04/19/2001
Destination Events Aareement
THIS AGREEMENT is entered into this /9 -M day of qP2IL--, 2001 by and
between BOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA, (BOCC)
and the Keys Communication Group, Inc. hereinafer "Event Sponsor".
NOW, THEREFORE, and in consideration of the mutual covenants, contained herein
the parties agree as follows:
1. The BOCC agrees to pay up to $45,000 (Forty Five Thousand Dollars) for the
10th Annual Key West Theatre Festival on June 28-July 8, 2001 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:
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a) Opening night gala. 0:::' r-
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b) Playwrights Forum with a named guest playwright ~~~ =< CJ
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c) Meet the playwright party ('")' r- I <:)
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d) 1-3 productions in local venues C33?': ..." -..
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e) Nightly Caberets ~I; ~~ -:: g
f) Closing night party r,: ~ g ~
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 BOCC. 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 BOCC'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 BOCC. Only acceptable expenses listed in the
Monroe County Tourist Development Council Operations Manual shall be paid.
5. Accountinq: 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 BOCC or to an authorized representative for audit.
Key West Theatre Festival
FY 2001 Destination Funding Agreement
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, 2001. All
invoices must be submitted prior to September 30, 2001.
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: 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.
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. 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. Keys Communication Group, Inc. shall
provide, to the County, as satisfactory evidence of the required insurance, either:
Key West Theatre Festival
FY 2001 Destination Funding Agreement
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 Keys Communication Group, Inc.'s insurance shall not
be construed as relieving 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.
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, 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
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.
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FY 200 I Destination Funding Agreement
3
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 sacc and TDC are exempt from Federal Excise and State of
Florida Sales Tax.
14. Finance Charges: The sacc and TDC will not be responsible for any finance
charges.
15. Relation of SaCCITDC: 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 TDC and the sacc 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 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, 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
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FY 200 I Destination Funding Agreement
4
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 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 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 TOC 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 TOC shall be the property of the BOCC and TOC, for whatever
use and/or disposition the BOCC 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 BOCC and TOC under this agreement.
24. Logo: All promotional literature and display advertising with the exception of
generic advertising must display the Florida Keys and Key West logo/trade mark (as per
enclosed).
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.
27. Ethics Clause: The Keys Communication Group, Inc. 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 of Ordinance No. 10-1990 or any County officer or employee in
violation Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the
County may, in its discretion terminate this agreement without liability and may also, in its
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FY 200 I Destination Funding Agreement
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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 Keys Communication Group, Inc..
...;,~~SS WHEREOF, the parties hereto have executed this agreement the day and
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Attest: DANNY L. KOLHAGE, Clerk
By
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By~C.A2v)6~
Deputy Clerk
BOARD OF COUNTY COMMISSIONERS
OJ::MO OE COUNTY, FLORIDA
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FY 2001 Destination Funding Agreement
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MCTG-9864 Logo Slick L01
TOURIST DEVELOPMENT COUNCIL
CULTURAL UMBRELLA
APPROVED
BUDGET BREAKDOWN
FISCAL YEAR 2000/2001
EVENT NAME:
2001 KEY WEST THEATRE FESTIVAL
BROCHURES, DIRECT MAIL & POSTAGE
$ 5,000
PUBLIC RELATIONS
$ 750
MEDIA ADVERTISING
OUT OF COUNTY
IN COUNTY
$28,000
$ 4,500
$ 6,400
PRODUCTION
*GENERAL - NON-ALLOCATED
$ 350
TOTAL:
$45,000
EXHIBIT A