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Liz Yongue From: Gomez-Krystal <Gomez-Krystal@MonroeCounty-FL.Gov> Sent: Tuesday, May 19, 2026 11:39 AM To: Agenda Distribution Group; County Commissioners and Aides Subject: RE: ADD-ON Item X2 05/20/2026 BOCC MEETING "Approval for the CountyAttorney's Office to represent Commissioner Cates in the matter of Stacey Mitchell v. Craig Cates, et al, 24 CA 890 K, per M.C.C. Section 2-179(a)(5) of the County Code." �,-,rrystaC crontez Executive Administrative Coordinator Monroe County Administrator's Office 1100 Simonton Street, Suite 2-205 Key West, FL 33040 Office: 305-292-4441 Cell: 305-850-8694 Notary Public �y ------_-rv_� PLEASE NOTE: FLORIDA HAS A VERY BROAD RECORDS LAW. MOST WRITTEN COMMUNICATIONS TO OR FROM THE COUNTY REGARDING COUNTY BUSINESS ARE PUBLIC RECORDS AVAILABLE TO THE PUBLIC AND MEDIA UPON REQUEST. YOUR EMAIL COMMUNICATION MAY BE SUBJECT TO PUBLIC DISCLOSURE. From: Gomez-Krystal <Gomez-Krystal@ Mon roeCounty-FL.Gov> Sent:Tuesday, May 19, 2026 11:34 AM To:Agenda Distribution Group<Agenda_Distribution_Group@ Mon roeCounty-FL.Gov>; County Commissioners and Aides<County_Commissioners2@monroecounty-fl.gov> Cc: Gomez-Krystal <Gomez-Krystal@MonroeCounty-FL.Gov> Subject:ADD-ON Item X2 05/20/2026 BOCC MEETING Good morning, Please be advised,the following Add On Item is set for inclusion day-of meeting prior to the approval of the Agenda: "Approval for the CountyAttorney's Office to represent Commissioner Cates in the matter of Stacey Mitchell v. Crag Cates, et al, 24 CA 890 K, per M.C.C. Section 2-179(a)(5) of the County Code." The Agenda Item Summary is attached. Once approved,this will be considered Add On Item X2. 1 Tara!, rez%c, �,-,rrystal crontez Executive Administrative Coordinator Monroe County Administrator's Office 1100 Simonton Street, Suite 2-205 Key West, FL 33040 Office: 305-292-4441 Cell: 305-850-8694 Notary Public WWW uu�u��u_�rv_ uo ou.���ty 6 u--- >u-------------------------- PLEASE NOTE: FLORIDA HAS A VERY BROAD RECORDS LAW. MOST WRITTEN COMMUNICATIONS TO OR FROM THE COUNTY REGARDING COUNTY BUSINESS ARE PUBLIC RECORDS AVAILABLE TO THE PUBLIC AND MEDIA UPON REQUEST. YOUR EMAIL COMMUNICATION MAY BE SUBJECT TO PUBLIC DISCLOSURE. 2 Liz Yongue From: Gomez-Krystal <Gomez-Krystal@MonroeCounty-FL.Gov> Sent: Tuesday, May 19, 2026 11:34 AM To: Agenda Distribution Group; County Commissioners and Aides Cc: Gomez-Krystal Subject: ADD-ON Item X2 05/20/2026 BOCC MEETING Attachments: AIS 32141.docx; Mitchell Third Amended Complaint 5.18.pdf; Sec. 2 179.pdf; 245649628 Order Granting County MTD Mitchell v Monroe County 4.9.pdf Categories: Orange Category Good morning, Please be advised,the following Add On Item is set for inclusion day-of meeting prior to the approval of the Agenda: "Approval for the CountyAttorney's Office to represent Commissioner Cates in the matter of Stacey Mitchell v. Crag Cates, et al, 24 CA 890 K, per M.C.C. Section 2-179(a)(5) of the County Code." The Agenda Item Summary is attached. Once approved,this will be considered Add On Item X2. Thanllc rez%�, �,-,rrystaC crontez Executive Administrative Coordinator Monroe County Administrator's Office 1100 Simonton Street, Suite 2-205 Key West, FL 33040 Office: 305-292-4441 Cell: 305-850-8694 Notary Public �y ------_-rv_� PLEASE NOTE: FLORIDA HAS A VERY BROAD RECORDS LAW. MOST WRITTEN COMMUNICATIONS TO OR FROM THE COUNTY REGARDING COUNTY BUSINESS ARE PUBLIC RECORDS AVAILABLE TO THE PUBLIC AND MEDIA UPON REQUEST. YOUR EMAIL COMMUNICATION MAY BE SUBJECT TO PUBLIC DISCLOSURE. 1 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE ! Mayor Michelle Lincoln,District 2 The Florida Keys m Mayor Pro Tem David Rice,District 4 Craig Cates,District 1 James K. Scholl,District 3 Holly Merrill Raschein,District 5 Regular Meeting May 20, 2026 Agenda Item Number: {{section.number}}{{item.number}} 26-32141 BULK ITEM: No DEPARTMENT: County Attorney TIME APPROXIMATE: n/a STAFF CONTACT: Bob Shillinger AGENDA ITEM WORDING: Authorization for the County Attorney's Office to represent Commissioner Cates in the matter of Stacey Mitchell v. Crag Cates, et al, 24 CA 890 K,per M.C.C. Section 2-179(a)(5) of the County Code. ITEM BACKGROUND: The former TDC Director has filed a Third Amended Complaint in her lawsuit challenging her termination. In this fourth iteration of the complaint, she has, for the first time, named Commissioner Cates in his individual capacity for allegedly tortiously interfering with her employment contract with 3406 North Roosevelt Boulevard Corporation, the non-profit corporation that serves as the administrative operator for the Tourist Development Council. Section 2-179(a)(5) of the County Code lists among the duties of the County Attorney as providing "for the defense of all current and former county officers and employees in their personal and official capacities, against any noncriminal action, regardless of whether the action is legal, equitable or administrative in nature, arising out of an act, or omission, undertaken or omitted in the course of the officer's or employee's county duties or employment, when authorized to do so by the board." (Emphasis added). In Mitchell's Third Amended Complaint, she alleges that Commissioner Cates allegedly interfered with her employment contract in retaliation for her reluctance to fund the County's bicentennial events with TDC funds. Despite her attempts to name the Commissioner in his individual capacity, the dispute arises from his actions as a Commissioner. Of note, Mitchell dropped the County as a party to this action when she declined to name the County as a defendant in her Third Amended Complaint after the County successfully defended itself against her Whistleblower claims, which the Court deemed to be unsupported by the law when it dismissed her second amended complaint. PREVIOUS RELEVANT BOCC ACTION: None. INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: None. STAFF RECOMMENDATION: Approval DOCUMENTATION: FINANCIAL IMPACT: Effective Date: Expiration Date: Total Dollar Value of Contract: Total Cost to County: Current Year Portion: Budgeted: Source of Funds: CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: If yes, amount: Grant: County Match: Filing # 248470440 E-Filed 05/18/2026 11:57:34 PM IN THE CIRCUIT COURT OF THE SIXTEENTH JUDICIAL CIRCUIT IN AND FOR MONROE COUNTY, FLORIDA LOWER KEYS DIVISION CASE No: 24-CA-000890-K STACEY MITCHELL, Plaintiff, V. 3406 NORTH ROOSEVELT BOULEVARD CORPORATION; CRAIG CATES, individually, KEVIN MADOK, in his official capacity as the Monroe County Clerk of Circuit Court 8v Comptroller, and LUANNE VERNER, Defendants. THIRD AMENDED COMPLAINT Plaintiff Stacey Mitchell ("Plaintiff' or "Ms. Mitchell") brings this action against Defendants: 3406 North Roosevelt Boulevard Corporation; CRAIG CATES, individually; KEVIN MADOK, in his official capacity as the Monroe County Clerk of Circuit Court 8v Comptroller, and LUANNE VERNER (collectively, the "Comptroller Defendants") and alleges as follows upon personal knowledge as to Plaintiff and Plaintiff's own acts and experiences, and, as to all other matters, upon information and belief, including investigation conducted by Plaintiff's attorneys. 1 Parties 1. Plaintiff is and was at all material times a resident of Monroe County, Florida. Her address is 916 Frances Street, Key West, FL 33040. 2. 3406 North Roosevelt Boulevard Corporation ("3406") is a nonprofit and independent contractor doing business in Monroe County, Florida. 3. CRAIG CATES is a natural person residing in Monroe County, Florida, and is sued individually. 4. KEVIN MADOK, is the Monroe County Clerk of Circuit Court 8v Comptroller, is a constitutional officer of the State of Florida, and is sued in his official capacity. 5. LUANNE VERNER is a natural person, and a resident of Monroe County, Florida, and is sued individually. Jurisdiction and Venue 6. This Court has subject matter jurisdiction pursuant to section 34.01(1)(c)(2), Florida Statutes. The matter in controversy exceeds the sum or value of$50,000 exclusive of costs, interest, and attorneys' fees. § 34.01, Fla. Stat. 7. Defendants are subject to personal jurisdiction in Florida because this suit arises out of and relates to Defendants' conduct in Monroe County, Florida. See § 47.011, Fla. Stat. 2 Facts 8. Plaintiff was the marketing director of the Florida Keys' top tourism agency, 3406. 9. 3406 is doing business as Visit Florida Keys. Background 10. On or about May 3, 2022, an informal meeting took place at the Wreck Galley and Grill on Grassy Key, involving Plaintiff, Andy Newman (Tourism Development Council Public Relations Director), Roman Gastesi (Monroe County Administrator), Michele Lincoln (Monroe County Mayor), and Kristen Livengood (Monroe County Public Information Officer). 11. During this meeting, the Board of County Commissioner ("BOCC") made plans for the upcoming 2023 Bicentennial in which Plaintiff was to advise and coordinate marketing for. 12. Plaintiff emphasized the importance of submitting event funding applications through the District Advisory Committees ("DAC") by early June, because that was the ultimate deadline per Monroe County requirements. 3 13. Despite Plaintiff providing all necessary Tourist Development Council ("TDC")' administrative contact information to assist Ms. Livengood, the applications were not submitted on time. 14. As a result, the events that Ms. Livengood was tasked with obtaining funding for from the TDC were excluded from grant consideration. This lapse in submission was discovered when Plaintiff returned from a business trip on June 13, 2022, and was informed by the office manager, Maxine Pacini, that Ms. Livengood had sought last-minute assistance in the application process but failed to meet the deadline. 15. At the fiscal year 2023 county budget meeting of July 19, 2022, Cates told Plaintiff there was going to be a drone show and concert at the Key West Amphitheater to celebrate Monroe County's bicentennial (the "Proposal") and requested funding for it from the Monroe County Tourist Development Council. 16. Plaintiff reminded Cates that Ms. Livengood had missed the deadline to apply for funding, yet Cates insisted on finding a way to support the event. 17. Around or about late July or early August 2022, Cates called Plaintiff demanding TDC pay for the concert and drone show, stating 1 The TDC's board and 3406's boards consist of the same people, i.e., if the person is on the TDC's board then they are also on 3406's board. 4 Plaintiff should "control [her] board" and that certain members had been around for "too long." Witness Brianna Scafudi overheard the conversation. 18. Consequently, and despite previous directives from the BOCC to avoid funding high-season, one-day, weekend events in crowded neighborhoods, the TDC hastily organized a "second round of event funding" to accommodate the request because of backroom dealings, meetings, and other informal communications hidden from the public. 19. As a part of Plaintiff's job, she was tasked with attending, advising, speaking, and testifying at TDC and DAC meetings, i.e., she was asked and required to do so. 20. The TDC consists of nine board members. Five of the nine board members are appointed by the county commissioners from the district they represent. One board member from each district (5) must be in the lodging or tourist related industry and of a general manager of a hotel or owner/CEO level of a tourist related industry with the exception of Key West—that district has 2 seats because it is the most populous municipality. Each board member serves a four-year term. Two elected officials from the most populous municipality are also appointed by the county commissioner from that district for a four- 5 year term and the ceremonial mayor of the county fills one seat for one year. 21. Even though appointments are requested by that particular district's commissioner, TDC appointments are approved by the full BOCC. TDC board members serve 4 year terms, and must express their interest in renewing to their appointing commissioner. County commissioners can remove their representative on the TDC board at any time. 22. Every October, the TDC board votes for the following officers: Chairperson, Vice Chair, Treasurer and co-treasurer. These officers serve a one-year term. The Chairperson approves the agenda and the agenda is available to the public approximately one week prior to the meeting. The Chair runs the meeting. 23. A quorum of 5 members must be met to have a meeting. If a quorum cannot be met, the meeting becomes a workshop and no votes can be taken. Consideration and action Items are tabled until the next meeting where a quorum is met. The TDC Meeting of October 18, 2022 24. On October 18, 2022, Plaintiff participated in a formal meeting of the TDC to address the appeal of the DAC 1 denial of a $150,000 funding request for the Bicentennial Drone Show (the "Proposal"). 6 Plaintiff was directed to be at this meeting by the TDC to provide expert testimony and advisement in her capacity as Marketing Director. 25. During this meeting, specifically regarding Agenda Item N 1 (Action Funding Monroe County 200th Anniversary Celebration), Plaintiff testified: 26. When the inquiry of funding the Monroe County 200 anniversary celebration began, Plaintiff stated: Thank you. Back in May, Andy Newman and I met with the county administrator and a few other folks from the county to discuss Monroe County's bicentennial celebration. The discussion and guidance provided to the county was that the TDC was willing to support these events through various channels. One of them could be event funding, PR, any advertising opportunities, even going so far as logo creation for the event. They were encouraged to speak with the TDC, the DAC and the processes that we have in place to address such events. The first event to be created with dates, rates, and space is what's before you today. It was first considered at the DAC level, but District 1 advisory committee members rightfully struggled with the date of the event and did not score high enough to be funded out of Key West event funding. The date in March was a problem. And the DAC did their job because they have been directed, guided really held accountable for continuing to support, incentivized, and fund events during high season. It's all about the balance between residents and encouraging tourism. 27. Plaintiff further disclosed the specific violation of the mandatory June 7th deadline by county staff: So when we met with the county folks in May, we emphasized, please get the application in by the June, is it 5th or seventh? June 7th deadline. That wasn't done. And that's what began this process that we find ourselves in today. 7 28. Plaintiff disclosed that the attempt to create an "unprecedented" second round of funding was a departure from equal application of the law, comparing it to the denied application of the Key West Pink Shrimp Festival's similar request for funding: I wanted to just reiterate something that Steve had mentioned that when the unprecedented going out for a second round came about, the second application, which was the Key West Pink Shrimp Festival, those dates fell over President's Day weekend. They did not receive funding because again, heels dug in with a hard date said, "we have been directed to not fund events during high season." The DAC did their job. They were asked years ago to balance the quality of life for our residents with tourism. Some of that comes through event funding. They did their job and asked both events coordinators, Kimberly is not really the event coordinator, but she was the spokesperson for the county event. And asked the event coordinator for Key West Pink Shrimp Festival, can you move the dates? And both answers were no. So no event funding was given out during the second round and a lot of that weighed heavily on the dates chosen. It's a big deal. Go ahead. 29. Finally, Plaintiff disclosed that the political pressure to ignore these rules was a threat to the "integrity" and "mission statement" of the agency: Madam Chair, I know this board doesn't lose sight of it, but I want the DAC Chairs to hear this that you volunteer your time. You're running a business. You're short staffed, yet you take the time and you pour through capital applications, event applications. You slog through hours long meetings and maintain the integrity of the mission statement and how you've been directed and It is respected. It's admired. It's respected. And I think a pure example of that is today's discussion. 8 30. Following Plaintiff's disclosures at the TDC meeting, she faced multiple instances of retaliation from her Defendants. Retaliation 31. Pretextual Audit and Procedural Irregularities. Shortly after the BOCC reversed the TDC and DAC's formal denial, the $150,000 payment request for the drone show was processed in mid-June 2023. Defendant Kevin Madok (who was at all material times the Clerk of the Court and Comptroller) informed Plaintiff he would be conducting an audit of the TDC—the first such audit in approximately 20 years. 32. The initiation of the audit process was started at the request of Cates and was characterized by procedural irregularities and hostility toward Plaintiff. This initiation of the audit process is an instance of retaliation against Plaintiff for her statements before the TDC. 33. Exclusion of Staff: On July 12, 2023, auditors Tammie Murray and Noah Browning excluded Plaintiff's Office Manager from the meeting. When Plaintiff questioned why the Clerk could have two parties present while TDC staff could not, Murray stated it was the Clerk who "authorized this change." This "change" was at the behest of Cates and is an instance of retaliation against Plaintiff for her statements before the TDC. 9 34. Refusal to Correct Record: Plaintiff submitted editorial corrections to audit summaries on August 11 and October 6, 2023. These corrections were ignored, and Plaintiff never received the corrected documents, indicating the audit was not a fair fact-finding mission but a predetermined retaliatory tool. This refusal to correct audit summaries on August 11 and October 6, 2023 was done at the behest of Cates and is an instance of retaliation against Plaintiff for her statements before the TDC. 35. Defamation and Coordinated Action: On October 31, 2023, the Clerk released the draft audit. Within minutes, Defendant Luanne Verner, the Grants Accounting Supervisor for Madok's office, used social media to spread a direct link to the audit with the following defamatory statement: > "The TDC director (sic) has been stealing for years and she finally got caught. Interesting read." 36. Defendant Madok confirmed the message was sent by Verner yet no corrective action was taken, establishing an environment of sanctioned character assassination following Plaintiff's protected disclosures. This refusal to take any corrective action was done at the behest of Cates and is an instance of retaliation against Plaintiff for her statements before the TDC. 10 37. Refusal to Accept Plan: On November 2, 2023, Plaintiff attended a meeting with Rita Irwin (TDC Chair), Bob Shillinger (County Attorney), Christine Limbert-Barrows, Commissioner Jim Scholl, Tina Boan, Roman Gastesi (County Administrator), and Kristen Livengood to discuss the audit findings. 38. The group reached consensus on a corrective plan. On November 6, 2023, Messrs. Shillinger and Gastesi discovered Cates in Madok's office. When the Messrs. Shillinger and Gastesi attempted to present the corrective plan. Plaintiff was retaliated against by way of Madok's declaration that he was "not interested" in their explanations and would advance the audit findings to the BOCC unchanged. This refusal to accept any plan was done at the behest of Cates and is an instance of retaliation against Plaintiff for her statements before the TDC. 39. February 20, 2024: After the TDC board initially voted down a proposal by Cates to terminate Plaintiff, Cates reminded the board members that they "serve at the request of their appointer." Specifically, at the February 20, 2024 TDC meeting, Plaintiff was retaliated against by Mayor Teri Johnston who publicly called Plaintiff a "cancer" who "needs to be either cut out or removed." Johnston and Cates moved Plaintiff's termination, but seven TDC board members voted "no." The foregoing was personally done by Cates and is an 11 instance of retaliation against Plaintiff for her statements before the TDC. 40. Scapegoating of Plaintiff: During this discussion, the term "scapegoat" was floated toward Plaintiff by various board members who acknowledged her strengths in marketing but felt pressure to act. The scapegoating of Plaintiff was personally done by Cates and is an instance of retaliation against Plaintiff for her statements before the TDC. 41. Final Termination: On March 26, 2024, at the Double Tree Grand Key Resort located at 3990 South Roosevelt Boulevard, Key West, FL 33040, 3406 caused Plaintiff to be wrongfully terminated. The 3406 Chair reminded members again that they serve at the request of the commissioners. Under this explicit threat to their own positions, the board voted to terminate Plaintiff's employment. This termination of Plaintiff was done at the behest of Cates and is an instance of retaliation against Plaintiff for her statements before the TDC. 42. The timing of these events and reoccurring pattern of hostile actions—beginning immediately after Plaintiff's statements regarding the Bicentennial funding and concluding with a forced vote by the 3406—demonstrates that the process "audit" itself, and the "audit 12 findings" were a pretext. The true motive was to remove Plaintiff because of Cates' interference. 43. 3406's subsequent termination—including the initiation of pretextual audits, coordination with Madok, and the eventual termination of Plaintiff—was a direct response to her statements at the TDC meeting of October 18, 2022. Defamation by the Comptroller's Employee 44. At 3:00 PM on October 31, 2023, the Cates' and the Comptroller Madok's retaliatory audit was published. 45. Immediately thereafter, LuAnne Verner posted on social media that Plaintiff "has been stealing for all these years and finally got caught," including a link to the Clerk's website. The post is infra: Ike "this audit report just came Out and II'm trying to spread the word. the tdc director has been stealing for years and she finally got caught. interesting read: stq�y_fb id=3555466 4698u56 5&d=100975906677519&mib extid:.-Nif5oz fN lJ r I I� I4nni cle Y`mjrr y CI ofh KeF,in IvIadioI, Lb. rIorirni nl.Council The au:!0 13 (the "False Post") 46. LuAnne Verner's statements that Plaintiff had been "stealing for years and she finally got caught" was false, defamatory, and libelous. There was no basis in reality to have made that statement on social media. 47. Plaintiff's reputation was tarnished, causing loss of employment opportunities, economic loss, damages, special damages, pain, suffering, and emotional distress. COUNT I TORTIOUS INTERFERENCE WITH WRITTEN EMPLOYMENT AGREEMENT AGAINST CRAIG CATES 48. Plaintiff repeats and realleges paragraphs 1 - 47; and alleges paragraphs 86 - 93. 49. Plaintiff and 3406 had a valid written Employment Agreement dated August 31, 2017, as renewed extended in writing, governing Plaintiff's employment as Marketing Director. 50. Cates was not a party to that contract. 51. Cates knew of the Agreement or, at minimum, knew of Plaintiff's continuing contractual employment relationship with 3406. 52. Cates intentionally and unjustifiably interfered with the Agreement by using influence, leverage, coercion, and pressure over TDC and 3406 14 decisionmakers to procure Plaintiff's administrative leave and termination. 53. Cates acted outside any lawful privilege or justification because he was not protecting any contractual right of his own, was not a party to the Agreement, was not Plaintiff's employer, and acted for improper purposes rather than to protect 3406's legitimate contractual interests. 54. Cates intentionally procured 3406's breach of the Agreement by causing Plaintiff's termination (which was done without the required written notice, duly noticed majority vote, and/or payment of salary in lieu of notice). 55. Cates's interference was a cause of Plaintiff's damages. 56. As a direct and proximate result of Cates's tortious interference, Plaintiff has suffered damages, including lost wages, lost salary due under the contractual notice period and/or in lieu of notice, lost benefits, lost remuneration, loss of employment opportunities, reputational injury, emotional distress, and other damages in an amount to be proven at trial. PRAYER FOR RELIEF WHEREFORE, Plaintiff prays for the following relief: a. Enter judgment in favor of Plaintiff and against Craig Cates; 15 b. Award Plaintiff compensatory damages in an amount to be proven at trial; c. Award Plaintiff prejudgment interest as allowed by law; d. Award Plaintiff costs as allowed by law; and e. Grant such other and further relief as the Court deems just and proper. COUNT II - Pled in Addition to and the Alternative to Count III, IV, and V DEFAMATION PER SE LUANNE VERNER 57. Plaintiff realleges paragraphs 1-47. 58. LuAnne Verner made and published false, malicious statements accusing Plaintiff of theft and corruption, constituting defamation per se. 59. Verner acted with actual malice and/or reckless disregard for the truth. PRAYER FOR RELIEF WHEREFORE, Plaintiff prays for the following relief: a. A final order awarding damages, including actual, compensatory, incidental, special, economic, and statutory damages, to Plaintiff in an amount to be determined at trial; and b. A final order permanently enjoining LuAnne Verner from further defaming Plaintiff. 16 COUNT III - Pled in Addition to and the Alternative to Count H NEGLIGENCE AGAINST KEVIN MADOK IN OFFICIAL CAPACITY 60. Plaintiff realleges paragraphs 1-47. 61. At all times material to this action, Madok had implemented at the Office of the Monroe County Clerk of Circuit Court 8v Comptroller for his employees and staff to follow, which included but are not limited to employment policies, social media policies, and policies regarding use of computers and electronic devices during work hours. Those policies, among other things prohibited employees and/or staff from posting on personal social media accounts and sites during work hours and/or posting defamatory materials online. 62. At all times material to this action, Madok owed a duty to supervise and manage his subordinates, including Verner. 63. Accordingly, by undertaking the audit and employing Verner, Madok assumed a duty to act carefully and to not put others at an undue risk of harm. 64. Accordingly, by undertaking the audit and employing Verner, Madok assumed a duty to act carefully and to not put others at an undue risk of harm, including reputation harm. 17 65. At all times relevant to this action, Madok by and through his agents, apparent agents, servants, and/or employees was negligent and breached said duties by including, but not limited, to: i. Failing to follow established policies and procedures to screen workers such as Defendant LuAnne Verner; ii. Failing to properly follow policies and procedures to training, maintain training, and/or minimum competency standards of all individuals at his office to diffuse, deescalate, prevent, or stop defamatory screeds against others; iii. Negligently hiring untrained personnel that were not sufficiently trained on established policies and procedures, such as Defendant LuAnne Verner; iv. Negligently retaining personnel and/or employees or general contractors or subcontractors with personnel and/or employees that were unfamiliar with Madok's policies and protocols and/or that failed to maintain familiarity or minimum competency; V. Negligently retaining personnel and/or employees or general contractors or subcontractors with personnel and/or employees that were unfamiliar with Madok's policies and protocols; and 18 vi. Failing to take reasonable measures to control his office and prevent reputational torts on individuals peaceably living their lives, to include Plaintiff; 66. The False Post about Plaintiff was reasonably foreseeable; as such, Madok could have and should have prevented the injuries sustained by Plaintiff while LuAnne Verner was on the clock. 67. He breached that duty by failing to prevent dissemination of false information and misuse of the audit process. 68. Defendant Madok had policies and procedures in place to safeguard the integrity of proceedings in his office, but failed to follow them in this instance. 69. As a direct and proximate result of the Madok's negligence, Plaintiff suffered great reputational injury, resulting pain and suffering, mental anguish, loss of capacity for the enjoyment of life, loss of earnings, and loss of ability to earn money. The losses are either permanent or continuing, and the Plaintiff will suffer losses in the future. 70. These acts foreseeably harmed Plaintiff. PRAYER FOR RELIEF WHEREFORE, Plaintiff prays for the following relief: 19 a. A final order awarding damages, including actual, compensatory, incidental, special, economic, and statutory damages, to Plaintiff in an amount to be determined at trial; and b. A final order permanently compelling Kevin Madok, in his official capacity as Clerk of the Court and Comptroller, to properly supervise his deputies. COUNT IV - Pled in Addition to and in the Alternative to Count H NEGLIGENT UNDERTAKING AGAINST KEVIN MADOK IN OFFICIAL CAPACITY 71. Plaintiff realleges paragraphs 1-47. 72. At all times material to this action, Madok had implemented at the Office of the Monroe County Clerk of Circuit Court 8v Comptroller for his employees and staff to follow, which included but are not limited to employment policies, social media policies, and policies regarding use of computers and electronic devices during work hours. Those policies, among other things prohibited employees and/or staff from posting on personal social media accounts and sites during work hours and/or posting defamatory materials online. 73. Verner acted within the course and scope of employment under Clerk Madok when she posted on social media that Plaintiff had been "stealing for years and she finally got caught." 20 74. He breached that duty by failing to prevent dissemination of false information and misuse of the audit process. 75. Defendant Madok had policies and procedures in place to safeguard the integrity of proceedings in his office, but failed to follow them in this instance. 76. As a direct and proximate result of the Madok's negligence, Plaintiff suffered great reputational injury, resulting pain and suffering, mental anguish, loss of capacity for the enjoyment of life, loss of earnings, and loss of ability to earn money. The losses are either permanent or continuing, and the Plaintiff will suffer losses in the future. 77. These acts foreseeably harmed Plaintiff. PRAYER FOR RELIEF WHEREFORE, Plaintiff prays for the following relief: a. A final order awarding damages, including actual, compensatory, incidental, special, economic, and statutory damages, to Plaintiff in an amount to be determined at trial; and b. A final order permanently compelling Kevin Madok, in his official capacity as Clerk of the Court and Comptroller, to properly supervise his deputies. COUNT V - Pled in Addition to and in the Alternative to Count II NEGLIGENT UNDERTAKING AGAINST KEVIN MADOK IN OFFICIAL CAPACITY 21 78. Plaintiff realleges paragraphs 1-47. 79. Verner acted within the course and scope of employment under Comptroller Madok. 80. At all times material to this action, Madok had implemented at the Office of the Monroe County Clerk of Circuit Court 8v Comptroller for his employees and staff to follow, which included but are not limited to employment policies, social media policies, and policies regarding use of computers and electronic devices during work hours. Those policies, among other things prohibited employees and/or staff from posting on personal social media accounts and sites during work hours and/or posting defamatory materials online. 81. Defendant Madok had policies and procedures in place described supra, and to safeguard the integrity of proceedings in his office, but failed to follow them in this instance. 82. Kevin Madok, in his capacity as Clerk of the Court and Comptroller, is vicariously liable for Verner's tortious acts. 83. As a direct and proximate result of the Madok's negligence, Plaintiff suffered great reputational injury, resulting pain and suffering, mental anguish, loss of capacity for the enjoyment of life, loss of earnings, and loss of ability to earn money. The losses are either permanent or continuing, and the Plaintiff will suffer losses in the future. 22 84. These acts foreseeably harmed Plaintiff. PRAYER FOR RELIEF WHEREFORE, Plaintiff prays for the following relief: a. A final order awarding damages, including actual, compensatory, incidental, special, economic, and statutory damages, to Plaintiff in an amount to be determined at trial; and b. A final order permanently compelling Kevin Madok, in his official capacity as Clerk of the Court and Comptroller, to properly supervise his deputies. COUNT VI BREACH OF WRITTEN EMPLOYMENT AGREEMENT AGAINST 3406 NORTH ROOSEVELT BOULEVARD CORPORATION 85. Plaintiff realleges paragraphs 1 through 47 as though fully set forth herein. 86. Plaintiff and Defendant 3406 North Roosevelt Boulevard Corporation entered into a written Employment Agreement dated August 31, 2017, under which Plaintiff was employed as Marketing Director and designated a contract employee. A true and correct copy of the Agreement [and the written renewals)/extension(s) that kept it in force] is attached hereto as Exhibit A. 87. The Agreement, as renewed and/or extended in writing, was valid and in full force and effect at all times material hereto, including when 23 Plaintiff was placed on administrative leave and when her employment was terminated. 88. Under section 5.D of the Agreement, Defendant 3406 could cancel the Agreement with or without cause only effective one hundred twenty (120) days after giving written notice to Plaintiff, and such cancellation was required to be by majority vote of the Corporation at a duly noticed public meeting. In the alternative, Defendant 3406 could require immediate cancellation only upon written notice and payment of four months' salary in lieu of the one hundred twenty (120) days' notice period. 89. Plaintiff fully performed all material obligations required of her under the Agreement, or any further performance was excused, waived, or prevented by Defendant. 90. On or about November 8, 2023, Plaintiff was placed on administrative leave. On or about March 26, 2024, Defendant 3406, acting directly and/or through its authorized board, agents, and persons exercising control over Plaintiff's employment, caused Plaintiff's employment to be terminated. 91. Defendant 3406 materially breached the Agreement by cancelling and/or causing the cancellation of Plaintiff's employment without complying with the Agreement's express termination provisions, 24 including by failing to provide the written notice required by the Agreement, failing to effect cancellation in the contractually required manner, and/or failing to pay four months' salary in lieu of notice before imposing immediate termination. 92. As a direct and proximate result of Defendant 3406's breach, Plaintiff has suffered damages, including lost wages, lost salary due under the contractual notice period and/or in lieu of notice, lost benefits, lost remuneration, and other contract damages in an amount to be proven at trial. 93. Pursuant to section 15 of the Agreement, Plaintiff is entitled to recover her reasonable attorneys'fees and costs as the prevailing party. PRAYER FOR RELIEF WHEREFORE, Plaintiff prays for the following relief: a. Award compensatory damages in an amount to be proven at trial; b. Award Plaintiff the salary, benefits, and other remuneration due under the Agreement; C. Award prejudgment interest as allowed by law; d. Award Plaintiff her reasonable attorneys' fees and costs pursuant to the Agreement; and 25 e. Grant such other and further relief as the Court deems just and proper. JURY DEMAND Plaintiff hereby demands a trial by jury. DOCUMENT PRESERVATION DEMAND Plaintiff demands that Defendants take affirmative steps to preserve all records, lists, electronic databases and documents. Dated: May 18, 2026 Respectfully submitted, ZERMAY LAW, P.A. 191 '�Lachary ,Z:'Zermay, Esq Florida Bar No 1002905 3000 Coral Way, Suite 1115 Coral Gables, Florida 33145 Email: zach@zermaylaw.com Telephone: 305-767-3529 Attorney for Stacey Mitchell J:� Matthew Larosiere, Esq. Florida Bar No: 1005581 3000 Coral Way, Suite 1115 Coral Gables, FL 33145 Email: info@zermaylaw.com Telephone: (310) 752-9728 Attorney for Stacey Mitchell 26 EXHIBIT-A 27 Employment Agreement Between 3406 North Roosevelt Boulevard Corporation and Stacey Mitchell, for the Position Marketing Director This Agreement is entered into this 31 st day of August, 2017 by and between 3406 North Roosevelt Boulevard Corporation ("Corporation" or "Visit Florida Keys", a Florida Not For Profit Corporation as d/d/a Visit Florida Keys whose business address is 1201 White Street, 102, Key West, Florida 33040 and Stacey Mitchell ("Marketing Director"). WHEREAS, the Corporation desires to employ, engage and hire an employee as the Marketing Director under the direct management of the Corporation Directors; and WHEREAS, the Corporation has advertised for applicants for the position of Marketing Director; and WHEREAS, after review of applications, meeting with the selected applicants, and conducting interviews of finalist, the Corporation has selected Stacey Mitchell as its choice to be offered the position of Marketing Director; and WHEREAS, negotiations between the Corporation and Stacey Mitchell has resulted in this mutually acceptable Employment Agreement ("Agreement"); NOW THEREFORE, in consideration of the covenants and promises contained herein, the Corporation and Stacey Mitchell agree as follows. L EMPLOYMENT. Stacey Mitchell is hereby employed by the Corporation as Marketing Director, The first date of employment shall be September 27th, 2017. The status of the Employee shall be a Contract Employee as the term in defined in the Visit Florida Keys Personnel Policies & Procedures Manual 2. FULL-TIME EMPLOYMENT. Corporation and Marketing Director agree that the position of Marketing Director will be a full-time position. Work hours performed, annual leave, personal leave, and sick leave hours taken will be documented on a form or forms to be provided by Corporation. 3. DUTIES. A. Marketing Director at the direction of the Corporation's Board of Directors shall represent the interest of the Corporation and the Monroe County Tourist Development Council at national, state, and local professional society functions. B. Duties of the Marketing Director will be as set forth in the Job Description attached hereto as Exhibit A, the provisions of which are incorporated herein by reference. C. Additionally, the Marketing Director shall perform those duties, functions, and assignment which may from time to time be directed by the Corporation's Board of Directors. D. Duties shall be performed in a professional, respectful, and timely manner and in accordance with the highest standards of ethical behavior, E. Marketing Director understand and agrees his duties under this Agreement will require him/her to routinely work varied hours in excess of the normal workday, and the hours worked shall be consistent with the needs of the position. Marketing Director shall not receive overtime compensation for hours worked in excess of 1 forty (40) hour. per week, including work done pre or post disaster, including but not limited to hurricanes. F. Nothing in this Agreement or in the Corporation's policies, rules, and procedures will limit the Marketing Director' s right to make passive financial investments; to participate in charitable service or work with charitable organizations and other community activities, including trade and professional organizations; or to undertake other activities which do not interfere with the performance of the Marketing Director's duties under this Agreement, it being mutually agreed that the Marketing Director's participation in such activities is of such benefit to the Corporation and Monroe County Tourist. Development Council. +G. The Marketing Director will be reasonably available to Corporation board of Directors and key staff twenty- four (24) hours per day. Such availability will be by telephone or electronic messaging, or in person. H. Due to the nature of the Marketing Director's duties and the requirements of the position, interference with the Marketing Director's private life is to be expected and it is recognized that Marketing Director may from to time absent himself during normal business hours for personal reasons; however, Marketing Director shall remain reasonably available to Board members and key Hoard staff by telephone or other electronic means. 4. SOLE EMPLOYMENT, In partial consideration for the agreements to be performed by the Corporation for the benefit of the Marketing Director as contained elsewhere if) this Agreement, Marketing Director agrees to devote all of his/her time, attention, knowledge, and skill daring working hours solely to Corporation and that he will not perform any work., consulting services, or other activities for any other person or entity, whether for remuneration or at no charge, without the prior express written approval of the CORPORATION. It is the intent that Marketing Director's attentions will be devoted solely to Corporation-related duties and obligations. 5. TERM OF AGREEMENT; TERMINATION; CANCELLATION; GENERAL RELEASE. A. Terra of Agreement. The normal term of this agreement shall be for a period of three (3) years, commencing at 8:00 A.M. on the 27th clay of September, 2017,. and ending at 5:00 P.M. on the 27"' day of September 27th , 2020. B. Extension of Terra. This Agreement may be renewed for a two (2) year period by written agreement executed by both parties unless either the Corporation or the Marketing Director gives the other notice of its or his intent to terminate the Agreement. Such written notice shall be given not less than one hundred and twenty (120) days prior to the expiration date of this Agreement. Once either party gives written notice under this section„ this Agreement will not be modified or extended except as may be mutually agreed, in writing, by and between the Corporation and the Marketing Director. C. Termination of Agreement by Normal Expiration. This Agreement shall terminate upon its normal expiration date as stated in Sub-section 5.A unless renewed under the terms of Sub-section S.B. D. Cancellation of Agreement by Corporation. The Corporation may cancel this Agreement with or without cause„ effective one-hundred and twenty (120) days after giving written notice to the Marketing Director. Such cancellation will be by a majority vote of the Corporation at a duly noticed public meeting. The Corporation may, at its sole option, require immediate cancellation upon the provision of written notice and shall pay 4 months' salary in lieu of giving one hundred and twenty (120) days' notice. 2 i. General rselease. Upon timely payment by the'%-.orporation of the sum required for cancellation without cause, the Marketing Director will execute a general release in favor of all officers, members, and employees of the Corporation and County relating to any cause or causes of action the Marketing Director has, had, or may have related to the Agreement and the cancellation thereof The general release will encompass all applicable federal, state, and local laws and ordinances relating to claims of illegal discrimination, intentional and unintentional torts, whistle blower rights, and all other types of claims whether known or unknown through the date of cancellation. To the extent that it is prohibited by applicable federal, state or local law, this provision will be deemed void and of no effect. E. Termination of Agreement by Resignation of Marketing Director. This Agreement will be terminated upon the effective date of resignation by the Marketing Director. In the event that the Marketing Director does not give at least one-hundred and twenty (120) days written notice to the Corporation of his effective date of resignation, Marketing Director shall forfeit the pay of accrued sick and personal leave provided under Visit Florida Keys policy for all employees, which shall not be penalty but shall be considered as compensation to the Corporation to be used at the discretion of the Corporation for the costs and expenses of hiring an interim Marketing Director or replacement Marketing Director. This section shall survive the termination or cancellation of this Agreement, F. Abolishment of Position of Marketing Director, If the Corporation takes such action as to lawfully abolish the position of Marketing Director during the term of this Agreement, the abolishment of the position, for the purposes of this Agreement, shall be deemed to be a termination of this Agreement by cancellation by the Corporation. 6. SALARY. As consideration for the services to be performed by the Marketing Director for the benefit of the Corporation as contained in this Agreement, the Corporation will pay to the Marketing Director in full payment of Marketing Director's services hereunder contingent upon an annual appropriation by the Monroe County Board of County Commissioners, as follows: A. An annual salary of $150,000 (One Hundred and Fifty Thousand Dollars per year), B. Benefits and services received by the other corporation full time employees, including but not limited to life insurance, medical insurance, dental insurance, 401(k) profit sharing plan, holidays, annual and sick leave and Social Security benefits as provided by the Corporation and as set forth in Visit Florida Keys Personnel Policies and Procedures Manual except as expressly amended below: i, The Marketing director shall be entitled to annual cost of living raises, as may be awarded to Corporation employees each fiscal year beginning October I after the first year of employment (i.e. October 1, 2018), ii. Merit raises may be awarded at the time of Agreement renewal or extension at the Corporation approved rate, if so recommended by the Board of Directors. 7. TRAVEL REIMBURSEMENT. The Corporation agrees to pay to or reimburse the Marketing Director for the costs of mileage, meals, other expenses and lodging incurred by the Marketing Director for travel that may be necessary, required, or appropriate in fulfilling the Marketing Director's, duties and responsibilities under this Agreement. Meals, expenses other than mileage and lodging will be paid for or reimbursed at the 3 rates provided for by a' l,plicable Monroe County Code provisi6,,,, and F.S. 112.061, and shall be consistent with Visit Florida Keys Personnel Policies & Procedures Manual and the provisions of this Agreement. Upon request by the Marketing Director, the Corporation may authorize the reimbursement of the Marketing Director's actual expenditures where documented evidence is provided detailing the actual expenses incurred. 8. PROFESSIONAL MEMBERSHIPS. The Marketing Director shall, as a minimum, maintain membership in the following professional organizations and interest groups: Florida Association of Destination Marketing Organizations, All dues, occupational licenses, fees, and costs for obtaining and maintaining the memberships delineated above will be paid for by the Corporation, 9. LOCAL LIAISONS AND MEMBERSHIPS. The Marketing Director shall establish and maintain liaisons with his counterparts in local governmental and public agencies, accommodation and tourist related agencies located within the geographical limits of Monroe County, and with such agencies of the State of Florida and the federal government as may be appropriate and desirable. Any reasonable costs, fees, charges, or other expenses incurred in establishing and maintaining these liaisons shall be reimbursed or paid for by the Corporation, 10. OFFICE SPACE; OFFICE STAFF; AND SUPPORTING SERVICES. A. Office Space. The Corporation will provide office space for the Marketing Director at 1201 White Street, Suite 102, Key West, Florida, and this space will be the primary office for the Marketing Director. 13. Staff. The Corporation will provide qualified and trained staff to assist the Marketing Director in efficiently, productively, and professionally meeting the mission, goals and objectives of the Corporation and Tourist Development Council and the duties of Marketing Director, C, Supporting Set-vices, The Corporation will provide utilities, telephone service, computer hardware and software, electronic research and e-mail services, world wide web and internet access, books and subscriptions, periodicals, office supplies,, photocopy equipment, county web-page presence and server access and storage space, postage, office equipment and furniture, and other similar materials, equipment and services as may be necessary for the proper, productive, and efficient operation of the Marketing Director and Tourist Development Council office, 11. ANNUAL LEAVE; SICK LEAVE; PERSONAL LEAVE; TRANSFER OF LEAVE. A. The Marketing Director will earn and be credited with annual leave as outlined in the Visit Florida Keys Personnel Policies and Procedures Manual. The Marketing Director may accumulate annual leave as set forth in the Visit Florida Keys Personnel Policies and Procedure Manual. B. The Marketing Director will earn and be credited with sick leave as outlined in the Visit Florida Keys Personnel Policies, and Procedures Manual. The Marketing Director may accumulate sick leave as outlined in the Visit Florida Keys Personnel Policies and Procedures Manual. 12. PARTICIPATION IN EDUCATIONAL AND TOURIST-RELATED EVENTS. The Corporation agrees to budget for and to pay the costs incurred by the Marketing Director 4 fl in attending seminars, '4,,ontinuing education courses, and Tour's,related events and out- of-county meetings as may be necessary or appropriate to the Marketing Director's duties and responsibilities under this Agreement. 1.3. EMPLOYMENT BENEFITS. A. Cell Phone; Laptop Computer, The Corporation agrees to provide a cell phone to the Marketing Director, and shall provide a laptop computer to Marketing Director that shall be purchased through the Monroe County IT department for work purposes. B. Health, Medical, Dental, Vision, and Related Benefits. The Corporation agrees to make available to the Marketing Director all health, medical, dental, vision, and related benefits as it currently offers to other full time Visit Florida Keys employees, Under the same terms and conditions as offered to other full time Visit Florida Keys employees, and as may be changed, amended, deleted, or added to from time to time. The Corporation shall pay the premiums required for single Health, Life, Accident and Disability and Dental Insurance coverage for the Marketing Director. C. Holiday Benefits, The Marketing Director will receive the same paid holidays as full time employees as per the Visit Florida Keys Personnel Policies and Procedures Manual. D. Other Customary Benefits. The Marketing Director shall have the right to participate in 401(K) Profit Sharing Plan as per Visit Florida Keys Personnel Policies and Procedures Manual and receive the benefits of other full time employment-related benefits as are available to full time employees now or in the future. E. One-time Relocation Expense. The Marketing Director has an amount not to exceed $5,000 (Five Thousand Dollars) for relocation expense reimbursement if the Marketing Director is hired from outside the county 14. INDEMNIFICATION AND COOPERATION. A. Indemnification. The Corporation agrees to defend, hold harmless, and indemnify the Marketing Director against any tort, professional liability, or other legal demand, claim, or action which is related directly to the Marketing Director's, action in his capacity as Marketing Director. B. Cooperation. In the event of actual or threatened litigation and/or administrative proceedings involved the Corporation, the Tourist Development Council, or Monroe County Board of County Commissioners which arises out of an action or actions which occurred or are alleged to have occurred while the Marketing Director was acting in the capacity of Marketing Director, the Marketing Director will cooperate with the Corporation, TDC, and/or CORPORATION and its counsel in defending and resolving the litigation or proceeding. In such regard, the Corporation agrees to pay the Marketing Director 's reasonable travel and subsistence expenses, incurred in cooperating with the Corporation, TDC or CORPORATION and its counsel, including preparation for and actual discovery, settlement, and trial and hearing of such matters, (i) The Marketing Director agrees that, unless required by law, he/she will not cooperate with or assist any party, person, or entity who has, had, or may have, or asserts that lie, she or it has or may have any claim of any nature against the Corporation or Tourist Development Council, its agents, officers, or employees, unless the Corporation or its authorized agent expressly consents in writing to waive this provision of this Agreement. 5 (ii) The Marketing Director will not disclose to any person, party, or entity any confidential, proprietary, time-sensitive, or non-public information relating to the Corporation, the Tourist Development Council, and its operations ►.rnless required by law to do so. (iii) The restrictions, prohibitions, and conditions set forth in Section 14.13(i) and (ii) will not be applicable in instances where one or more governmental entities with jurisdiction over a claim or a violation of law are involved. 15. GOVERNING LAW; ATTORNEY'S FEES AND COSTS; VENUE. This Agreement is made in the State of Florida and will be governed by Florida law. The prevailing party in any litigation, arbitration, or mediation relating to this Agreement will be entitled to recover its reasonable expenses and attorneys' fees from the other party for all matters, including but not limited to, appeals. Monroe County, Florid► will be the proper venue for any litigation involving this Agreement. 16. FORM OF AGREEMENT. This is the entire agreement between the Corporation and the Marketing Director and may not be modified or amended except by a written document signed by the party against whom the enforcement is sought. This Agreement may be signed in more than one counterpart, in which case each counterpart will constitute and original of this Agreement. Paragraph headings are for convenience only and are not intended to expand or restrict the scope or substance of the provisions of this Agreement. Wherever used herein, the singular will include the plural, the plural will include the singular, and pronouns will be read as masculine, feminine, or neuter as the context requires. 17. PERFORMANCE EVALUATION. The Corporation and Marketing Director shall periodically define goals, performance objectives, relative priorities, and time lines for performance which the Corporation and Marketing Director mutually agree are minimally necessary for the proper operation of county government and achievement of the Corporation's policy objectives. A review and performance evaluation of the Marketing Director shall be conducted after Ninety (90) days of employment Linder this Agreement and may be conducted as often as the Corporation may deern appropriate. I.S. OTHER TERMS AND CONDITIONS. A. If any provision, term, or portion of this Agreement shall be held to be unconstitutional, illegal, invalid, or enforceable by a court of competent jurisdiction, the remaining terms, conditions, and portions shall remain in full force and effect as if originally agreed to without the term, condition, or portion that has been determined to be unconstitutional, illegal, invalid or unenforceable. B. The waiver by either the Corporation or the Marketing Director of a breach of violation of any term or provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach or violation by the other party. C. This Agreement shall be binding upon and shall inure to the benefit of the heirs or estate of the Marketing Director. D. Should the Marketing Director die during the term of this Agreement, the obligations of the Corporation under this Agreement shall immediately terminate except for payment of accrued and unused leave balances to the Marketing Director's designated 6 beneficiaries of his estate; payment of all outstanding hospitalization, raaedical, dental, and vision bills in accordance with Visit Florida Keys Personpcl Policies and Procedures Manual; and payment of all life insurance bepefits in accordance with the terms of the Corporation's insurance policies or plans. F. The Corporation and Marketing Director acknowledge that each has shared equally in the drafting and preparation of this Agreement and, accordingly, no court or administrative hearing officer shall construe any provision of this Agreement more strictly against one party over the other party, and every term, condition, covenant, and provision of this Agrecinent shall be construed simply according to its fair meaning. F, This Agreement incorporates and includes all prier negotiations, correspondence, conversations, agreements, and understandings applicable to the matters contained her°eip, It is further agreed that there are no conarnaitnrctits, agreements, or understandings concerning the subJect matter of this Agreement that are not contained herein, and no deviation from the temps hereof'slaall be predicated upon any prior representations, off`ers,. promises„ inducements, or agreements, whether oral or written, and by whomever made. The text herein constitutes the entire agreement between the C"oujporation and the Marketing Director, and this agreement cannot be appended except by a written document mutually agreed to and executed with the same formalities as this Agreement. WHEREFORE,REFORE, the parties hereto have signed and scaled this agreement on the date first written above, `r i nesses 406 North Roosevelt Blvd, (..'orp, _. " .... d/b/a°disi Mlorida s y: :..._ _.._ Rita Irwin, Chairperson Witnesses: 5 _ mm ......... Marking Director, Stacey Mitchell 7 r, G EXHIBIT A MARKETING DIRECTOR JOB DESCRIPTION Major Fuinctions. The Marketing Director will be responsible and report directly to the Monroe County Tourist Development Council and indirectly to the B©CC. This position is the senior executive employed by the 34016 North Roosevelt Boulevard Corp (Visit Florida Keys). In response to the guidance of the Monroe County Tourist Development Council (TDC), the Marketing Director executes the goals, objectives and policies set by the TDC with, the Chairman of the TDC or his designee. Illustrative Duties: The Marketing Director's managerial responsibilities encompass all staffing by organizing and managing Visit Florida Keys' personnel and all agencies of recordl. Assumes financial management including, but not limited to, submitting budgets for approval by the TDC and Monroe County Board of County Commissioners and planning for expenditures of budgeted monies subject to the County's purchasing policies and reimbursement requirements. Attend l all imeetings of the Tourist Development County and Visit Florida Keys and the Advisory Committee (DACJUmbrella) meetings. Directly participate in the meetings of the TDC and Advisory Committees. Prepare agendas and notices for TDC and DAC meetings. Meet formally and informally with TDC and Advisory members. Provide written and oral opinion, advice and guidance to the TDC and Corporation. Manages Administrative, Film, Sales, and Research departments in the setting of goals and determination of marketing plans. Coordinates with Administrative Office staff to assure proper management and personnel accomplishments. Manages Agencies of Record for the TDC. Supervise Corporation staff and oversee all hiring and firing with the assistance of other corporation administrative staff. Perform duties as required to implement and comply with F.S. 125.01104 and Monroe County Code relating to the Tourist development Tax and TDC. Responsible for the long range planning and management of Administrative and marketing as it relates to the overall direction of the TDC. Manage and monitor all TDC related advertising, website and public relations activities with the contracted agencies and sub-agencies. Evaluate present advertising activities and provide recommendations and analysis of effectiveness. Evaluate existing sales activities and provide analyses of effectiveness. 8 Evaluate present research data/programs/surveys and provide direction as to implementation, of analysis of said data. Develop and implementation, of a short and long-range marketing plan and budget for sales activity development and maintenance of productivity goals and management report (1 g days) both on the destination and district level. Develop updated marketing plan and budget for presentation and approval of TD,C. Develop an effective sales solicitation program for domestic and international business to include group and individual markets and business and leisure markets as well a wholesale and corporate business. Develop and maintain strong professional relations with accommodations industry. Manage sales staff personnel, establishing i goals and accountability systems, monitoring progress and assisting where needed. Attend industry functions and participate in business-related professional organizations. Supervise the development of a tourist-related economic impact study for Monroe County. Coordinate with Umbrella Committees to meet their goals and objiectives and help with, their Marketing Plans. Coordinate with District. Advisory Committees to meet their goals and objectives and help develop advertising and PR Plans, and Capital & Event Funding Programs. Development of contract criteria for negotiations with outside agencies. Exercise judgment and discretion in formulating, interpreting and implementing Corporation rules, regulations, policies and procedures. Establish and maintain a working relationship with the community, personnel and industry within and outside Monroe County. Analyze data and reports relating to the Corporation's operation and utilize professional management techniques to resolve problems,. s EXTENSION OF AGREEMENT This Extension of Agreement is entered into this,_day of_, 2020, by and between 3406 North Roosevelt Boulevard' Corporation ("'Corporation" or "Visit Florida Keys", a Florida Not For Profit Corporation as d/d/a Visit Florida Keys whose business address is 1201 White Street, 102, Key West, F i I I 11orida 33040 and Stacey Mitchell ("Marketi�ng Director"). WHEREAS, there was a contract entered into on, August 31st, 2017 between the parties ("Agreement"); and WHEREAS, the Marketing Director has satisfactorily provided marketing director services since 2017; and WHEREAS, the Corporation finds it in the best interest of the Corporation to exercise an extension to Agreement; NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree to hereby extend the agreement entered on August 31 3t, 20,17 as follows: 1. The Board of Directors at their meeting of June 10, 2020, hereby extend the Agreement for an additional two 1(2) year period beyond the current agreement period, and therefore extend the termination date to September 27, 2022. 2. The remaining provisions, of the agreement dated August 17, 2017 as amended shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written. 3406 NORTH u EV BLVD. QORP BY. Presidlent of Corporation c-) Stacey Mitchell Employee EXTENSION AND AMENDMENT OF AGREEMENT This Extension and! Amendment of Agreement is entered into this 21 st day of July 2022 by and between 3406 North Roosevelt Boulevard Corporation ("Corporation" or "Visit Florida Keys", a Florida Not For Profit Corporation as d/d/a Visit Florida Keys whose business address is 1201 White Street, 102, Key West, Florida 33040 and Stacey Mitchell ("(Marketing Director"). WHEREAS, there was a contract entered into on August 31st, 2017 between the parties ("Agreement"); and WHEREAS, on June 10, 2020, the parties entered into an extension of Agreement for two additional years to September 27, 2022; and WHEREAS, the Marketing Director has, satisfactorily provided marketing director services since 2017; and WHEREAS, the Corporation finds it in the best interest of the Corporation to exercise an extension to Agreement; NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree to hereby amend and extend the agreement entered on August 31st, 2017 as follows: 1. The Board, of Directors at their meeting of Jiuly 21, 2022, hereby agree to extend the Agreement for an additional three(3)year period beyond the current agreement period, and therefore extend the termination date to September 27, 2025. The Agreement may be renewed for an additional 2-year period as set forth in Paragraph, 5.13 Extension of Term, 2. The Board of Directors also hereby approves the salary in the amount of $180,934.52. Paragraph 6. A. shall be amended to reflect the current salary as follows: A. An annual salary of$180,,934.52 (One Hundred and Eighty Thousand, Nine Hundred and Thirty-Four Dollars and Fifty-Two Cents per year). 3. The remaining provisions of the agreement dated August 17, 2017, as amended, shall remain in full force and effect. IN WITNESS WHEREOF, the parties, hereto have executed this agreement the day and year first above written. 3406 NZTH ROOSEVELT BLVD. CORP BY: A Date: 7/2212022 President of Corporation Date: 712-'C-�Z02-2- Stacey Mitchell Employee CERTIFICATE OF SERVICE I HEREBY CERTIFY that on May 18, 2026, I electronically filed the foregoing document with the Clerk of the Court using the Florida Court's E-Filing Portal and all counsel of record have been served via transmission of Notice of Electronic Filing generated by the Florida Court E-Filing Portal or in some other authorized manner for those counsel or parties who are not authorized to receive electronically Notices of Electronic Filing. 28 Sec. 2-179. Duties of the county attorney. (a) The county attorney shall represent the board as the board's county attorney,and either personally or through one or more assistant county attorneys or selected outside counsel: (1) Provide legal advice concerning county business to the board when the board is in public session and to individual commissioners upon request or when the county attorney deems it advisable to do so; (2) Provide legal advice concerning county business to the county administrator,any assistant county administrator,and department heads when requested or when the county attorney deems it advisable to do so,provided legal advice shall be furnished according to such procedures the county attorney may deem necessary to ensure the consistency and quality of advice provided; (3) Provide legal advice,when legally and ethically permitted,to the administrative and advisory commissions and committees established by the board concerning the official duties and responsibilities of those commissions and committees; (4) Cause to be prosecuted and defended all causes of actions on behalf of the board and county regardless of whether such action is legal,equitable or administrative in nature; or whether civil, criminal,or a violation of ordinance,to include litigation at both the trial and appellate levels, administrative hearings and appeals, mediation,and labor arbitration appeals in which the county,the board,or a county department or agency under the jurisdiction of the board is party; and including prosecution of code enforcement cases before the code enforcement board,a code enforcement special magistrate,or in county court; (5) Provide for the defense of all current and former county officers and employees in their personal and official capacities,against any noncriminal action, regardless of whether the action is legal,equitable or administrative in nature,arising out of an act, or omission, undertaken or omitted in the course of the officer's or employee's county duties or employment,when authorized to do so by the board; (6) Review and, if authorized by law,object to payments to conflict counsel and expert witnesses in criminal cases,and the release of sureties from the obligations of bail bonds,to the extent that such review is the responsibility of the county by state general or special law; (7) Provide a report at each regular board meeting listing ongoing litigation and the nature thereof, together with other legal matters that the county attorney deems advisable to bring to the attention of the board; (8) Enter into agreements with the state attorney and public defender relating to the prosecution and defense of county ordinance violations,and enter into agreements with municipalities relating to the prosecution of city ordinance violations; (9) Coordinate the preparation and codification of county ordinances and establish procedures,formats, and processes for initiating, revising,and finalizing proposed ordinances to be submitted to the board of county commissioners for adoption; (10) Attend all meetings of the board of county commissioners;and (11) Perform such other lawful duties as the board may direct or as may be provided for elsewhere in this Code. (b) The office of the county attorney may provide legal advice to other county constitutional officers but only to the extent that no conflict or potential conflict exists between the other constitutional officer and the board with respect to the subject upon which the other constitutional officer seeks advice. Created: 2026-04-27 15:56:34 [EST] (Supp. No.32) Page 1 of 2 (c) The county attorney and assistant county attorneys may not undertake the legal representation of private clients or provide legal advice to private clients,without regard to whether such representation or advice is provided in exchange for a fee or is provided on a pro bono basis, unless the board of county commissioners grants an exception specific to the attorney on a case-by-case basis for the purpose of allowing the attorney to handle legal matters for family members,and only if the matter would not create a conflict of interest. If a particular matter requires attention prior to the next county commission meeting,the attorney may provide legal services to a family member only on matters that the county attorney deems not to be a conflict of interest with the legal interests of the county after receiving temporary approval of the request from the county mayor.The county attorney's office shall place an item on the agenda for the next commission meeting, regardless of whether the agenda deadline has passed,for consideration of the request by the board. (d) During the term of employment,the annual costs and fees assessed by the Florida Bar to maintain membership in good standing in the Florida Bar and the local government section of the Florida Bar shall be paid by the county on behalf of the county attorney and each assistant county attorney. (Code 1979, §2-358; Ord. No.039-2004, § 1; Ord. No.009-2009, § 1;Ord. No.025-2015, §2) Created: 2026-04-27 15:56:34 [EST] (Supp. No.32) Page 2 of 2 Filing # 245649628 E-Filed 04/09/2026 02:38:47 PM IN THE CIRCUIT COURT OF THE SIXTEENTH JUDICIAL CIRCUIT IN AND FOR MONROE COUNTY, FLORIDA STACEY MITCHELL, Plaintiff, Case No. 24-CA-890-K V. 3406 NORTH ROOSEVELT BOULEVARD, CORPORATION, et al. Defendants. ORDER ON COUNTY DEFENDANTS' MOTION TO DISMISS PLAINTIFF'S SECOND AMENDED COMPLAINT THIS CAUSE came before the Court for hearing on March 30, 2026, and April 8, 2026, upon MONROE COUNTY, BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, and MONROE COUNTY TOURIST DEVELOPMENT COUNCIL's ("County Defendants"), Motion to Dismiss Plaintiff's Second Amended Complaint With Prejudice ("Motion"), filed March 16, 2026. Defendant, 3406 North Roosevelt Boulevard Corp., joined the Motion. The Court, having heard argument from counsel and being otherwise apprised of the premises, hereby, ORDERS and ADJUDGES: 1. That the Motion is hereby GRANTED without prejudice. 2. Plaintiff's Second Amended Complaint("SAC") does not contain sufficient ultimate facts stating a claim under Florida's Whistleblower's Act ("FWA"). The Plaintiff is granted leave to amend and may file a Third Amended Complaint on or before May 8, 2026. 3. The Court concludes, as a matter of law, that the facts alleged in the SAC are insufficient to state a cause of action against the County Defendants under Hallandale Beach v Rosemond, 388 So. 3d 826 (Fla. 4th DCA 2024). 4. The Court concludes, as a matter of law, that Plaintiff's quoted statements in the SAC do not constitute "protected disclosures" under sections 112.3187(5)(a) or(b), Fla. Stat. 5. The Court concludes, as a matter of law, that the SAC does not contain sufficient ultimate facts supporting causation under the FWA due to the delay between the Plaintiff's alleged disclosures and the termination of Plaintiff's employment. 6. The Court concludes, as a matter of law, that the SAC does not contain sufficient ultimate facts supporting that the Clerk of Court acted at the direction of the County Defendants or that the Clerk of Court was Plaintiff's employer. 7. Plaintiff may file a Third Amended Complaint on or before May 8, 2026. DONE and ORDERED in Key West, Monroe County, Florida, on this Thursday, April 9, 2026. tl u ge 9a—r i son; cting Circuit Judge 44-2024-CA-000890-AO-01 KW 04/09/2026 02:38:42 PM Jonathan H Railey railey@jambg.com Clsaac@jambg.com Nunez@jambg.com Zachary Z Zermay Zach@ZermayLaw.com Info@ZermayLaw.com 2 Jessica Pierce Quiggle Quiggle-Jessica@MonroeCounty-FL.Gov Dastugue-Laurie@monroecounty-fl.gov Proffitt-Maureen@MonroeCounty-FL.Gov Robert Cintron Jr eservice@cintron.law Robert@cintron.law Linda@cintron.law 3