Item D15 D15
BOARD OF COUNTY COMMISSIONERS
COUNTY of MONROE �� i Mayor Holly Merrill Raschein,District 5
The Florida Keys Mayor Pro Tern James K.Scholl,District 3
Craig Cates,District 1
Michelle Lincoln,District 2
' David Rice,District 4
Board of County Commissioners Meeting
May 15, 2024
Agenda Item Number: D15
2023-2478
BULK ITEM: Yes DEPARTMENT: Tourist Development Council
TIME APPROXIMATE: STAFF CONTACT: Ammie Machan 305-296-1552
N/A
AGENDA ITEM WORDING: Approval of 1st Amendment to Agreement with the Lower Keys
Chamber of Commerce, Inc. to provide Visitor Information Services to exercise the option to extend the
Agreement for an additional two (2)year period to September 30, 2026.
ITEM BACKGROUND:
Our current Agreement with the Lower Keys Chamber of Commerce, Inc. to provide Visitor
Information Services expires on September 30, 2024. Within the Agreement is an option to extend the
Agreement for an additional two (2)year period under the same compensation.
DAC II approved at their meeting of April 9, 2024
TDC approved same at their meeting of April 30, 2024
PREVIOUS RELEVANT BOCC ACTION:
BOCC approved original Agreement at their meeting of April 21, 2021.
INSURANCE REQUIRED:
Yes
CONTRACT/AGREEMENT CHANGES:
Amendment to Extend
STAFF RECOMMENDATION: Approval
DOCUMENTATION:
Lower Keys Chamber VISAmendment and Origianl Agree ent.pdf
FINANCIAL IMPACT:
1543
118 78010 SC_00036 $100,548/year
Insurance to be provided after BOCC approval
1544
AMENDMENT 1ST AMENDMENT TO AGREEMENT
THIS AMENDMENT to Agreement dated on the day of 2024, is
entered into by and between the Board of County Commissioners for Monroe County, a political
subdivision of the state of Florida (County), on behalf of the Tourist Development Council, and the
Lower Keys Chamber of Commerce, Inc. a Florida non-profit corporation (Provider).
WHEREAS, there was an Agreement entered into on April 21, 2021 between the parties,
for Provider to provide Visitor Information Services (VIS) to answer potential visitor inquiries and
to promote tourism; and
WHEREAS, the original Agreement with Provider provides an option to extend the
Agreement under the same terms and conditions for an additional term of two years; and
WHEREAS, the parties desire to exercise the option to extend the Agreement under the
same terms and conditions for an additional two year period, and
NOW, THEREFORE, in consideration of the mutual covenants contained herein the parties
agree to the amended Agreement as follows:
1. Paragraph 1 of the Agreement shall be amended to read: The Agreement shall expire on
September 30, 2026.
2. The remaining provisions of the Agreement dated April 20, 2021 shall remain in full force
and effect.
Amendment#1
Lower Keys Chamber of Commerce—VIS FY 2022
Contract ID#: 2604
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IN WITNESS WHEREOF, the parties have set their hands and seal on the day and year
first above written.
(SEAL) Board of County Commissioners
Attest: Kevin Madok, Clerk of Monroe County
As Deputy Clerk Mayor/Chairman
MONROE COUNTY ATTORNEY
APC'R U};,p AS TO FOR
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CHRISTINE LIMBERT•BARROW S
ASSISTANT COUNTY ATTORNEY
DATE....... 191,2 __.......................
Lower Keys Chamber of Commerce, Inc.
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Print Name
AND TWO WITNESSES
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Print Name Print Name
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Date ` Date
Amendment#1
Lower Keys Chamber of Commerce—VIS FY 2022
Contract ID#: 2604
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LOWER KEYS VISITOR INFORMATION SERVICES AGREEMENT
THIS AGREEMENT ("Agreement") is entered into this 21st day of April
1 2021, by and between Monroe County, Florida, a political subdivision of the state of
Florida ("County"), and the Lower Keys Chamber of Commerce, Inc., a Florida non-profit
corporation ("Provider").
WITNESSETH:
WHEREAS, Provider is uniquely qualified to provide Visitor Information Services ("VIS")
to answer potential visitor inquiries and to promote tourism; and
WHEREAS, Provider has been furnishing Visitor Information Services to County for
twenty-three years'. and
WHEREAS, County and Provider currently have a contractual arrangement for services
through September 30, 2021; and
WHEREAS, the Tourist Development Council ("TDC"), an advisory board to County's,
Board of County Commissioners ("BOCC") has recommended to County that a new agreement
for Visitor Information Services be entered into with Provider; aind
WHEREAS, County desires to,enter into this Agreement for Visitor Information Services
with Provider;
NOW THEREFORE, in consideration of the mutual covenants contained herein, the
parties agree as follows:
1. TERM: The term of this Agreement is for a period of three years beginning October 1,
2021 and expiring on September 30, 2024. The Agreement may be extended for an additional
term of two years by agreement of the parties at the same rate of compensation,
2. SCOPE OF SERVICES: The Provider shall, pursuant to this Agreement, provide
Visitor Information Services as described herein:
a. The Provider shall respond to all telephone inquiries from, generic and district toll free
number(s), and from, the Chamber's (305)line(s)with information about the Florida Keys
and any specified district destination within the Keys.
b, The Provider shall retrieve and record all information from callers or e-mail inquiries
resulting in mail fulfillment required by the VIS software program provided by the County,
which includes the name, address and zip code of the caller. The Provider shall request
that all callers complete the TDC Visitor Inquiry Survey. Provider shall verbally survey
consenting callers on a list of questions provided by the TDC, and shall record the visitor
responses in, the VIS software, according to Exhibit A attached hereto. The TDC may
request that Provider refer e-mail inquiries to a web survey in its return correspondence
via web link provided by the TDC.
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c. Provider shall respond to all e-mail (Internet) inquiries for fulfillment requests and
iinteract with potential visitors requests for destination information.
d. Provider shall give the TDC official website address www.fla-keys.com as the first
response for destination web site Information and shall introduce the official TDC
website to all caller and e-mail inquiries as a source for further information on the
destination. This provision shall' not preclude Provider from introducing its own web site
as a secondary source of information. Provider shall place TDC supplied banner ad
hyperlink to district page within fla-keys.corn
e. Provider shall respond to all telephone and Internet inquiries for the benefit of Monroe
County as a whole and not for the benefit of Provider or its members. Provider shall not
discriminate between chamber and non-chamber imembers in its responses where
generic/district materials are provided by the TDC to Provider.
f. Provider may make referrals to lodging accommodations; however, it shall do so in a
manner that provides fair and equitable distribution of referrals to all entities in Provider's
district, matching the inquirer's criteria, which collect and remit to the County the tourist
development tax, with no preferential treatment for any entity having a: business
relationship with the Provider. Further, such referral service system shall require the
referral service Provider, shall have and maintain the following:
(i) a binding agreement to hold harmless and indemnify the County from any
claims of liability, loses and causes of action which may arise out of or as a
result of the referrals;
(i i) general liability insurance with a minimum of $1 million coverage which
includes Monroe County as a named insured; and
g. All visitor-related collateral requests shall be entered into the TDC VIS system on a daily
basis by Provider to be accessed by the TDC. At least every eighteen (18) months,
provider shall produce collateral material for its district and provide mail fulfillment of
said material internally or by subcontract. This provision shall not preclude the Provider
from downloading visitor data entered by Provider into the TDC VIS system to create or
maintain visitor mailing lists.
h. Provider is prohibited from distributing visitor name and address information recorded
from visitor collateral requests to third parties without the express verbal or written
consent of the visitors. Provider shall at all times comply with the Telecommunications
Act, relevant Postal Regulations or other regulations regarding third party mail
distribution, The TDC VIS software program will provide a recording mechanism which
Provider may use to designate visitors who have affirmatively indicated a desire to
receive collateral material from a third party. The Provider shall have and maintain a
binding agreement to hold harmless and indemnify the County from any claims of
liability, identity theft, bodily harm, loss of life, invasion of privacy, theft identity, and all
other losses and causes of action which imay arise out of or as a result of the distribution
of visitor information by the Provider to a third party.
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i. The provider shall provide live telephone and Internet service, the minimum of which
shall be as follows: 9:00 a.m. to 5:00 p.m. Monday through Friday, 10:00 a.m. to 5:00
p.m. on Saturday and Sunday. The Provider may be closed on Thanksgiving, Christmas
Eve afternoon, Christmas Day, New Year's Day, Memorial Day, Easter Sunday, Fourth
of July and Labor Day. Sub-contracted live loperatoir(s), voicemail, answering machine
or similar procedures will be provided to capture required information during off hour
operation.
j. The Provider shall provide Visitor Information Services to visitors walking into the faci'lllity
during the regular working hours of 9:00 a.m. to 5:00 p.m. Monday through Friday, 10:00
a.mi. to 3:00 p.m. on Saturday and Sunday. The Provider will be closed on Thanksgiving,
Christmas Eve afternoon, Christmas Day, New Year's Day, Memorial Day, Easter
Sunday, Fourth of July and Labor Day.
k. Provider may cease fulfillment of service minimums as outlined in items i and j in this
agreement following an official ordered evacuation of Monroe County residents in its
district without penalty or loss of compensation by the County. Further, in the event of
a declared state of emergency in Monroe County where the destination is closed to
visitors, Provider may at its discretion adjust its hours of operation to ensure the safety
of its staff and facility without penalty or loss of compensation by the County. In the event
of closure as outlined above, Provider shall not be required to resume contractual
service minimums until such a time as:
i. declared state of emergency for its district have been lifted and the destination is
open for visitors
ii. resident evacuation orders for its district has been lifted
iii. Provider has determined its facility has adequate resources (such as power) and
is by its determination sufficiently safe to resume its operations.
Providers who are able to remain operational when events force closure of other
providers shall upon request service calls re-routed by the TDC.
I. The Provider shall provide fast Internet access to the TDC web site TDC VIS software
and Chat Live web applications for all staff members fulfilling Visitor Information Service
program requirements, as outlined in this agreement. The Provider shall be responsible
for the provision and proper maintenance of computer equipment and Internet
connections utilized by the staff members to access the Internet in fulfillment of Visitor
Information Services requirements. The TDC shall be responsible for the provision and
proper maintenance of the VIS software.
m. The Visitor Information Service program is subject to review and periodic change by the
Monroe County Tourist Development Council, Any significant change resulting in
additional costs and/or time in the scope of services, requires the written and signed
consent of both parties as an amendment to this Agreement.
n. The tolll-free number telephone lines for which the tourist development tax pays, shall
be used only for tourism-related business purposes, including fUlfillment of Call Me
requests.
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o. County shall provide the toll-free number phone lines and routing services to handle the
service required by this Agreement.
p. County shall provide a link and e-mail forwarding from the TDC website directly to the
Provider's website.
q. Provider shall distribute to all Chambers of Commerce in Monroe County, and to the
TDC, at a mutually agreed upon time and frequency, a list of the most frequently asked
questions by visitors about its district, and the recommended tourism operator
responses. The TDC may also furnish to the Provider a list of visitors' frequent generic
destination questions and the recommended tourism operator responses. (See
EXHIBIT B) Provider shall disseminate the information to staff for training purposes,
r. Provider shall respond to all Live Chat (Internet) requests and chat live with potential
visitors to fulfill their requests for destination information, 9:00 a.m.—5:00 p.m., Monday
through Friday: excluding holidays and other business closures permitted in this Scope
of Services. County shall provide Live Chat software on the TDC website to send chat,
inquiries directly to the Chambers of Commerce. County shall serve as administrator
of Live Chat software: including, but not limited to setting chamber Operator accounts,
generatiing reports of chat volumes by Chamber, and providing chat transcripts upon,
request to Chamber heads for their employees.
s. Provider shall respond to all Contact Me referrals (potential visitor request for a tourist
information operator to contact them entered via the website when Chat services are
not available) and call or email potential visitors to fulfill their request for destination
information, 9:00 a.m.—5:00 p.m., Monday through Friday: excluding holidays and other
business closures permitted in this Scope of Services. County shall provide Contact Me
feature via Chat Live software on the TDC website to send call and/or email requests
directly to the Chambers of Commerce.
t. Provider shall install TDC's online booking system for District 11 lodging properties on
chambers website.
LL Provider shall at its own cost install a comiputer kiosk or other electronic/digital
technology in the districts visitor center to conduct Digital Visitor Survey's and provide
the collected information to TDC.
3. COMPENSATION: Compensation shall be paid, subject to availability of Tourist
Development Tax Funds and approval as follows:
a. The County shall pay to the Provider for services rendered the amount of$100,548 (One
hundred thousand five hundred and forty-eight dollars) per year. Amount shall be paid
in twelve (12)monthly payments of$8,379 (Eight thousand three hundred and seventy-
nine dollars) per year pursuant to the Florida Local Government Prompt Payment Act
upon receipt of a proper invoice with supporting documentation acceptable to the Clerk.
Acceptability to the Clerk is based on generally accepted accounting principles and such
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laws, rules and regulations as may govern the Clerk's disbursal of funds. The payment
shall occur after TDC's administrative office verifies and certifies that the requirements
and data as set forth within the agreement entered into by and between Provider and
the County have been fully performed. Payment under this agreement is contingent
upon annual appropriation by the Board of County Commissioners.
b. If the option to extend the agreement for an additional two years is exercised by the
parties, the annual agreement amount shall remain $100,548/year.
c. Periodic monitoring efforts shall be conducted by the TDC for the purposes of system
review and compliance of agreement requirements. Monroe County's performance and,
obligation to pay under this agreement, is contingent upon an annual appropriation by
the BOCC.
4. INDEMNIFICATION: Provider 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 or not provided by Provider or any
of its Subcontractor(s,) in any tier, occasioned by the negligence, errors, or other wrongful act
of omission, of the Provider or its Subcontractors in any tier, their employees, or agents.
In the event that the service is delayed or suspended as a result of the Provider's failure to
purchase or maintain the required insurance,the Provider shall indemnify the County from any
and all increased expenses or lost revenue resulting from such delay. The first ten dollars
($10.00)of remuneration paid to the Provider is for the indemnification provided for above. The
extent of liability is in no way limited to, reduced, or lessened by the insurance irequireiments
contained elsewhere withiin this agreement. The provisions of this section shall survive the
expiration or earlier termination of this agreement.
5. APPROVAL AND CHANGES: The TDC shall have the sole and exclusive right to
approve or reject changes to the software program, format of questions required to be asked
of callers, and other program requirements of the Visitor Information Systems, in which case the
TDC's directions shall be immediately implemented. Periodic monitoring efforts shall be
conducted by the TDC for the purposes of system review with feedback to Provider to
encourage improvement in the quality of service in conjunction with modifications to
established standards and training tools made available by TDC to the Provider.
6. RECORDS - ACCESS AND AUDITS: Separate and apart from the Provider's normal
business records, the Provider shall maintain books, records and documents concerning the
contracted services. As used herein,the term"records"includes electronic data.These records
shall be maintained in compliance with generally accepted accounting principles and such
records must remain available for at least five (5) years after completion of this agreement.
The Provider shall provide TDC/BOCC access to any of the books, records or documents
concerning the contracted services during regular business hours, upon reasonable notice. In
the event such inspection by TDC/BO,CC reveals a substantial failure on the part of the Provider
to carry out the contracted services, the TDC/BOCC shall make a written demand upon the
Provider to repay a reasonable amount of the funds received by the Provider for the unfulfilled
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contracted services. If an auditor employed by the COUNTY or Clerk determines that monies
paid to Provider pursuant to this Agreement were spent for purposes not authorized by this
Agreement, or were wrongfully retained by the CONTRACTOR, the CONTRACTOR shall
repay the monies together with interest calculated pursuant to Sec. 55.03, of the Florida
Statutes, running from the date the monies were paid by the COUNTY. The TDC/BOCC and
Provider agree to attempt to resolve such exceptions/repayments in good faith. In addition,
these records are subject to disclosure pursuant to Chapter 119 of the Florida Statutes and the
TCD/COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this
provision by Provider.
7. PUBLIC RECORDS COMPLIANCE: Provider must comply with Florida public records
laws, includingi but not limited to Chapter 119, Florida Statutes and Section 24 of article I of the
Constitution of Florida. The County and Provider shall allow and permit reasonable access to,
and inspection of, all documents, records, papers, letters or other"public record" 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 Provider in conjunction with this contract and related
to contract performance. The County shall have the right to unilaterally cancel this contract
upon violation of this provision by the Provider. Failure of the Provider to abide by the terms of
this provision shall be deemed a material breach of this contract and the County may enforce
the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be
entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This
provision, shall survive any termination or expiration of the contract.
The Provider is encouraged to consult with its advisors about Florida Public Records Law in
order to comply with this provision.
Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Provider is
required to:
(1) Keep and maintain public records that would be required by the County to perform the
service.
(2) Upon receipt from the County's custodian of records, provide the County with a copy of
the requested records or alliow the records to be inspected or copied wfthin a reasonable time
at a cost that does not exceed the cost provided in this chapter or as otherwise provided by
law.
(3) Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law for the duration of the
contract term and following completion of the contract if the Provider does not transfer the
records to the County.
(4) Upon completion of the contract, transfer, at no cost, to the County all public records in
possession of the Provider or keep and maintain public records that would be required by the
County to perform the service. If the Provider transfers all public records to the County upon
completion of the contract, the Provider shall destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure requirements. If the Provider
keeps and maintains public records upon completion of the contract, the Provider shall meet
all applicable requirements for retaining public records. All records stored electronically must
be provided to the County, upon request from the County's custodian of records, in a format
that is compatible with the information technology systems of the County.
(5) A request to inspect or copy public records relating to a County contract must be made
directly to the County, but if the County does not possess the requested records, the County
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shall immediately notify the Provider of the request, and the Provider must provide the records
to the County or allow the records to be inspected or copied within a reasonable time.
If the Provider does not comply with the County's request for records, the County shall enforce
the public records contract provisions in accordance with the contract, notwithstanding the
County's, option and right to unilaterally cancel this contract upon violation of this provision by
the Provider. A Provider who fails to provide the public records to the County or pursuant to a
valid public records request within a reasonable time may be subject to penalties under
sectioril 19.10, Florida Statutes.
The Provider shall not transfer custody, release, alter, destroy or otherwise, dispose of any
public records unless or otherwise provided in this provision or as otherwise provided by law,
IFTHE PROVIDER HAS QUESTIONS REGARDING THE APPLICATION OF
LHAPTER 119, FLORIDA s,rA,rtJTES, TO THE PROVIDER'S DUTY TO
PRON71DE PUBLIC RECORDS RELATING TO THIS CONTRA('T, CONTACT
THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY AT PHONE#
305-292-3470 BRA DLEY-BRIAN RMONROEC OU NTY-FL.GO V., MONROE
COUNTY ATTORNEY'S OFFICE 1111 121—H Street, SUITE 408, KEY WEST, FL
33040.
8. TERMINATION: Either party shall have the right to cancel this Agreement at its sole
discretion with or without cause upon one hundred and twenty (120) days prior written notice
to the other party. In the event that the Provider shall be found to be negligent in any aspect
of service, the COUNTY shall have the right to terminate this agreement after five days written
notification to the Provider.
Upon any termination, including the natural termination of this Agreement, Provider shall deliver
to the County all papers, software, equipment and other material related to the work performed
under this agreement.
9. DISCLOSURE OF INTERESTS: The Provider agrees that it has provided to the County
prior to the execution of this Agreement written disclosure of any existing financial interest in
the business of its suppliers or Provider's subcontractor's utilized in fulfillment of this
Agreement, and shall disclose said interests as they may arise from time to time. The Provider
shall be required to list any or all potential conflicts of interest, as defined by Florida Statutes
Chapter 112 and Monroe County Code, and shall disclose to the County 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 County and TDC.
10. LAWS AND REGULATIONS: Provider shall comply fully with all Local, State and
Federal laws,and regulations, including state and local licensing laws and ordinances.
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11. TAXES: The County and TDC are exempt from Federal Excise and State of Florida
Sales and use, Taxes. The County is not responsible for any taxes incurred by Provider.
12. FINANCE CHARGES: The County and TDC will not be responsible for any finance
charges,
13. FORCE MAJEURE: Provider 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 is made or not,
insurrection, sabotage, riot or civil commotion, act of public enemy, epidemic, quarantine
restriction, accident, fire, explosion, storm, flood, drought or other act of God, act of any
governmental authority, jurisdictional action, or insufficient supply of fuel, electricity, or
materials,or supplies, or technical failure where Provider has,exercised reasonable care in the
prevention thereof, and any such delay or failure shall not constitute a breach of this
Agreement.
14, ASSIGNMENT: The Provider shall not assign, transfer, convey, sublet or otherwise
dispose of this agreement, or of any or all of its rights, title or interest therein or information
generated or collected in, the performance of this agreement (other than responses to public
information requests from any person or entity whether in or out of state), without prior written
consent of the Couinty and TDC.
15, COMPLIANCE WITH LAWS-NONDISCRIMINATION: County and Provider 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
Agreement automatically terminates without any further action on the part of any party,effective
the date of the court order. County or Provider 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 VII 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 168,5-1686), which prohibits
discrimination on the,basis of sex; 3)Section 504 of the Rehabilitation Act of 11973,as amended
(20 USC s, 794), which prohibits discrimination on the basis of handicaps; 4) The Age
Discrimination Act of 1975, asamenided (42 USC ss.61011-6107)which prohibits discrimination
on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972!1 , (P'L 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 patient records; 8) Title
Vill of the Civil Rights Act of 1968 (42 USC ss. 3601 et seq.), as amended, relating to
nondiscrimination in the sale, rental or financing of housing-, 9)The Americans with Disabilities
Act of 1990 (42 U'SC s. 12101 Note), as maybe amended from time to time, relating to
nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 14, Article 11,
which prohibits discrimination on the basis of race,color, sex, religion, national origin, ancestry,
sexual orientation, gender identity or expression, familial status or age, 11) any other
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nondiscrimination provisions in any Federal or state statutes which may apply to the parties to,
or the subject matter of, this Agreement,
16. INSURANCE: The Provider shall maintain the following required insurance throughout
the entire term;of this agreement and any extensions. Failure to comply with this provision imay
result in the immediate suspension of all work until the required insurance has been reinstated
or replaced. Delays in the completion of work resulting from the failure of the Provider to
maintain the required insurance shall not extend any deadlines specified in this agreement and
any penalties and failure to perform assessments shall be imposed as If the work had not been
suspended, except for Provider's failure to maintain the required insurance.
The Provider shall provide, to the County, as satisfactory evidence of the required insurance,
either:
Certificate of Insurance
or
A Certified copy of the actual insurance policy
The County, at its sole option, has the right to request a certified copy of any or all insurance
policies required by this agreement.
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. The acceptance and/or approval of the Provider's
insurance shall not be construed as relieving the Provider from any liability or obligation
assumed under this agreement 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 Workers' Compensation. Any
deviations from these General Insurance Requirements must be requested in writiing from the
County. Such requests shall be prepared from the County's form entitled "Request for Waiver
of Insurance Requirements" and approved by Monroe County Risk Management.
A. Prior to the commencement of work governed by this agreement the Provider
shall obtain Workers' Compensation Insurance with limits sufficient to respond to Florida
Statute 440.
In addition, the Provider shall obtain Employers' Liability Insurance with limits of
not less than:
$100,,000 Bodily Injury by Accident
$500,000 Bodily Injury by Disease, policy limits
$100,000 Bodily Injury by Disease, each employee
Coverage shall be maintained throughout the entire term of the agreement.
Coverage shall be provided by a company or companies authorized to transact
business in the state of Florida and the company or companies must maintain a minimum rating
of A-V1, as assigned by the A.M. Best Company.
B. Prior to the commencement of work governed by this agreement, the Provider
shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of
the agreement and include, as a minimum:
• Premises Operations and Contents
• Products and Completed Operations
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• Blanket Contractual Liability
• Personal Injury Liability
• Expanded Definition of Property Damage
The minimum limits acceptable shall be:
$1,000,000 Combined Single Limit (CSL)
If split limits are provided, the minimum limits acceptable shall be:
$ 500,000 per person
$1,000,000 per Occurrence
$ 100,000 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
agreement. 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.
The Monroe County Board of County Commissioners shall be named as Additional
Insured on all policies issued to satisfy the above requirements.
17. GOVERNING LAWIVENUIE: This Agreement 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.
In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of the agreement,the County and Provider agree that venue shall
lie in the appropriate court or before the appropriate administrative body in Monroe County,
Florida. This Agreement shall not be subject to arbitration,
The County and Provider agree that, in the event of conflicting interpretation, of the terms or a
term of this Agreement by or between any of them the issue shall be submitted to mediation
prior to the institution of any other administrative or legal proceedings,
18. ENTIRE AGREEMENT, This writing embodies the entire Agreement and understanding
between the parties hereto, and there are no: other agreements and understandings, oral or
written,with reference to the subject matter hereof that are not merged herein and superseded.
In order to be effective, any amendment to this Agreement shall be in writing, approved by the
Board of County Commissioners of Monroe County:, and executed by both parties.
19. PROPERTY RIIGHTS: The County shall own all equipment and materials supplied by
them for the Visitor Information Services program including software and databases. For the
purposes of the public records act, all data entered into the Monroe County Tourist
Development Council's computer network system shall be County material.
20. SEVERABILITY: If any provisions of this Agreement shall be held by a Court of
competent jurisdiction to be invalid or unenforceable, the remainder of this agreement, or the
application of such provision other than those as to which it is invalid or unenforceable, shall
not be affected thereby; and each provision of this Agreement shall be valid and enforceable
to the fullest extent permitted by law.
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21. NOTICE: Any notice required or permitted under this Agreement 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
Executive Director, TDC AND Monroe County Attorney
1201 White Street, Suite 102 PO Box 1026
Key West, FL 33040 Key West, FL 33041
FOR PROVIDER
President
Lower Keys Chamber of Commerce
31020 Overseas Highway
PO Box 430511
Big Pine Key, FL 33043
22. AUTHORITY: Each of the signatories for the Provider below certifies and warrants that:
a) The Provider's name in the Agreement is the full name as designated in its
corporate charter.
b) They are empowered to act and contract for the Provider.
c),This Agreement has been approved by the Provider's Board of Directors.
23. ETHICS CLAUSE: Provider warrants that it has not employed, retained or otherwise
had act on its behalf any former County officer or employee in violation of Section 2 of
Ordinance No. 10-1990 or any County officer or employee in violation of Section:3 of Ordinance
No. 10-1 990. For breach or violation of the provision the County may, at its discretion terminate
this agreement without liability and may also, at its discretion, deduct from the agreement or
purchase price, or otherwise recover, the full amount of any fee, commission, percentage, giift,
or consideration paid to the former or present County officer or employee.
24. 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 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 pub4c entity, and.
may not transact business with any public entity in excess of the threshold amount provided in
section 287.017, Florida Statutes for CATEGORY TWO for a period of 36 months from the date
of being placed on the convicted vendor list. By execution of this document, Provider states
that it is not disqualified by the statement above.
25. NON-WAIVER OF IMMUNITY: Notwithstanding the provisions of Sec. 768.28, Florida
Statutes, the participation of the Provider and the TDC/BOCC in this Agreement and the
acquisition of any commercial liability insurance coverage, self-insurance coverage, or local
government liability insurance pool coverage shall snot be deemed a waiver of immunity to the
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extent of liability coverage, nor shall any contract entered into by the COUNTY be required to
contain any provision for waiver.
26. SECTION HEADINGS: Section headings have been inserted in this Agreement as a
matter of convenience of reference only, and it is agreed that such section headings are not a
part of this Agreement and will!, not be used in, the interpretation of any provision of this
Agreement.
27. BINDING EFFECT.- The terms, covenants, conditions, and provisions of this Agreement
shall bind and inure to the benefit of the TDC/BOCC and Provider and their respective legal
representatives, successors, and assigns.
28, COOPERATION: In the event any administrative or legal proceeding is instituted against
either party relating to the formation, execution, performance, or breach of this Agreement,
TDC/BOCC and Provider agree to participate,, to the extent required by the other party, in all
proceedings, hearings, processes, meetings, aind other activities related to the substance of
this Agreement or provision of the services under this Agreement. TDC/BOCC and Provider
specifically agree that no party to this Agreement shall be required to enter into any arbitration
proceedings related to this Agreement.
29. COVENANT OF NO INTEREST: Provider and TDC/BOCC covenant that neither
presently has any interest, and shall not acquire any interest, which would conflict in any
manner or degree with its performance under this Agreement, and that only interest of each is
to perform and receive benefits as recited in this Agreement.
30. CODE OF ETHICS: TDC/BOCC agrees that officers and employees of the TDC/BOCC
recognize and will be requiired to comply with the standards of conduct for public officers and
employees as delineated in Section 112.313, Florida 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.
31 PRIVILEGES AND IMMUNITIES: 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 perform ing their respective functions
under this Agreement within the territorial limits of the COUNTY 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.
32, E-VERIFY: In accordance with F.S. 448,095, Provider shall utilize the U.S. Department
of Homeland Security's E-Verify system to verify the employment eligibility of all new
employees hired by the Provider during the term of the Contract and shall expressly require
any subcontractors performing work or providing services pursuant to the Contract to likewiise
utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment
eligibility of all new employees hired by the subcontractor during the Contract term.
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NESS WHEREOF,the parties hereto have executed this.agreement the day and
e written
x`~ Board of County Commissioners
Madok, Clark of Monroe County
As Deputy C erk Mayor/Chairman
d40N ROT COUNTY ATQRMEY
Lower Keys h,�71mbA1'r? orririlsPG9,Inc. i,rr =vnsTu V : u
CHWSTfNELIMB T,RARROWS
"�R"✓�..�]��0.,. ASSISTANT CUryLF/+4V ATM NE'
By
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President
Print Name
AND TWO WITN .S S
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Print Name. t`a+Vw c�Q�¢'a Print e: Srl I I,r,
Date: (� �� �✓��� Gate.
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Exhibit A
Mail Fulfillment Required Data
o Name
• Business Name (if Travel Agent or Business Address)
o Street Address
• Zip Code
• City
• State or Province
• Country (if non-Ul.S.)
Visitor Information Survey
• What kinds of activities are you interest in?
a. Fishing Deep Sea b. Fishing Back Country
C. Diving d. Snorkeling
e. Marinas f. Sailing
9- Boat Rentals h. Attractions
i. Dining/Entertainment j. Weddings
k. Real Estate/Relocation I. Coupon Book
M. Guided/Nature Tours n. Water Sports
0. Cultural Events/Theatre/Music p. Fishing, Tournaments
q. Honeymoons r. Kids/Family/Vacations
& Weather t. Eco Friendly/Sustainable Activities
U. Special Event or Festival
• What Kind of accommodations are you interest in?
a. Hotel/Motel b. B&B/Guesthouses
c. Vacation Rentals id. Camipground/R.V. Parks
• Are you a travel agent or consumer?
0 What month are you planning to travel to the Florida Keys?
a How are you traveling?
a. Commercial Airline lb. Private Plane
C. Automobile d. Tour Bus
d. RV e. Private Boat
t Fly/Drive 9- Undecided
• How long will you stay?
c How many people will be in your travel party? Children under 17?
• What number did you dial to reach us today?
• Do you recall seeing any advertising for the Florida Keys and Key West in the past 3 months?
If so, what and where,?
o Have you visited the Florida Keys and Key West in the past 3 years?
0 Would you like an electronic or paper brochure?
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Exhibit B
Generic Destination
Frequently Asked Visitor Questions & Appropriate Responses
Q.1. How long does it take to seethe entire Florida Keys?
A.1. About one to two weeks
Q.2. How can I get to the Florida Keys?
AA The Florida Keys are directly accessible by plane, via our two airports Marathon and Key
West, car, bus, and fe". You can also travel to nearby destinations in Florida via train, plane, bus,
etc. and continue on the Keys through a rented car, shuttle service, ferry or bus.
Q.3. Is there a web site where I can find more information on the Florida Keys?
A.3. Yes, ,EAw�.fla-ke ys.com,
Q.4. How long does it take to get to the Keys?All times and distance are to the Upper Keys. Add one
hour to times for Middle Keys and two hours to times for Lower Keys.
A.4. City, State Miles Kilometers Driving Time
Miami, FL 50 80 1 hour
Ft. Myers, FL 200 320 4 hours
Tampa, FL 300 480 6 hours,
Orlando, FL 280 450 6 hours
Gainesville, FL 380 610 8 hours
Tallahassee, FL 530 850 10 hours
Jacksonville, FL 490 780 10 hours
Savannah, GA 530 850 11 hours
Macon, GA 630 1,010 13 hours
Charleston, SC 630 1,010 13 hours
Atlanta, GA 700 1,120 14 hours
Pensacola, FL 720 1,150 1!4 hours
Montgomery, AL 740 1,200 1!5 hours
Birmingham, AL 860 1,370 17 hours
Charlotte, NC 884 1,400 118 hours
New Orleans, LA 910 1,500 18 hours
Louisville, KY 1,140 1,824 23 hours
Q.5. Do you know of any special deals or bargains?
A.5. If you know of any special deals or bargains from accommodations please provide to the caller
or else state: Special deals or bargains can generally be found in our off season. Accommodation prices
generally begin reducing during the early summer months and are lowest generally during the fall.
However, special events or holidays can affect prices,
Q.6. I've heard there is a hurricane/tropical storm headed to the Florida Keys, how can I get more
information'?
A.6. You can visit the official Florida Keys and Key West website, www.fla-keys.com, for information
such as any storm warnings affecting the Florida Keys, answers to frequently asked questions about
hurricanes and other tips for visitor safety. You can also visit www.nhc.noaa. ov at 5 a.m. or p.m. and
11 a.m. or p.m- for their tropical advisory.
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Q.7. Do you have any LGBTQ+ friendly accommodations?
A.7. There are LGBTQ+ friendly accommodations throughout the Florida Keys. You can visit the
official Florida Keys and Key West website, www.fl�a-keys.com, to see which accommodates are self-
designated as LG,BTQ+ friendly.
Q.& What types of accommodations do you have?
A.8. Provide caller with categories of accommodation types available in your area such as Hotels,
Motels, Bed and Breakfasts, Guest Houses, RV Parks, Campgrounds, and Vacation Rentals. Also use
descriptive terms of accommodations in your area where appropriate. For example, large chain hotels
to Mom & Pop type hotels, quaint B&Bs and guest houses, waterfront RV parks & campgrounds, etc.
Q.9. What type of restaurants do you have?
A.9. Highlight unique dining experiences of the Florida Keys and Key West, such as local seafood or
conch-fusion cuisine, while also providing the caller with some general restaurant types available in
your area. Examples of restaurant types include: fine dining,family style, pubs, diners,fast food, ethnic,
seafood, vegetarian, cafeteria style, cafes, chains, etc. also use descriptive terms for restaurants in
your area where appropriate. For example, "We have many wonderful dining choices including
restaurants specializing in your famous local cuisine which infuses Cuban, Bohemian, and American
specialties, fresh local seafood, fine-dining, family-style and casual restaurants"
In addition, Operators should be able to provide information appropriate to their area for the following
questions:
Q.10. Is there any nightlife available?
QA1. What types of family activities are there?
Q,12. Where can I (snorkel, dive, fish, swim, sail, visit the reef)?
Q.13. Do you have any special events going on?
Q.14. Are there any pet friendly accommodations?
Q,15, What options are available in voluntourism or ecotourism?
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