06/09/1999
Turn Key Events Agreement
THIS AGREEMENT is entered into this 'if( day of Jv Nf ,1999, by and
between BOARD OF COUNTY COMMISSIONERS, MONROE COUNTY, FLORIDA,
(BOCC) and Cuban American Heritage Festival, Inc.
NOW, THEREFORE, and in consideration of the mutual covenants, contained
herein the parties agree as follows:
1. The BOCC agrees to pay ($30,000.00) thirty thousand dollars for Cuban
American Heritage Festival, covering a period November 3 - 7, 1999 from tourist
development tax funds.
2. Scope of Services: The Cuban American Heritage Festival, Inc. agrees to
provide the County with an event as specified:
a) A one day street fair or "Fiesta" with food, beverages, arts and crafts
vendors, Latin music, book signings, pinata's for children, dominos contest and dancing
competition, November 6th, 1999.
b) A two day fishing tournament with a $10,000 cash first prize, November 3-
5th, 1999.
c) A Cuban National Heritage Symposium to be held November 3-5th, 1999.
d) A reprinted and updated Cuban Heritage Trail map in Spanish and
English for historic Cuban sites in Key West.
e) A Web site for the Festival events and fishing tournament information.
www.keywestcubanclub.com.
3. Payment: Upon receipt from Event Sponsor of documentation, reviewed
and verified by the Tourist Development Council (TDC) Administrative Office, proving
that event has been produced and promoted through marketing literature, advertising
program/publication ads, television coverage, publicity and on-site advertising, and th~
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the required insurance was obtained no less than twenty days prior to th~v~t, ~Ce=
shall pay $30,000.00. ~P?;:; ~ ~
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Monroe County's performance and obligation to pay under t~_?ontr8CIt i~
contingent upon an annual appropriation by the BOCC. ~?O {; ~ :;0
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4. Accounting: Financial records of Cuban American Heritage ~trtal,rjnc.cc>"")
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pertaining to this project shall be kept on generally recognized accounti"!O p;iinc~s ~
and shall be available to the BOCC or to an authorized representative for audit.
Records shall be retained a minimum of three years after contract has been performed.
5. Modification: Any changes to this contract may be made only by written
mutual agreement, recommended by the TDC and approved by the BOCC.
6. 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 the services in this agreement
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, for any misfeasance, malfeasance, or nonperformance of the agreement terms or
negligent performance of the agreement terms by Cuban American Heritage Festival,
Inc.
7. Termination: 120 days after the date of the event, the agreement will be
terminated. All invoices must be submitted within the 120 day period.
8. Non Occurrence of Event: The Cuban American Heritage Festival, 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) person authorized to cancel including title and stated
affiliation.
9. Indemnification and Hold Harmless: Cuban American Heritage Festival,
Inc. 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 event sponsored by Cuban American Heritage
Festival, Inc..
10. Insurance Requirements: Cuban American Heritage Festival, 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:
Cuban American Heritage Festival, Inc. will not be permitted to commence
work associated with the Event (including pre-staging of personnel and materiel) until
satisfactory evidence of the required insurance has been furnished to the county as
specified below. Cuban American Heritage Festival, Inc. shall maintain the required
insurance through out 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. Cuban American Heritage Festival, Inc. shall provide, to the County, as
satisfactory evidence of the required insurance, either:
* 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.
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Acceptance and/or approval of Cuban American Heritage Festival, Inc.'s
insurance shall not be construed as relieving Cuban American Heritage Festival, 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, except for Worker's
compensation.
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.
Cuban American Heritage Festival, 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, Cuban American
Heritage Festival, Inc. shall obtain General Liability Insurance. Coverage shall be
maintained throughout the life of the contract and include, as a minimum:
* Premises Operations
* Products and Completed Operations
* Blanket contractual Liability
* Personal Injury Liability
* Expanded Definition of Property Damage
The minimum limits acceptable shall be:
* $1,000,000.00 combined Single Limit (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.
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 that the contractor's General Liability policy.
11. Permits: The Cuban American Heritage Festival, Inc. will secure all
required permits, licenses including but not limited to occupational licenses.
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. 12. Laws and Regulations: Any and all services, materials and equipment
shall comply fully with all Local, State and Federal laws and regulations, and Cuban
American Heritage Festival, Inc. agrees that the venue for any dispute concerning this
agreement shall be in Monroe County, Florida.
13. Taxes: The SOCC and TDC are exempt from Federal Excise and State
of Florida Sales Tax.
14. Finance Charges: The SOCC and TDC will not be responsible for any
finance charges.
15. Relation of SOCCfTDC: It is the intent of the parties hereto that the
Cuban American Heritage Festival, Inc. shall be legally considered as an independent
contractor and that neither it nor its employees shall, under any circumstances, be
considered servants or agents of the SOCC and TDC, and the SOCC 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 Cuban American Heritage Festival, Inc. shall be required
to list any or all potential conflicts or interest, as defined by Florida Statute 112 and
Monroe County Code. The Cuban American Heritage Festival, Inc. shall disclose to the
SOCC 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
SOCC and TDC.
17. Assignment: The Cuban American Heritage Festival, 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 TDC and SOCC.
18. Compliance with laws - Nondiscrimination: The Cuban American Heritage
Festival, 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 Cuban American Heritage Festival, 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 other act of God, act of any governmental authority,
jurisdictional action, or insufficient supply of fuel, electricity, or materials or supplies, or
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te9hnical failure where the Cuban American Heritage Festival, Inc. has exercised
reasonable care in the prevention thereof, and any such delay or failure shall not
constitute a breach of the Agreement. Upon demand of TOC or SOCC, the Cuban
American Heritage Festival, Inc. must furnish evidence of the causes of such delay or
failure and evidence of efforts to substitute dates or activities for canceled segments of
the Event. Should any segments the entire event be canceled through no fault of Event
Sponsor, SOCC shall pay only for specific advertising and promotional activities
conducted outside of the County, as evidenced by documentation acceptable to TOC
and SOCC Finance Oept.
Cuban American Heritage Festival, Inc. shall not resume its performance hereunder
unless provided for in the Scope of Services.
20. Security Protection: The Cuban American Heritage Festival, Inc. agrees
to provide proper security for crowd control and safety for the event.
21. Ethics Clause: Cuban American Heritage Festival, Inc. warrants that it
has 'not employed, retained or otherwise had act on its behalfany former county officer
of employee subject to the prohibition of Section 2 of Ordinance No 010-1990 or any
County officer or employee in violation of Section 3 of Ordinance No. 020-1990. 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 county officer or employee.
22. Ownership: All advertising and promotion work performed under the
agreement and paid for by the SOCC and TOC shall be the property of the SOCC and
TOC, for whatever use and/or disposition the SOCC and TOC may deem appropriate.
23. Media rights: The TOC shall have the right to broadcast, rebroadcast,
use, reproduce or transmit for any purpose whatsoever, radio, television, pictures,
sound, film and tape motion pictures and still photographs paid by the SOCC and TOC
under this agreement.
24. Logo: All promotional literature and display advertising with the exception
of generic advertising must display the Florida Keys 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, all 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 execute agreement for the
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sponsors and c) this agreement has been approved by the sponsor's Board of
.
Directors.
27. 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
a period of 36 months from the date of being placed on the convicted vendor list".
28. Entire Agreement: The parties agree that the Agreement above
constitutes the entire agreement between the BOCC and Cuban American Heritage
Festival, Inc.
IN WITNESS WHEREOF, the parties hereto have executed this agreement the
day and year first above written.
(SEAL)
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(it..~.JNNY L. KOLHAGE, Clerk
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BOAR OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
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Mayor/Chairman
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