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Agenda 12/10/2013 Item #11A 12/10/2013 11 .A. EXECUTIVE SUMMARY Recommendation to approve the selection and contract with AVIAREPS for tourism representation services in Brazil, authorize the Chair to sign a County Attorney approved contract, and make a finding that this expenditure promotes tourism. OBJECTIVE: Approve the selection of a representation firm in Brazil to represent the County through the Naples, Marco Island, Everglades Convention & Visitors Bureau (CVB) in providing selected services which support tourism. CONSIDERATIONS: The Tourism staff first reviewed this Brazil representation selection with the TDC on September 23, 2013 and again on November 25, 2013 to present clarifying information. Tourism staff conducted a search for representation to assist in attracting more visitors from the growing Brazilian tourism market. The Tourism Department FY 14 budget for these services is $50,000. Tourism staff made an arrangement with the Palm Beach tourism bureau to cooperate in identifying and securing tourism and marketing services for both counties. Each county independently requested proposals; Collier County's process was similar to the process identified in the Board's Purchasing Policy. Consistent with typical solicitation protocols, a well documented scope of work, timeline and evaluation criteria (experience, qualifications, understanding/meeting goals and price) were developed and followed throughout the solicitation process. In addition to web-site advertisements and a local media announcement, twenty-nine (29) companies with tourism representation offices located in Brazil were contacted via email; nine (9) firms submitted proposals. This outreach to the Brazilian vendor community was accomplished with assistance by the Palm Beach County's tourism officials. Staff from Palm Beach and Collier County independently critiqued, scored and ranked the nine proposals using the established criteria in the RFP document and scope. Staff met with the Palm Beach tourism staff on August 15, 2013, and reviewed individual scoring and unanimously agreed upon the four top ranked firms. 1. AVIAREPS 2. TM/PR Latin America 3. Vertbratta Communications 4. lnteramerican Network Staff then arranged a SKYPE on line conference call with each of the four top candidates and the two county tourism staffs, and asked each of the firm representatives a series of basic questions, plus clarifying questions concerning their individual RFP responses. Packet Page-470- 12/10/2013 11 .A. After the SKYPE calls the unanimous choice of both the Collier tourism staff and the Palm Beach tourism staff was AVIAREPS in Sao Paulo, Brazil. This firm offered the best and most responsive proposal and on line interview for the scope of services. AVIAREPS staff was able to negotiate the cost of their services to match the annual budget for these services. The annual purchase price for this contract is not anticipated to exceed $50,000, as that was the budgeted amount for FY 14. Should staff need to secure additional services to this contract, it will be executed per the current Board Purchasing Policy for change orders. Tourism staff recommends that the Board approve the selection of AVIAREPS from Sao Paulo, Brazil and authorize the chairwoman to sign a County Attorney approved contract. The Palm Beach tourism bureau has completed a similar award to the same firm. FISCAL IMPACT: $50,000 is budgeted in FY 14 for tourism representation services in Brazil in Fund 184. Cost agreed to by AVIAREPS is $49,500. GROWTH MANAGEMENT IMPACT: There is no impact to the Growth Management Plan from this action. ADVISORY BOARD RECOMMENDATION: The TDC reviewed this item at the September 23, 2013 meeting and recommended approval (5-0). Staff presented this item for re-recommendation for approval at the November 25, 2013 TDC meeting and the TDC recommended approval (6-0) with a finding that this item promotes tourism. LEGAL CONSIDERATIONS: Although the Tourism Department did not strictly follow the Purchasing Policy, the Department did engage in a competitive solicitation process. As this is not a CCNA solicitation with strict statutory requirements, the RFP process used by staff did provide for competition and with approval, the Board may waive any irregularities in the process pursuant to Section VI (E) of the Purchasing Policy. This item has been approved as to form and legality and requires majority vote for approval. — CMG RECOMMENDATION: That the Board of County Commissioners approves the selection and contract of AVIAREPS for tourism representation services in Brazil, authorizes the Chair to sign a County Attorney approved contract, and make a finding that this expenditure promotes tourism. PREPARED BY: Jack Wert, Tourism Director Attachments • The scope of services document Packet Page-471- 12/10/2013 11 .A. • A list of the twenty-nine (29) South American companies that offer representation in Brazil who received the scope of services as identified by both county tourism organizations and from data collected in Brazil • The selection criteria and points of the review process that was used to determined the ranking of nine responding firms to the RFP. 1. Staff (Debi DeBenedetto and Jack Wert) reviewed the nine (9) responses and scored and ranked the firms according to the criteria listed in the scope of services. 2. The Palm Beach tourism bureau formed their own selection committee to review the nine respondents. • A draft of the contract for these services between Collier County and AVIAREPS which was reviewed by the County Attorney's Office. Packet Page-472- 12/10/2013 11 .A. COLLIER COUNTY Board of County Commissioners Item Number: 11.11.A. Item Summary: This item continued from the November 12,2013 BCC Meeting. Recommendation to approve the selection and contract with AVIAREPS for tourism representation services in Brazil, authorize the Chair to sign a County Attorney approved contract, and make a finding that this expenditure promotes tourism Meeting Date: 12/10/2013 Prepared By Name: BrockMaryJo Title:Executive Secretary to County Manager,CMO 11/30/2013 4:18:33 PM Submitted by Title:Executive Secretary to County Manager, CMO Name: BrockMaryJo 11/30/2013 4:18:34 PM Approved By Name: WertJack Title: Director-Tourism,Tourism Date: 11/30/2013 5:29:50 PM Name: KlatzkowJeff Title: County Attorney Date: 12/2/2013 8:07:08 AM Name: GrafCynthia Title: Applications Analyst,Information Technology Date: 12/2/2013 9:04:54 AM Name: GreeneColleen Title:Assistant County Attorney,County Attorney Packet Page -473- 12/10/2013 11 .A. Date: 12/2/2013 9:37:36 AM Name: OchsLeo Title: County Manager Date: 12/2/2013 11:14:11 AM Packet Page-474- 12/10/2013 11 .A. Naples, Marco Island, Everglades County Convention and Visitors Bureau 2800 N.Horseshoe Drive;Naples,FL 34104 Request for Proposals for Brazilian Representation The Contact Person at the CVB for this RFP is:Jack Wert, 239-252-2402 or iackwert@colliereov.net One (1) unbound original and (5) copies (for a total of 6) of all proposals must be received in the offices of the Bureau by 2:00 p.m. U.S. EST on July 19, 2013. Responses to this Request for Proposal will not be accepted by fax, and must be delivered via postal mail,express mail or e-mailed to: Naples, Marco Island, Everglades Convention &Visitors Bureau ATTN: Jack Wert 2800 N Horseshoe Drive Naples, FL 34104 USA SIGNATURE PAGE One original Signature Page must be signed in ink—by an individual authorized to legally bind the business submitting the Proposal--and affixed to the original Proposal. A copy of the completed and signed Signature Page must also be affixed to each Proposal copy. NAME OF FIRM: CONTACT NAME: TITLE: SIGNATURE: DATE: ADDRESS: TELEPHONE: MAIN: ( ) CELL: ( EMAIL ADDRESS: FAX: ( ) CORPORATION organized under the state(Country)of ID NUMBER Authorized to do business in Florida?_(Yes/No) FIN of FEI Number: if Company, Corporation or Partnership Social Security Number: if Individual Timeline RFP Released: Wednesday,June 26,2013 Question Clarifications Deadline: Friday,July 5, 2013 at 4:00 p.m. U.S EST Clarification Response: Friday,July 12, 2013 at 3:00 p.m. U.S. EST Proposal Deadline: Friday,July 19, 2013 at 2:00 p.m. U.S. EST("Deadline") Selection Committee Starts Meeting: Monday,July 29,2013 Contract Start Date: Tuesday, October 1, 2013 Note: Timeline may be altered at the discretion of the CVB and/or the RFP Selection Committee. Written notice will be issued upon any changes in schedule. Packet Page-475- 12/10/2013 11 .A. Naples, Marco Island, Everglades Convention and Visitors Bureau Request for Proposals for Brazilian Representation A. Background: The Naples, Marco Island Everglades Convention and Visitors Bureau (the "CVB") a division of Collier County Florida Government, desires to enter into an agreement for the provision of Representation Services in Brazil as part of their International destination marketing efforts. B. Purpose The purpose of this RFP is to seek and retain a qualified firm to act as the CVB's representative in the Brazilian market, promoting Naples, Marco Island and the Everglades as a premier travel destination. Contracted services will include the development and execution of a comprehensive, targeted, creative and brand-aligned, destination-focused sales program that speaks to "Florida's Paradise Coast"and works in tandem with the CVB's advertising and marketing initiatives. C. Expectations The successful proposer will execute the scope of work in a timely, professional and cost effective manner; be fully knowledgeable about the Naples, Marco Island and the Everglades tourism product and be highly knowledgeable about travel trends and industry contacts in Brazil influencing the outbound Brazilian travel market. D. Scope of Services Refer to the attached Scope of Work, Exhibit"A", as a basis for your proposal response. E. Term of Agreement A contract will be issued by the CVB for an initial term of one year with two one year renewal options at the election of the County. F. Compensation Compensation is negotiable based on the agreed upon scope of services. G. RFP Terms and Conditions 1. Preparing a Response This RFP contains instructions governing the proposals to be submitted and a description of the mandatory requirements. To be eligible for consideration, a proposer must meet all minimum qualifications. Compliance with the intent of all requirements will be solely determined by the CVB Review Committee. Responses that do not meet the full intent of all requirements listed in this RFP may be subject to point reductions during the evaluation process, or may be deemed non-responsive. Packet Page-476- 12/10/2013 11 .A. 2. Rights Reserved While CVB has every intention to award a contract as a result of this RFP, issuance of the RFP, evaluation of the proposals, and even the selection of a successful proposer by the Selection Committee in no way constitutes a commitment by the CVB to award a contract. The CVB, in its sole and absolute discretion, and for any reason or no reason, reserves the right to: a) Postpone, cancel or terminate this RFP at any time; b) Re-advertise this RFP; c) Reject any or all proposals, or parts of any and all proposals, received in response to this document; d) Waive any undesirable, inconsequential, or inconsistent provisions of this document, which would not have significant impact on any proposal; e) Waive any minor irregularities in this RFP or any proposals received in response to this RFP; or f) Not award any contract, or, if awarded,terminate any contract. 3. Development Costs Neither the CVB nor Collier County, Florida shall be liable for any expenses incurred in connection with work performed, travel, or any and all other expenses incurred in the preparation or submission of a proposal or other participation in this proposal process. All expenses incurred with the preparation and submission of proposals to the CVB, or any work performed in connection therewith,shall be borne by the proposer. 4. Materials Ownership All materials submitted in response to this RFP become the property of the CVB. All drawings, maps, sketches, programs, data bases, reports, plans, strategies, marks, logos, ad language, pictures and other data developed or acquired pursuant to any proposal submitted in response to this RFP or provided during a presentation by a proposer or under a contract entered into between the CVB and successful proposer, or at the CVB's expense, shall be and remain the CVB's property and may be reproduced, copied, published, distributed and reused at the discretion of the CVB,TDC or County. For example,the future marketing strategy of CVB,TDC or the County may include ideas and strategies presented by proposers or the successful proposer while under contract. 5. Working Relationship It is important to note that due to circumstances beyond the CVB's control, the need may arise for immediate action or response from the contracted agency. The successful proposer is expected to understand the inner workings of a tourism/service-oriented bureau, and have the ability to provide a high level of quality account service no matter what timelines or deadlines are imposed. 6. Rights to Intellectual Property;Confidentiality The proposer shall not acquire any interest in or rights to the name "Naples, Marco Island, Everglades"or the name"Naples, Marco Island, Everglades Convention &Visitors Bureau," or in any of the materials provided by or created for the County. Proposers are hereby notified that all information submitted as part of, or in support of, proposals will be available for public inspection after opening of proposals, in compliance with Chapters 119 and 286, Florida Packet Page-477- 12/10/2013 11 .A. Statutes, popularly known as the "Public Records Law" and the "Government in the Sunshine Law" respectively. 7. Change of Ownership/Management Should any of the following occur: merger, changes in ownership, receivership, bankruptcy, etc., it will be the obligation of the proposer to notify CVB of such change and the CVB may, in its sole and absolute discretion, elect to immediately discontinue negotiations with said proposer. H. Minimum Qualification of Bidders 1. Must be licensed to do business in Brazil and hold the appropriate insurance coverage as evidenced by proof from the proposer's local jurisdiction. 2. Must have a minimum of three (3) years prior experience executing the required services described in the Scope of Work, Exhibit "A" for a comparable North American destination or hotel company. 3. Must provide a minimum of two (2) references of clients who have utilized services as identified in this RFP that CVB can contact for a reference. For each reference, indicate the following: Contact Name and Title Contact Company Name Contact Phone Number and email address Industry of Client Service Description 4,N , Length of Relationship 4. Experienced in operating a sales and marketing organization particularly related to representation services for a U.S. destination or hotel company. Please list Past/Current US Destinations that you have represented in Brazil. 5. Reasonable knowledge of South Florida and the Naples, Marco Island, Everglades area is highly recommended. 6. Must have an office or operate from a major Brazilian metropolitan area, preferably in Sao Paulo and/or Rio de Janeiro. I. Proposal Documents/Requirements 1. Proposal Content Provide an Executive Summary giving an introduction of the proposer's organization, including a brief history, location of the office where work will be performed, certification/documentation of satisfaction of minimum qualifications, contact person for contract negotiations, as well as any other information that will assist in our selection process. Proposals should contain a Table of Contents. The Table of Contents should outline, in sequential order, all of the areas of the proposal allowing for clarity and ease of review. Packet Page-478- 12/10/2013 11 .A. 2. Conflict of Interest A list of the current members of the Collier County Commission and the Tourist Development Council (TDC) is published on www.colliergov.net or is available from the Contact Person referenced in Section 1(1). Each proposer shall disclose any and all business affiliations or any other associations that could potentially be considered a conflict of interest with any member of the County Commission or TDC and/or staff of the CVB. 3. Contract Manager/Team Provide the name and resume of the person who will be the account manager for the contract (if not assigned,what level of experience the account manager has),as well as for principals, key staff and other employees who will be directly and indirectly involved in performing the work, and identify projects of a similar nature in which the staff member has been involved. The proposer should also provide a description of the role of each staff member who will be responsible for handling and monitoring the contract. 4. Scope of Work Provide a narrative addressing all points listed in the Scope of Work attached as Exhibit "A". In addition, the proposer should address the following key areas within their response as part of the Scope of Services,or as separate statements.Submit one page maximum for each item a-d below: a) Brazil travel market overview and marketplace conditions impacting sales and marketing initiatives; b) Competitive brief outlining the Naples, Marco Island, Everglades area's opportunities in relation to Miami and Orlando destinations; c) Any strategic alliances which might augment the program by providing possible cooperative funding for promotions; d) Include any "Big Ideas" that would support the CVB's sales and brand awareness efforts in Brazil. 5. Samples Provide a maximum of three (3) samples of sales campaigns supporting the proposer's ability to satisfactorily perform the requirements listed in the scope of work, attached as Exhibit "A". Samples provided must be for work performed within the past five (5)years. Packet Page-479- 12/10/2013 11 .A. 6. Budget and Compensation/Fees Provide a recommended Budget based on the Scope of Work, Exhibit "A". The actual contracted ,. budget will be based on the agreed upon the Scope of Work and budgetary limitations imposed on CVB as part of its budget approval process with the County. Provide budget breakdown in the following format: • Monthly base fee -State whether the base fee is inclusive of all out of pocket business travel expenses • If out of pocket travel related expenses are not considered part of the base fee, provide an estimated annual breakdown to include business only travel, entertainment, miscellaneous printing and promotional items 7. Additional Information Information considered by the proposer to be pertinent to this project or relevant to your ability to service this account and which has not been specifically solicited in any of the aforementioned sections may be placed in a separate appendix section. Proposers are cautioned, however, that this does not constitute an invitation to submit large amounts of extraneous materials. Appendices should be relevant and brief. 8. Amendments to RFP It is the proposer's responsibility to assure receipt of all amendments. The proposer shall verify with the designated contact person (See Section H (1)) prior to submitting a proposal, the number of amendments that have been received. Each amendment to the RFP shall be signed by an authorized person and shall be submitted with the proposal or the proposal shall be deemed non-responsive. 9. Exceptions to the RFP All exceptions taken must be specific, and the proposer must indicate clearly what alternative is being offered to allow the CVB a meaningful opportunity to evaluate the proposal. Proposers are cautioned that submitting an alternative proposal does not relieve the proposer from submitting the "Minimum Requirements" as stated in Section G above. The CVB is under NO obligation to accept any proposed exceptions or alternatives. 10. Commencement of Work This RFP does not, by itself, obligate the CVB or Collier County. The CVB's obligation will commence upon written notice to the proposer. The CVB may set a different starting date for the contract or propose terms, provisions and conditions different than what is contained in this RFP or in the successful proposer's proposal. The CVB will not be responsible for any work done by the proposer, even work done in good faith, if it occurs prior to the contract start date set by the CVB. 11. Insurance Requirements The successful proposer shall, on a primary basis and at its sole expense, maintain in full force and effect, at all times during the life of the Contract, insurance coverage and limits (including endorsements) as required by Collier County Florida Government. Failure to maintain the ,, required insurance shall be considered default of the contract. Packet Page-480- 12/10/2013 11.A. J. Proposal Procedures 1. Proposal Submission One (1) unbound original and five (5) copies (for a total of 6) of the complete proposal must be received by July 19, 2013 at 2:00 p.m. U.S. EST. All materials except promotional campaign samples must be submitted in English.The original and all copies must be submitted in a sealed envelope or container. The envelope or container should be addressed as follows: Naples, Marco Island, Everglades Convention and Visitors Bureau ATTN: Jack Wert 2800 N. Horseshoe Drive Naples, FL 34104 USA Hand-carried proposals may be delivered to the above address ONLY between the hours of 9:00 a.m. U.S. EST and 5:00 p.m. U.S. EST, Monday through Friday, excluding Holidays, except on the Deadline when proposals are due at 2:00 p.m. U.S. EDT. It shall be the proposer's sole risk to assure delivery at the CVB at the designated office at the designated time. The submission of a signed proposal by a proposer will be considered by the CVB as constituting a legal offer by the proposer to perform the required services at the proposed price identified therein. Proposer may submit a modified proposal to replace all or any portion of a previously submitted proposal until the Deadline for receipt of proposals. The CVB will only consider the latest proposal submitted. Failure to submit a complete and responsive proposal shall result in automatic rejection of the proposal. A proposal may be withdrawn only by written notification. Letters of withdrawal received after the Deadline for receipt of proposals will not be accepted unless the contract has been awarded to another vendor or no award has been made within forty five (45) days after the Deadline for receipt of proposals. Unless withdrawn, as provided in this subsection, a proposal shall be irrevocable until the time that a contract is awarded. Proposals and/or modifications to proposals received after the Deadline for receipt of proposals specified in the RFP Timetable(Page 1) are late and shall not be considered. Proposers requesting clarification or interpretation of any section or sections contained in this RFP shall make a written request via email to the office of Jack Wert, iackwertPcolliergov.net by 4:00 p.m. U.S. EST, on July 5, 2013. Written answers will be shared with all proposers via email by 3:00 p.m. U.S. EST,July 12,2013. Packet Page-481- 12/10/2013 11.A. 2. Evaluation Criteria Proposals will be evaluated by the CVB Selection Committee according to numerical scores with respect to the following criteria: a) Experience and Qualifications of Professional Personnel (Max.40 Points) The proposal will be evaluated based on the strength of the Proposer Firm (and any approved subcontractors); including the experience and qualifications of managerial and professional personnel assigned to the project (the duties of each individual will be stated by the Proposer).This evaluation will include, but not be limited to: • Demonstrated record of ability to provide the specific services to the specifications set forth in the Scope of Services; • Years of experience of firm and personnel and number and quality of previous and present tourism marketing clients; • Recommendations from previous and present tourism marketing clients regarding the quality of work performed on their behalf; • Organization depth,facilities and support staff; • Financial stability and years of operation. b) Understanding the Needs and Goals of CVB(Maximum 30 Points) The proposal will be evaluated based on the Proposer's understanding of the needs and goals of CVB as demonstrated in the strategies, approaches and resources to be applied to CVB's account as described in the proposal. c) Total Contract Price (Maximum 30 points) The CVB is seeking a proposal that offers significant value and maximum user impact. While competitive pricing will be a factor in scoring these criteria, it may not be the determining component.The proposer with the lowest price is not assured of winning the contract. 3. Award of Contract The award, if any, will be made to the proposer whose proposal is considered to be the most advantageous to the CVB in the best interest of the County's tourism promotion and development program. The CVB reserves the right, at its sole discretion, not to make an award and to rebid this RFP in part or in its entirety regardless of circumstance. The CVB also reserves the right to reject the proposal from any contractor who has previously failed in proper performance of an award or to deliver on-time services under contracts of a similar nature or who is not in a position to perform properly under this award. Packet Page-482- 12/10/2013 11 .A. The apparent successful proposer will be notified of the recommendation for award. A contract must be negotiated, completed and executed by the successful proposer and the CVB before it becomes valid and effective. If this condition is not met in a timely manner through no fault of the CVB, the CVB, at its sole discretion, may elect to cancel the recommended award to that proposer and make the award recommendation to the next most advantageous proposer. This process may continue until such time as the CVB has finalized a contract or determined to cancel the procurement in its entirety. The award document will be a contract incorporating by reference the terms and conditions of the solicitation and the Contractor's proposal as negotiated. I.Schedule of Exhibits A. Scope of Work-Attachment"A" Packet Page-483- Brazilian Representation Services for Naples, Marco Island, Everglades Florid_12/10/2013 11.A. SCOPE OF WORK 2013-14 Attachment"A" Services Required: 1. Submit an annual sales and marketing plan for leisure sales, tour operator/wholesaler sales, travel industry training, promotions and other services required to showcase the tourism attributes of the Naples, Marco Island, Everglades area or Florida to include a proposed budget and trade show participation for the Brazilian market on behalf of the Naples, Marco Island, Everglades CVB, a division of Collier County Florida Government, hereinafter referred to as "CVB". 2. Propose a monthly service fee to cover all time for account management, administrative costs and creative time necessary to create and produce promotions. 3. Assist in identifying and providing recommendations for Tour Operator Brochure placement and other media buying opportunities. Advertising costs, if any to be handled separately through the CVB advertising budget. 4. Call on travel-related organizations; including tour operators, receptive operators, airline retail travel agents, along with meeting planning, incentive, car rental and airline companies, with no less than 20 personal visits to the offices of these organizations, during each one month reporting period, to increase awareness of the Naples, Marco Island, Everglades area of Florida in key target markets in Brazil. 5. Provide in-house storage and fulfillment services of publications/literature to trade and consumers, maintaining and distributing CVB collateral and Collier County hotel and attractions collateral as needed. Facilitate the sourcing of services related to local printing, promotional flyers or other collateral to be billed separately from this agreement. 6. Assist in the scheduling, planning and participation in two travel agent/tour operator Destination Reviews (Fams) during each annual contract period. The successful firm will make its best effort to obtain complimentary airline participation (i.e. seats) and to qualify participating agents. CVB staff will organize itinerary and assist in all arrangements for participation in Destination Reviews. The firm will be required to provide one of the firm's staff members to accompany the group. All Destination Review visits are contingent on securing complimentary airline transportation by the firm, with CVB confirming all hotel and itinerary arrangements for Destination Review. 7. Demonstrate database capabilities and appropriate reach for the best distribution of Newsletters and Press Releases as generated by the CVB PR&Communications Team and other communications generated by the CVB and/or approved industry organizations. Distribution to include comprehensive list that targets the travel trade, tour operators, meeting and incentive planner's media, airline and car rental representatives. 1 Packet Page-484- 12/10/2013 11 .A. 8. Provide translation services when required, for CVB marketing materials such as press releases, collateral, advertising pieces and travel industry Newsletters, among others. 9. Participate in a mutually agreed upon set of trade shows and events in Brazil (such as ABAV, World Travel Market and others), including booth setup, staffing and scheduling of appointments. Communicate requests for PR opportunities associated with such events to the CVB International Sales representative. Costs associated with setup and registration expenses will be paid separately by the CVB. 10. When travel outside the city or state of the firm's principle office required and is pre approved, the successful firm will adhere to the Collier County, Florida Government procurement/purchasing limits, policies and guidelines for all travel and entertainment related expenses. These will be provided to firm upon award of the contract. Collier County will reimburse the successful firm for reasonable pre approved travel and entertainment related expenses in these circumstances,with maximum limits to be established. 11. Submit a monthly report by the 10th of the month covering all key deliverable items on this scope of work in the format acceptable to the CVB and submit an annual recap report summarizing the year's activities and plans projected for the following year's activities. Monthly reports will be submitted with monthly representation retainer invoices. Upon receipt of both, payment will be processed. Monthly and Annual reports shall include, but not be limited to,the following items: • Market Overview: Brief highlights for Brazil market trends, statistics. • Sales: Key Account solicitations, Calls and Email Campaigns Results to each Brazilian market segment (Tour operators, group tour operators, Travel Agencies, Meeting and Incentive, Airline and Rental Car Companies); using CVB recommended format. • Marketing / Media: Key developments in the area of Marketing, Media and PR/Editorial opportunities,or placements. • Database: Actual contacts provided in excel format with Name, Title, Address, Phone, and Email columns completed. • Tracking/Reporting Matrices as follows: ➢ Tracking room night production for top 10 Receptive Tour Operators ➢ Number of Naples, Marco Island (Collier County) hotels added to existing Top Operator's list ➢ Collier County destination added as featured Tour Program offered ➢ Media/Marketing/PR opportunities uncovered through sales efforts ➢ Database Growth in real numbers month over month. 12. Assist in the creation of a comprehensive contact database to include tour operator/travel agent and meeting planner and consumer contacts. While representing CVB at tradeshows, promotions and sales calls, all contacts initiated are to be considered the property of CVB and are to be submitted on a monthly Excel spreadsheet, attached to the monthly report, in a format acceptable to CVB. 2 Packet Page-485- 12/10/2013 11 .A. 13. Assist CVB in developing a strategy for securing international air charters or scheduled air service from key markets by providing contact information, scheduling meetings and conducting follow-up as needed. 14. Maintain close working relations with VISIT FLORIDA, Brand U.S.A. and the Brazilian tourism industry associations, including Visit USA Organizations and Braztoa,among others. 15. 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AGREEMENT for Tourism International Representation THIS AGREEMENT, made and entered into on this day of 2013, by and between AVIAREPS., a registered company in Brazil and Munich Germany registration number and tax ID number ; whose business address is Praca da Liberdade, 130- 10th Floor, Suite 1001, Liberdade Plx 01503-010, Sao Paulo Brazil hereinafter called the "Contractor" and Collier County (The Naples, Marco Island, Everglades Convention & Visitors Bureau (CVB), a division of Collier County Florida Government), a political subdivision of the State of Florida, Collier County, Naples, hereinafter called the "County" for representation services on behalf of the COUNTY in Brazil. WITNESSETH: 1. COMMENCEMENT. This Agreement shall commence on the date of approval by the Collier County Board of County Commissioners. The contract shall be for a three (3) year period, commencing on date of contract execution. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional three (3) year period. The County shall give the Contractor written notice of the County's intention to extend the Agreement term not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK. The Contractor shall provide professional services for representing Collier County in Brazil and other South American countries as designated by the County, in accordance with the terms and conditions of the RFP dated June 26, 2013 the Contractor's bid referred to herein and made an integral part of this agreement. This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County Project or Contract Manager or his designee, in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such services are authorized. 3. THE CONTRACT SUM. The County shall pay the Contractor for the performance of this Agreement an estimated maximum amount of forty nine thousand five hundred dollars 09,500 annuall , based on the costs outlined below, subject to modifications as approved in advance by the County. Payment will be made upon receipt of a proper invoice and upon approval by the Project Manager or his designee, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act". ° Page tof9 Packet Page-490- �` 12/10/2013 11.A. The retainer fee covering all representation expenses within the City of Sao Paulo Brazil on behalf of The COUNTY is agreed at US $4,125 per month commencing October 1, 2013 through September 30, 2016 and shall be billed monthly in arrears by Contractor. The annual cost of this agreement shall not exceed US $49,500 including service fees (retainer) and travel and other related expenses within Sao Paulo Brazil. Additional expenditures by the Contractor on behalf of the County must be authorized in advance by the COUNTY by written Change Order to this agreement executed by the parties. Travel expenses outside of Sao Paulo Brazil must be pre-approved and in compliance with the TDC Travel Resolution 2006-40 as amended. Administrative and office costs are included in the above mentioned retainer fee, including: stationery, insurance and rent for the sales office. The retainer fee does not include the cost of: travel by car, train, or air for regular sales calls to agents and operators, educational trips and trade shows outside of Sao Paulo Brazil. The retainer fee is agreed to at the exchange rate of 1 BRL (Real) = $0.443 US. Should the exchange rate fluctuate more than 10 %, the retainer fee will be renegotiated commencing the next fiscal year. 3.1 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. 4. TAXES. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. 5. NOTICES. All notices from the County to the Contractor shall be deemed duly served if mailed or faxed to the Contractor at the following Address: AVIAREPS Praca de Liberdade, 130, 10th Floor Suite 1001-1002 Liberdade Plz Sao Paulo, Brazil ATTN: Klaus Becker, General Manager All Notices from the Contractor to the County shall be deemed duly served if mailed or faxed to the County to: Collier County Government Center Purchasing Department 3327 Tamiami Trail, East Page 2 of 9 GP Packet Page-491- 12/10/2013 11 .A. Naples, Florida 34112 Attention:Purchasing & General Services Director Telephone: 239-252-8975 Facsimile: 239-252-6480 The Contractor and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. 6. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Contractor or to constitute the Contractor as an agent of the County. 7. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all such permits issued by the County shall be processed internally by the County. All non-County permits necessary for the prosecution of the Work shall be procured and paid for by the Contractor. The Contractor shall also be solely responsible for payment of any and all taxes levied on the Contractor. The Contractor agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Contractor. 8. NO IMPROPER USE. The Contractor will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Contractor or if the County or its authorized representative shall deem any conduct on the part of the Contractor to be objectionable or improper, the County shall have the right to suspend the contract of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 9. TERMINATION. Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said agreement for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non-performance. In the event that the County terminates this Agreement, Contractor's recovery against the County shall be limited to that portion of the Contract Amount earned through the date of termination. The Contractor shall not be entitled to any other or further recovery Page 3 of 9 Packet Page-492- GP 12/10/2013 11 .A. against the County, including, but not limited to, any damages or any anticipated profit on portions of the services not performed. 10. NO DISCRIMINATION.The Contractor agrees that there shall be no discrimination as to race, sex,color, creed or national origin. 11. INSURANCE: AVIAREPS shall provide insurance as follows: General Liability coverage in limits of US $1 million per occurrence for bodily injury and property damage written under a policy form which is substantially equivalent to the latest Insurance Services Office (United States) form. 12. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor shall indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Tourism Department. 14. CONFLICT OF INTEREST: Contractor represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Contractor further represents that no persons having any such interest shall be employed to perform those services. 15. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the following component parts, all of which are as fully a part of the contract as if herein set out verbatim: Contractor's Bid, Insurance Certificate, RFP dated June 26, 2013, Scope of Services and Addenda. 16. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this agreement is subject to appropriation by the Board of County Commissioners. 17. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, and County Page 4 of 9 Packet Page-493- �' 12/10/2013 11 .A. Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 18. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. 19. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in compliance with the Purchasing Policy. 20. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this ook Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Statute. 21. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 22. KEY PERSONNEL/PROJECT STAFFING: The Contractor's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to insure that competent persons will be utilized in the performance of the contract. The Contractor shall assign as many people as necessary to complete the project on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the dates set forth in the Project Schedule. The Contractor shall not change Key Personnel unless the following conditions are met: (1) Proposed replacements have substantially the same or better qualifications and/or experience. (2) that the County is notified in writing as far in advance as possible. The Contractor shall Page 5 of 9 GQ' Packet Page -494- 12/10/2013 11.A. make commercially reasonable efforts to notify Collier County within seven (7) days of the change. The County retains final approval of proposed replacement personnel. 23. ORDER OF PRECEDENCE: In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal and/or the Contractor's Proposal, the Contract Documents shall take precedence. In the event of any conflict between the terms of the RFP and the Contractor's Proposal, the language in the RFP would take precedence. 24. ASSIGNMENT: Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement or any part herein, without the County's consent, shall be void. If Contractor does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Contractor has assumed toward the County. Page b of 9 0t Packet Page-495- �� 12/10/2013 11 .A. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS ATTEST: COLLIER COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Dated: Georgia A. Hiller, Esq., Chairwoman (SEAL) AVIAREPS Contractor By: First Witness Signature TType/print witness namet Second Witness Typed signature and title ''Type/print witness nameT Approved as to form and legal sufficiency: 'olleen M. Greene, Assistant County Attorney Print Name Page 7 of 9 Packet Page-496- 12/10/2013 11.A. Brazilian Representation Services for Naples,Marco Island,Everglades Florida CVB SCOPE OF WORK 2013-14 Attachment"A" Services Required: 1. Submit an annual sales and marketing plan for leisure sales, tour operator/wholesaler sales, travel industry training, promotions and other services required to showcase the tourism attributes of the Naples, Marco Island, Everglades area or Florida to include a proposed budget and trade show participation for the Brazilian market on behalf of the Naples,Marco Island,Everglades CVB,a division of Collier County Florida Government,hereinafter referred to as"CVB". 2. Propose a monthly service fee to cover all time for account management, administrative costs and creative time necessary to create and produce promotions. 3. Assist in identifying and providing recommendations for Tour Operator Brochure placement and other media buying opportunities. Advertising costs,if any to be handled separately through the CVB advertising budget. 4. Call on travel-related organizations;including tour operators,receptive operators,airline retail travel agents,along with meeting planning, incentive, car rental and airline companies, with no less than 20 personal visits to the offices of these organizations,during each one month reporting period,to increase awareness of the Naples,Marco Island,Everglades area of Florida in key target markets in Brazil. 5. Provide in-house storage and fulfillment services of publications/literature to trade and consumers, maintaining and distributing CVB collateral and Collier County hotel and attractions collateral as needed. Facilitate the sourcing of services related to local printing,promotional flyers or other collateral to be billed separately from this agreement. 6. Assist in the scheduling,planning and participation in two travel agent/tour operator Destination Reviews(Fams) during each annual contract period. The successful firm will make its best effort to obtain complimentary airline participation (i.e. seats) and to qualify participating agents. CVB staff will organize itinerary and assist in all arrangements for participation in Destination Reviews. The firm will be required to provide one of the firm's staff members to accompany the group. All Destination Review visits are contingent on securing complimentary airline transportation by the firm,with CVB confirming all hotel and itinerary arrangements for Destination Review. 7. Demonstrate database capabilities and appropriate reach for the best distribution of Newsletters and Press Releases as generated by the CVB PR& Communications Team and other communications generated by the CVB and/or approved industry organizations. Distribution to include comprehensive list that targets the travel trade, tour operators,meeting and incentive planner's media,airline and car rental representatives. 8. Provide translation services when required, for CVB marketing materials such as press releases, collateral, advertising pieces and travel industry Newsletters,among others. 9. Participate in a mutually agreed upon set of trade shows and events in Brazil (such as ABAV, World Travel Market and others), including booth setup, staffing and scheduling of appointments. Communicate requests for PR opportunities associated with such events to the CVB International Sales representative. Costs associated with setup and registration expenses will be paid separately by the CVB. 10. When travel outside the city or state of the firm's principle office required and is pre approved,the successful firm will adhere to the Collier County, Florida Government procurement/purchasing limits,policies and guidelines for all travel and entertainment related expenses. These will be provided to firm upon award of the contract. Collier County will reimburse the successful firm for reasonable pre approved travel and entertainment related expenses in these circumstances,with maximum limits to be established. Page 8 of 9 Packet Page-497- 12/10/2013 11 .A. 11. Submit a monthly report by the 10th of the month covering all key deliverable items on this scope of work in the format acceptable to the CVB and submit an annual recap report summarizing the year's activities and plans projected for the following year's activities. Monthly reports will be submitted with monthly representation retainer invoices. Upon receipt of both,payment will be processed. Monthly and Annual reports shall include,but not be limited to,the following items: • Market Overview: Brief highlights for Brazil market trends,statistics. • Sales: Key Account solicitations, Calls and Email Campaigns Results to each Brazilian market segment (Tour operators, group tour operators, Travel Agencies, Meeting and Incentive, Airline and Rental Car Companies);using CVB recommended format. • Marketing/ Media: Key developments in the area of Marketing, Media and PR/Editorial opportunities, or placements. • Database: Actual contacts provided in excel format with Name, Title, Address, Phone, and Email columns completed. • Tracking/Reporting Matrices as follows: ➢ Tracking room night production for top 10 Receptive Tour Operators ➢ Number of Naples,Marco Island(Collier County)hotels added to existing Top Operator's list ➢ Collier County destination added as featured Tour Program offered ➢ Media/Marketing/PR opportunities uncovered through sales efforts ➢ Database Growth in real numbers month over month. 12. Assist in the creation of a comprehensive contact database to include tour operator/travel agent and meeting planner and consumer contacts. While representing CVB at tradeshows, promotions and sales calls, all contacts initiated are to be considered the property of CVB and are to be submitted on a monthly Excel spreadsheet, attached to the monthly report, in a format acceptable to CVB. 13. Assist CVB in developing a strategy for securing international air charters or scheduled air service from key markets by providing contact information,scheduling meetings and conducting follow-up as needed. 14. Maintain close working relations with VISIT FLORIDA, Brand U.S.A. and the Brazilian tourism industry associations,including Visit USA Organizations and Braztoa,among others. 15. Provide pricing for additional marketing related activities outside the scope of work as opportunities develop or as requested by the Naples,Marco Island Everglades CVB. Page 9 of 9 Packet Page-498-