and Internet ads for our tourism
industry partners and charge the industry for those services. The FIRM agrees to have dedicated
sales staff to adequately cover all of Monroe County in equal marketing sales distribution efforts.
17. The FIRM shall implement a password protected content management interface capability to be
utilized by the FIRM, TDC director and TDC marketing agencies of record.
18. The TDC shall have the sole, and exclusive right to the authorization of sales, merchandising,
reservation system or any mode of revenue producing program, which authorization shall be
established through guidelines approved by the TDe.
19. TDC shall only promote the official TDC website address.
20. The TDC agrees that the artwork, editorial and photographic material to be commonly known as
'data' collected or prepared by the TDC and/or its Contracted agencies will be released to FIRt\1 at
no charge for use solely in the official web site, unless protected by copyrights, exclusive-use
agreement.
21. The TDC shall have the ability for the TDC Web Editor to manage free listings on the site in tourism
categories approved by the TDe.
15
SECTION FOUR
DRAFT CONTRACT
THIS CONTRACT, made and entered into this _ day of , 2005, A.D., by and
between MONROE COUNTY, FLORIDA, (hereinafter sometimes called the "COIJNTY"), and
, (hereinafter called the "FIRi\f').
WHEREAS, . ....; and
WHEREAS, ... ..; and
WHEREAS, ....; and
WHEREAS, ....; and
WHEREAS, ....;
NOW THEREFORE, in consideration of the mutual covenants and provisions contained herein,
the parties agree as follows: That the parties hereto, for the consideration hereinafter set forth, mutually
agree as follow:
1. THE CONTRACT
The Contract between the COUNTY and the FIRM, of which this Contract is a part, consists of the
Contract documents, which are as follows: This Contract and any amendments executed by the parties
hereafter, together with the response to RFP and all required insurance documentation. In the event of a
discrepancy between the documents, precedence shall be determined by the order of the documents as
just listed.
2. SCOPE OF THE WORK
The FIRM shall provide Website Provider services for the Monroe County TDC as described below:
a) Key Personnel: This Contract is a "professional services Contract" with the expectation
that principal personnel will be performing the services. A list of the principal personnel will be given
to the TDC for their record and the TDC shall be informed of any changes in personnel.
b) At least one account manager(s) shall meet with the Monroe County TDC at all regularly
scheduled meetings of the TDC and at any other times as directed by the TDC.
c) The FIRt\1 agrees to assign a Website Account Manager who will devote such time and
effort as necessary to the account on a priority basis, including full time and emergency situations when
required. Duties of the Account Manager or FIRM's assigned representative will include contact as
required with the Chairman of the TDC and Marketing Director or other designee. Other duties include
consultations with TDC staff, TDC Advisory Committees from the five districts and Umbrella
Committees within the Keys as directed by the TDC; participation in, and coordination of other related
areas of tourism development as it relates to the development of an effective website marketing program
to the TDC as designated in Section within the Scope of Services.
d) The FIRM agrees to the following services:
1. The FIRM shall design, program and maintain host site (the WorldWideWeb) for the COUNTY on
behalf of the TDC who retains all approvals.
16
2. The site shall be comprehensive including a home page, TDC district content, special umbrella
sections, places to stay, things to do and see, a calendar of events, accommodations search programs,
transportation, news releases, emergency crisis management situation changes, electronic brochures,
videos, live cams, and other site categories which may require regular updating as deemed
appropriate for marketing purposes by the TDC.
3. The FIRM must be available to meet with District Advisory Committees, Umbrella Committees,
marketing agencies of record, TDC board and TDC staff at regular set meetings or upon request.
4. The FIRt\1 agrees that the TDC will have editorial control and approval of the site and all contents.
5. The FIR\1 agrees that the TDC along with their marketing agencies of record have the right to
provide input into the design and creative content of the site. This shall be done by FIRM upon
approval of the TDC and direction by the TDC director.
6. The FIRM shall furnish and maintain real time images (live web cams) on the TDC website at
different locations or events in Monroe County as mutually agreed by all parties.
7. The FIRM shall furnish the setup and the capability to download any of the TDC promotional
collateral products as on-line electronic fulfillment. These should be in portable document format
(PDF) and the FIRt\.1 shall provide a monthly report on the number of downloads of each category
8. The FIRM shall provide a search mechanism for the site.
9. The FI&\1 shall furnish the setup and capability to develop travel trade fulfillment such as travel
agent request forms and meeting planner's RFP forms to be sent electronically.
10. The FIRM shall furnish a list server service to capture e-mail addresses for Monroe County TDC
promotions. The TDC will own the e-mail addresses for their promotional use only.
11. The FIRM must host the site with state of the art equipment connected to high tier of the Internet
backbone. The FIR.l\1 should host the site on redundant drives or redundant services.
12. The FIRM shall guarantee service uptime at over 99% except as excused by the conditions of the
Force Majeure paragraph of this Contract.
13. The FIRM agrees to identify and furnish safe guards and backups located in different geographical
areas to protect electronic data and programming from both natural and manmade disasters so to
provide continuous service.
14. The FIRM shall submit the site to all major search engines on a regular basis to be determined by
meeting the submission policies each of the various search engines.
15. The FIRt\1 shall furnish monthly reports to the TDC which will track the number of user sessions,
most requested pages, top referring URLs, top search engines, top search keywords or phrase, and
other requested TDC research assessment of services reports. The report numbers may be audited
and verified by an independent entity.
16. The FIRM shall have the right to create websites, click-throughs and Internet ads for our tourism
industry partners and charge the industry for those services. The FIRM agrees to have dedicated
sales staff to adequately cover all of Monroe County in equal marketing sales distribution efforts.
17
17. The FIRM shall implement a password protected content management interface capability to be
utilized by the FIRM, TDC director and TDC marketing agencies of record.
18. The TDC shall have the sole, and exclusive right to the authorization of sales, merchandising,
reservation system or any mode of revenue producing program, which authorization shall be
established through guidelines approved by the TDe.
19. TDC shall only promote the official TDC website address.
20. The TDC agrees that the artwork, editorial and photographic material - to be commonly knm:vn as
'data' collected or prepared by the TDC and/or its Contracted agencies will be released to FlR1\1 at
no charge for use solely in the official web site, unless protected by copyrights, exclusive~use
agreement.
21. The TDC shall have the ability for the TDC Web Editor to manage free listings on the site in tourism
categories approved by the TDe.
3. COMPENSATION:
a) The FIRM shall provide all services and support as listed in the Scope of Services at no
charges to COUNTY or TDC in exchange for the exclusive right of advertising revenues generated from
the website. The TDC shall have the right to place sponsorship or partnership logo signature on the site.
The logo signature(s) in a mutually agreed upon format and location will be at no cost to the TDe.
The FIRM may charge the COUNTY for special projects approved by the TDC or Director
outside the scope of services such as new site enhancements which require the FIRM to pay for the
technology, equipment and production costs needed for use. These special projects shall be paid for
through normal COlJNTY purchase order procedures.
b) Bandwidth Service ~ FIRM will be paid on an annual basis, a fee for the service
providing electronic brochures and dO\vnloading of videos from the website. The website averages
1,100 gigabytes (1.1 terabytes) of aggregate bandwidth transfer per month with great spike fluctuations
occurring with certain events or news. FIRM shall have enough bandwidth capacity to handle this
average load in addition to having immediate access to additional bandwidth capacity as such peak times
or events dictate. If the downloads should exceed one million brochures in anyone year, the fixed
annual fee may be adjusted to compensate for the added bandwidth usage. Monroe County's
performance and obligation to pay under this Contract is contingent upon an annual appropriation by the
BOCe.
c) Advertising sales guidelines are established within Exhibit A.
4. TERL\1 OF CONTRACT: The term of this Contract is for three years, commencing on the 15t
day of October, 2005, and ending on the 30th day of September, 2008, with an option to extend for an
additional two (2) year period.
5. FIRLvl'S ACCEPTANCE OF CONDITIONS
a) The FIR;\1 hereby agrees that it has carefully examined the specifications for which the
FIRM shall provide services and assumes full responsibility therefore. The provisions of the Contract
shall control any inconsistent provisions contained in the specifications. Under no circumstances,
conditions, or situations shall this Contract be more strongly construed against the COUNTY than
against the FIRJvL
b) Any ambiguity or uncertainty in the specifications shall be interpreted and construed by
the COu'NTY, and the COUNTY's decision shall be final and binding upon all parties.
18
c) The passing, approval, and/or acceptance by the COlJNTY of any of the services
furnished by the FIRM shall not operate as a waiver by the COUNTY of strict compliance with the
terms of this Contract, and specifications covering the services. Failure on the part of the FIRi\1,
immediately after Notice to Correct shall entitle the COlJNTY, if it sees fit, to correct the same and
recover the reasonable cost of such replacement andlor repair from the FIRi\1, who in any event shall be
jointly and severally liable to the COuNTY for all damage, loss, and expense caused to the COUNTY
by reason of the FIRM's breach of this Contract andlor his failure to comply strictly and in all things
with this Contract and with the specifications.
d) The FIRi\1 agrees that the TDC may designate representatives to visit the FIRM's
facility(ies) periodically to conduct random open file evaluations during the FIRM's norn1al business
hours.
e) The FIR..\1 has, and shall maintain throughout the term of this Contract, appropriate
licenses and approvals required to conduct its business, and that it will at all times conduct its business
activities in a reputable manner. Proof of such licenses and approvals shall be submitted to the
COUNTY upon request
6. FIRM'S FINANCIAL RECORDS
FIRM shall maintain all books, records, and documents directly pertinent to performance under this
Contract in accordance with generally accepted accounting principles consistently applied. Each party
to this Contract or their authorized representatives shall have reasonable and timely access to such
records of each other party to this Contract for public records purposes during the term of the Contract
and for four years following the termination of this Contract. If an auditor employed by the COuNTY
or Clerk determines that monies paid to FIRM pursuant to this Contract were spent for purposes not
authorized by this Contract, the FIRM shall repay the monies together with interest calculated pursuant
to Sec. 55.03, FS, running from the date the monies were paid to FIRM.
7. PUBLIC ACCESS
The COuNTY and FIRM shall allow and permit reasonable access to, and inspection of, all documents,
papers, letters or other materials in its possession or under its control subject to the provisions of Chapter
119, Florida Statutes, and made or received by the COuNTY and FIRM in conjunction with this
Contract; and the COUNTY shall have the right to unilaterally cancel this Contract upon violation of
this provision by FIRM.
8. HOLD HARMLESS
The FIRM covenants and agrees to indemnify and hold harmless Monroe County Board of County
Commissioners and the TDC from any and all claims for bodily injury (including death), personal
injury, and property damage (including property owned by Monroe County) and any other losses,
damages, and expenses (including attorney's fees) which arise out of, in connection with, or by reason
of services provided by the FIRt\1 or any of its Subcontractor(s) in any tier, occasioned by the
negligence, errors, or other wrongful act of omission of the FIRM or its Subcontractors in any tier, their
employees, or agents.
The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements
contained elsewhere within this Contract.
9. INDEPENDENT CONTRACTOR
At all times and for all purposes under this Contract the FIRM is an independent Contractor and not an
employee of the Board of County Commissioners of Monroe County. No statement contained in this
Contract shall be construed so as to find the FIRM or any of his employees, Contractors, servants, or
agents to be employees of the Board of County Commissioners of Monroe County.
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10. NONDISCRIMINATION
COUNTY and FIRi\1 agree that there will be no discrimination against any person, and it is expressly
understood that upon a determination by a court of competent jurisdiction that discrimination has
occurred, this Contract automatically terminates without any further action on the part of any party,
effective the date of the court order. COUNTY or FlR.J\1 agree to comply with all Federal and Florida
statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not
limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on
the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended
(20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section
504 of the Rehabilitation Act of 1973, as amended (20 USCs.794), which prohibits discrimination on the
basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which
prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL
92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive
Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as
amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public
Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to
confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil Rights Act of 1968
(42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing;
9) The Americans with Disabilities Act of 1990 (42 USCs. 1201 Note), as maybe amended from time to
time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Ch. 13, Art. VI,
prohibiting discrimination on the bases of race, color, sex, religion, disability, national origin, ancestry,
sexual orientation, gender identity or expression, familial status or age; and 11) Any other
nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the
subject matter of, this Contract.
1 L ASSIGNMENT/SUBCONTRACT
The FIRi\1 shall not assign or subContract its obligations under this Contract, except in writing and with
the prior written approval of the Board of County Commissioners of Monroe County and FIRM, which
approval shall be subject to such conditions and provisions as the Board may deem necessary and
pursuant to the recommendation of the COUNTY Court Administrative Judge. This paragraph shall be
incorporated by reference into any assignment or subContract and any assignee or subcontractor shall
comply with all of the provisions of this Contract. Unless expressly provided for therein, such approval
shall in no marmer or event be deemed to impose any additional obligation upon the board.
12. COMPLIANCE WITH LAW
In providing all services/goods pursuant to this Contract, the FlRM shall abide by all statutes,
ordinances, rules and regulations pertaining to, or regulating the provisions of, such services, including
those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules and
regulations shall constitute a material breach of this Contract and shall entitle the Board to terminate this
Contract immediately upon delivery of written notice of termination to the FIRM. The FIRM shall
possess proper licenses to perform work in accordance with these specifications throughout the term of
this Contract.
13. DISCLOSURE AND CONFLICT OF INTEREST
The FIRM represents that it, its directors, principles and employees, presently have no interest and shall
acquire no interest, either direct or indirect, which would contlict in any manner with the performance of
services required by this Contract, as provided in Sect. 112.311, et. seq., Florida Statutes. COUNTY
agrees that officers and employees of the COUNTY recognize and will be required to comply with the
standards of conduct for public officers and employees as delineated in Section 112.313, Florida
20
Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's
agency; unauthorized compensation; misuse of public position, conflicting employment or Contractual
relationship; and disclosure or use of certain information.
Upon execution of this Contract, and thereafter as changes may require, the FI~\1 shall notify the
COUNTY of any financial interest it may have in any and all programs in Monroe County which the
FIRM sponsors, endorses, recommends, supervises, or requires for counseling, assistance, evaluation, or
treatment. This provision shall apply whether or not such program is required by statute, as a condition
of probation, or is provided on a voluntary basis.
The COUNTY and FIRM warrant that, in respect to itself, it has neither employed nor retained any
company or person, other than a bona fide employee working solely for it, to solicit or secure this
Contract and that it has not paid or agreed to pay any person, company, corporation, individual, or firm,
other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this Contract. For the breach or
violation of the provision, the FIRM agrees that the COUNTY shall have the right to terminate this
Contract without liability and, at its discretion, to offset from monies owed, or otherwise recover, the
full amount of such fee, commission, percentage, gift, or consideration.
14. ARREARS
The FIRM shall not pledge the COUNTY's credit or make it a guarantor of payment or surety for any
Contract, debt, obligation, judgment, lien, or any form of indebtedness. The FIR1\1 further warrants and
represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this
Contract.
15, NOTICE REQUIREMENT
Any notice required or permitted under this Contract 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 COUNTY
Monroe County TDC
1201 White Street, Suite 102
Key West, FL 33040
and
COUNTY Attorney
PO Box 1026
Key West, FL. 33041-1026
FOR FIRM:
16. TAXES
The COu~TY is exempt from payment of Florida State Sales and Use taxes. The FIR.l\1. shall not be
exempted by virtue of the COlJNTY's exemption from paying sales tax to its suppliers for materials
used to fulfill its obligations under this Contract, nor is the FIR.l\1 authorized to use the COu~TY's Tax
Exemption Number in securing such materials. The FIRM shall be responsible for any and all taxes, or
payments of withholding, related to services rendered under this Contract.
17. TERMINATION
a) The COUNTY may terminate this Contract for cause with seven (7) days notice to the
FIR.l\1. Cause shall constitute a breach of the obligations of the FIRM to perform the services
enumerated as the FIR.l\1.'s obligations under this Contract.
b) Either of the parties hereto may terminate this Contract without cause by giving the other
party sixty (60) days written notice of its intention to do so.
21
18. GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES
a) This Contract 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.
b) In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of this Contract, the COLJ'NTY and FIR.lV1 agree that venue will lie in the
appropriate court or before the appropriate administrative body in Monroe County, Florida.
c) The COLJ'NTY and FIR.lV1 agree that, in the event of conflicting interpretations of the
terms or a term of this Contract by or between any of them the issue shall be submitted to mediation
prior to the institution of any other administrative or legal proceeding.
d) Severability. If any term, covenant, condition or provision of this Contract (or the
application thereof to any circumstance or person) shall be declared invalid or unenforceable to any
extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of
this Contract, shall not be affected thereby; and each remaining term, covenant, condition and provision
of this Contract shall be valid and shall be enforceable to the fullest extent permitted by law unless the
enforcement of the remaining terms, covenants, conditions and provisions of this Contract would
prevent the accomplishment of the original intent of this Contract. The COlJ'NTY and FIRM agree to
reform the Contract to replace any stricken provision with a valid provision that comes as close as
possible to the intent of the stricken provision.
e) Attorney's Fees and Costs. The COUNTY and FIRM agree that in the event any cause
of action or administrative proceeding is initiated or defended by any party relative to the enforcement
or interpretation of this Contract, the prevailing party shall be entitled to reasonable attorney's fees,
court costs, investigative, and out-of-pocket expenses, as an award against the non-prevailing party, and
shall include attorney's fees, courts costs, investigative, and out-of-pocket expenses in appellate
proceedings. Mediation proceedings initiated and conducted pursuant to this Contract shall be in
accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by
the circuit court of Monroe County.
f) Adjudication of Disputes or Disagreements. COUNTY and FIRM agree that all
disputes and disagreements shall be attempted to be resolved by meet and confer sessions between
representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first
meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of
County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then
any party shall have the right to seek such relief or remedy as may be provided by this Contract or by
Florida law.
g) Cooperation. In the event any administrative or legal proceeding is instituted against
either party relating to the formation, execution, performance, or breach of this Contract, COUNTY and
FIRc\1 agree to participate, to the extent required by the other party, in all proceedings, hearings,
processes, meetings, and other activities related to the substance of this Contract or provision of the
services under this Contract. COUNTY and FIRM specifically agree that no party to this Contract shall
be required to enter into any arbitration proceedings related to this Contract.
19. BINDING EFFECT
The terms, covenants, conditions, and provisions of this Contract shall bind and inure to the benefit of
the COLJ'NTY and FIR.l\1 and their respective legal representatives, successors, and assigns.
20. AUTHORITY
Each party represents and warrants to the other that the execution, delivery and perfonnance of this
Contract have been duly authorized by all necessary COUNTY and corporate action, as required by law.
22
21. CLAIMS FOR FEDERAL OR STATE AID
FIRM and COlJNTY agree that each shall be, and is, empowered to apply for, seek, and obtain federal
and state funds to further the purpose of this Contract; provided that all applications, requests, grant
Proposals, and funding solicitations shall be approved by each party prior to submission.
22. PRIVILEGES AND IMMlTNITIES
All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and
pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of
officers, agents, or employees of any public agents or employees of the COUNTY, when performing
their respective functions under this Contract within the territorial limits of the COlJNTY shall apply to
the same degree and extent to the performance of such functions and duties of such officers, agents,
volunteers, or employees outside the territorial limits of the COUNTY.
23. LEGAL OBLIGATIONS AND RESPONSJBILITIES
Non-Delegation of Constitutional or Statutory Duties. This Contract is not intended to, nor shall it be
construed as, relieving any participating entity from any obligation or responsibility imposed upon the
entity by law except to the extent of actual and timely performance thereof by any participating entity, in
which case the performance may be offered in satisfaction of the obligation or responsibility. Further,
this Contract is not intended to, nor shall it be construed as, authorizing the delegation of the
constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida
constitution, state statute, and case law.
24. NON-RELIANCE BY NON-PARTIES.
No person or entity shall be entitled to rely upon the terms of this Contract to enforce or attempt to
enforce any third-party claim or entitlement to or benefit of any service or program contemplated
hereunder, and the COlJNTY and the FIRM agree that neither the COUNTY nor the FIRM or any agent,
officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any
particular individual or group of individuals, entity or entities, have entitlements or benefits under this
Contract separate and apart, inferior to, or superior to the community in general or for the purposes
contemplated in this Contract.
25. ATTESTATIONS
FIRM agrees to execute such documents as the COUNTY may reasonably require, to include a Public
Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement.
26. NO PERSONAL LIABILITY
No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any
member, officer, agent or employee of Monroe County in his or her individual capacity, and no member,
officer, agent or employee of Monroe County shall be liable personally on this Contract or be subject to
any personal liability or accountability by reason of the execution of this Contract.
27. EXECUTION IN COUNTERPARTS
This Contract may be executed in any number of counterparts, each of which shall be regarded as an
original, all of which taken together shall constitute one and the same instrument and any of the parties
hereto may execute this Contract by signing any such counterpart.
23
28. SECTION HEADINGS
Section headings have been inserted in this Contract as a matter of convenience of reference only, and it
is agreed that such section headings are not a part of this Contract and will not be used in the
interpretation of any provision of this Contract.
IN WITNESS WHEREOF the parties hereto have executed this Contract on the day and date first
written above in five (5) counterparts, each of which shall, without proof or accounting for the other
counterparts, be deemed an original Contract.
(SEAL)
Attest: DA1\TNY L. KOLHAGE, CLERK
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLOIDA
By:
By:
Deputy Clerk
Mayor/Chairman
(SEAL)
FIRl\1
Attest:
By:
By:
WITNESS
Title:
Title:
By:
WITNESS
Title:
24
EXHIBIT A
Website Provider Sales Guidelines
(May be modified during contract negations)
This document will serve as guidelines and authorization to facilitate the website provider sales for the
Monroe County Tourist Development Council (TDC) website.
Advertising:
Banner Ads
The FIRt\1 will have the opportunity to sell and place banner ads on the Web site. The banner ads
should conform to Internet standards pertaining to size and functionality to be approved by the TDe.
One (1) ad per web page.
Hyperlinks
Advertising in the form of transporting hyperlinks can be sold throughout the Web site. The TDC will
allow links to tourist industry associations or organizations such as chambers of commerce, lodging
associations, attractions, etc. at no cost at agreeable locations.
Web earn Sponsorships
FIRM can sell sponsorships for live Web cams at different locations throughout the Keys.
Advertising Allowances and Restrictions
1. FIRt\1 can sell advertising to any national or international business that has a tourist related
business interest in the Florida Keys.
2. Local businesses should be limited to advertising in the Web site section relating to the
geographical region (TDC District) where the business is conducted. If business is conducted
throughout the Keys, then that company can advertise throughout the entire Web site.
3. As new forms ofIntemet advertising evolve, the F~\1 will have the opportunity to incorporate
these as well, however, prior to implementation the firm should receive approval from the TDe.
Merchandising
There is to be no TDC related merchandising agreement without TDC approval in advance.
Reservation Services
There is no TDe Web site related reservation service as of this date.
25
PUBLIC ENTITY CRIME STATEMENT
"A person or affiliate who has been placed on the convicted vendor list following a
conviction for public entity crime may not submit a Proposal on a Contract to provide
any goods or services to a public entity, may not submit a Proposal on a Contract with a
public entity for the construction or repair of a public building or public work, may not
submit Proposals 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 1ist.1I
26
SECTION FIVE
INSURANCE REQUIREMENTS MON'ROE COUNTY. FLORIDA
27
RISK MANAGEMENT
POLICY AND PROCEDURES
CONTRACT ADMINISTRATION MANUAL
Indemnification and Hold Harmless
for
Other Contractors and Subcontractors
The Contractor 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 services provided by
the Contractor or any of its Subcontractor(s) in any tier, occasioned by the negligence, errors, or other
wrongful act of omission of the Contractor or its Subcontractors in any tier, their employees, or agents.
In the event the completion of the project (to include the work of others) is delayed or suspended as a
result of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall
indemnify the COu""NTY from any and all increased expenses resulting from such delay.
The first ten dollars ($10.00) of remuneration paid to the Contractor is for the indemnification provided
for above.
The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements
contained elsewhere within this Contract.
28
SECTION SIX
RESPONSE/PROPOSAL FORJ\1S
29
RESPONSE FOIL"l
RESPONSE TO: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
c/o PURCHASING DEPARTMENT
GATO BUILDING, ROOM 2-213
1100 SIl\10NTON STREET
KEY WEST, FLORIDA 33040
I acknowledge receipt of Addenda No.(s)
I have included:
the Proposal _
the Non-Collusion Affidavit
Ethics Clause
Drug Free Workplace Form _
In addition, I have included a current copy of the following professional and occupational licenses:
(Check mark items above. as a reminder that thev are included.)
Mailing Address:
Telephone:
Fax:
Date:
Signed:
Witness:
(Seal)
(Name)
(Title)
30
NON-COLLUSION AFFIDAVIT
L ~~~~
on my oath, and under penalty of perjury, depose and say that:
according to law
1. lam
of the FIRM
the Proposer making the Proposal for the project described in the Notice for Calling for Proposals for:
and that I executed the said Proposal with full authority t do so:
2. the prices in this Proposal have been arrived at independently without collusion, consultation, communication or
agreement for the purpose of restricting competition, as to any matter relating to such prices with any other
Proposer or with any competitor;
3. unless otherwise required by law, the prices which have been quoted in this Proposer have not been knowingly
disclosed by the Proposer and will not knowingly be disclosed by the Proposer prior to Proposal opening,
directly or indirectly, to any other Proposer or to any competitor; and
4. no attempt has been made or will be made by the Proposer to induce any other person, partnership or
corporation to submit, or not to submit, a Proposal for the purpose of restricting competition;
5. the statements contained in this affidavit are true and correct, and made with full knowledge that Monroe
County relies upon the truth of the statements contained in this affidavit in awarding Contracts for said project.
(Signature of Proposer)
(Date)
STATE OF:
COUNTY OF:
PERSONALLY APPEARED BEFORE ME, the undersigned authority,
who,
after first being sworn by me, (name of individual signing) affixed his/her signature in the space provided above on this
~dayof
20_,
NOTARY PUBLIC
My Commission Expires:
31
S\VORi^, STATEMENT UNDER ORDINANCE NO. 10-1990
MONROE COUNTY. FLORIDA
ETHICS CLAUSE
warrants that helit has not employed, retained or
otherwise had act on hislits behalf any former COUNTY officer or employee in violation of Section 2 of
Ordinance No. 10-1990 or any COu'NTY officer or employee in violation of Section 3 of Ordinance No.
10-1990. For breach or violation of this provision the COUNTY may, in its discretion, terminate this
Contract without liability and may also, in 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 C01JNTY officer or employee.
(Signature)
(Date)
STATE OF
COlJ}.rrY OF
PERSONALL Y APPEARED BEFORE ME, the oodersigned authority,
who, after first being sworn by me, affixed his/her signature (name of individual
signing) in the space provided above on this _ day of , 20_.
NOTARY PUBLIC
My commission expires:
OMB . MCP FORi\1 #4
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DRUG-FREE WORKPLACE FORM
The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that:
(Name of Business)
L Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a
controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for
violations of such prohibition.
2. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free
workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be
imposed upon employees for drug abuse violations.
3. Give each employee engaged in providing the commodities or Contractual services that are
under Proposal a copy of the statement specified in subsection (1).
4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or
Contractual services that are under Proposal, the employee will abide by the terms of the statement and will notify the
employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of
any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5)
days after such conviction.
5, Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such
is available in the employee's community, or any employee who is so convicted.
6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section.
As the person authorized to sign the statement, I certify that this FIRM complies fully with the above requirements.
Proposer's Signature
Date
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REQUEST FOR PROPOSAL CHECKLIST
Please ensure that all items have been checked before submitting request for Proposal.
Submit this checklist as the last page of your proposal.
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1. Cover Page
2. Narrative Self-Analysis
3. References
4. Account Information
5. Financial Statements, Accounting and bookkeeping procedures
6. Staff Information
7. Service capability to Monroe County
8. Pending Litigation
9. COUNTY Proposal forms
10. Other Information
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