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#09-5321 (Marco Island Historical Amend 1) EXHIBIT A-I Contract Amendment 1 "2010 Tourism Agreement Between Collier County and the Marco Island Historical Society, Inc." This amendment, dated_~_~J!i 20 IOta the referenced agreement shall he by and hetween the parties to the original Agreement. Marco Island Historical Society, Inc. (to be referred to as "'Grantee") and Collier County, Florida. (to he referrcd to as "Owner"). Statement of Understanding RE: Contract # 09-5321 - "20 I 0 Tourism Agreement Between Collier County and thc Marco Island Historieal Society, Ine." In order to eontinue the services provided tllr in the original Contract document rcfcreneed ahove, the Grantee agrees to amend the ahove refereneed Contract as per the Supplemental Authorization Exhibit "AI-A" attached to this Amendment and incorporated herein hy reference. Approval of this Amendment will extend the Agrcement Il)r one (I) additional year beyond the date specified in Paragraph 15, Term. All other terms and eonditions of thc agreement shall remain in Illree. IN WITNESS WHEREOF, the Contractor and the County have each, respectively, hy an authorized person or agent, hercunder set their hands and seals on the date(s) indicated below. AccePted:~~ /1 ,20]0 GRANTEE: Marco Island Historical Society, Ine. OWNER: -:-:;;;.-- BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA By:C )_~- .lack Wert, Project Manager ~_.-_..>;~~--~ 0.%4/6' d /-d:..?:l/././-d~_:7 ~;,u:#' By CGNTRACT ~;PECiALlS~d 001 ~,;, . -~, .. D . h LBroek;:(-ferk ~ U1J:j"~,.... .....~:.~M... ,. ': :;p" ~ OWNER: BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY. FLORIDA By: __~-;tl~& L,,) (>M;\~ Chairman oe~ Agenda Item No. 16F3 December 14, 2010 Page 4 of 16 EXHIBIT A 2010 TOURISM AGREEMENT BETWEEN COLLIER COUNTY AND THE MARCO ISLAND HISTORICAL SOCIETY, INC. TillS AGREEMENT is made and entered into this 29th day of September, 2009, by and between the Marco Island Historical Society, Inc. a Florida not-for-profit corporation, hereinafter referred to as "GRANTEE" and Collier County, a political subdivision of the State of Florida, hereinafter referred to as "COUNTY". WHEREAS, the COUNTY has adopted a Tourist Development Plan (hereinafter referred to as "Plan") funded by proceeds from the Tourist Development Tax; and WHEREAS, the Plan provides that certain of the revenues generated by the Tourist Development Tax are to be allocated to acquire, construct, extend, enlarge, remodel, repair, improve, maintain, operate or promote museums owned and operated by not-for-profit organizations and open to the public; and WHEREAS, GRANTEE has applied to the Tourist Development Council and the County to use Tourist Development Tax funds te--for eenstm"t design and management services with regard to displays and exhibits for the Museum; and WHEREAS, the Tourist Development Council has recommended the funding for the design and management services with regard to aRa eenstmctien ef displavs and exhibits for the museum which will be open for the community to use for local programs; and WHEREAS, the Board of County Commissioners has made a finding that GRANTEE qualifies as a museum; and WHEREAS, The Collier County Board of County Commissioners has approved the funding request of the GRANTEE and the Chairman was authorized to execute the Tourism Agreement. NOW, THEREFORE, BASED UPON THE MUTUAL COVENANTS AND PREM.lSES PROVIDED HEREIN, AND OTHER VALUABLE CONSIDERATION, [TIS MUTUALLY AGREED AS FOLLOWS: 1. SCOPE OF WORK: (a) In accordance with the authorized expenditures as set forth in the Budget, attached hereto as Exhibit "F", the GRANTEE shall expcnd the funds for the design and management 09-5321 Marco Island Historical Society, Inc. 1 Agenda Item No. 16F3 December 14, 2010 Page 5 of 16 services with regard to and eSHstrnetisR ef displays and exhibits (hereinafter "the Project"), to be housed in the Museum complex. 2. PAYMENT: (a) The maximum amount to be paid under this Agreement shall be a total of One Hundred Thousand Dollars ($100,000). GRANTEE shall be paid in accordance with fiscal procedures of the County for the expenditures incurred as described in Paragraph One (1) herein upon submittal of a request for funds on the form attached hereto as Exhibit "D" and made a part hereof, and shall submit vendor invoices and copies of cancelled checks or other evidence of payment to the Executive Director of the Naples, Marco, Everglades Convention and Visitors Bureau ("CVB"), or his designee, for review and upon verification by letter from the GRANTEE that the services or work performed as described in the invoice have been completed or that the goods have been received and that all vendors have been paid. (b) The Executive Director of the CVB or his designee shall determine that the invoice payments are authorized and that the goods or services covered by such invoice[s] have been provided or performed in accordance with such authorization. The line item budget attached as Exhibit "F" shall constitute authorization for the expenditure[s] described in the invoice[sJ. (c) All expenditures shall be made in conformity with this Agreement. (d) The COUNTY shall not pay GRANTEE until the Clerk of the Board of County Commissioners pre-audits all payment invoices in accordance with law. (e) GRANTEE shall be paid for its actual costs, not to exceed the total amount for any line item nor the maximum amount budgeted pursuant to the attached "Exhibit F". The amounts applicable to the various line items of Exhibit "F", subject to the maximum total amount, may be increased or decreased by up to ten percent (10%) at the discretion of GRANTEE. Adjustment in excess of ten percent (10%) of any line item may be authorized by fhe County Manager or his designee. (f) All requests for reimbursement must be received prior to September 30, 2010 to be eligible for payment. 09-5321 Marco Island Historical Society, Inc. 2 Agenda Item No. 16F3 December 14, 2010 Page 6 of 16 3. ELIGIBLE EXPENDITURES: (a) Only eligible expenditures described in Paragraph One (I) will be paid by COUNTY. (b) COUNTY agrees to pay eligible expenditures incurred between October 1,2009 and September 30, 2010. (c) Any expenditures paid by COUNTY which are later deemed to be ineligible expenditures shall be repaid to COUNTY within thirty (30) days of COUNTY's written request to repay said funds. (d) COUNTY may request repayment of funds for a period of up to three (3) years after termination of this Agreement or any extension or renewal thereof. 4. INSURANCE: (a) GRANTEE shall submit a Certificate of Insurance naming Collier County Board of County Commissioners and the Tourist Development Council as additional insureds. (b) The certificate of insurance must be valid for fhe duration of this Agreement, and be issued by a company licensed in the State of Florida, and provide General Liability Insurance for no less than the following amounts: BODILY INJURY LIABILITY $300,000 each claim per person PROPERTY DAMAGE LIABILITY $300,000 each claim per person PERSONAL INJURY LIABILITY $300,000 each claim per person WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY - Statutory (c) The Certificate of Insurance must be delivered to the Executive Director of the CVB, or his designee, with the executed Agreement. The GRANTEE shall not commence promotional or advertising activities which are to be funded pursuant to this Agreement until the Certificate of Insurance has been received by the COUNTY and the Agreement is fully executed. 5. REPORTING REQUIREMENTS: (a) GRANTEE shall provide to County a preliminary status report on the form attached hereto as Exhibit "A" within thirty (30) days of the effective date of the agreement. (b) GRANTEE shall provide to County a quarterly interim status report on the form attached herefo as Exhibit "Boo. 09-5321 Marco Island Historical Society, Inc. 3 Agenda Item No. 16F3 December 14, 2010 Page 7 of 16 (c) GRANTEE shall provide to County a final status report on the form attached hereto as Exhibit "Coo no later than October 31, 2010. (d) Each report shall identifY the amount spent, the duties performed, the services provided and the goods delivered since the previous reporting period. (e) GRANTEE shall take reasonable measures to assure the continued satisfactory performance of all vendors and subcontractors. (f) COUNTY may withhold any interim or final payments for failure of GRANTEE to provide the interim status report or final status report until the County receives the interim status report or final status report or other report acceptable to the Executive Director of the CVB. (g) GRANTEE shall request that visitors to the Marco Island Historical Society, Inc. complete the visitor questionnaire attached to this Agreement as Exhibit "E". All completed visitor questionnaires shall be maintained in accordance with Section 13 of this Agreement. 6. CHOICE OF VENDORS AND FAIR DEALING: (a) GRANTEE may select vendors or subcontractors to provide services as described in Paragraph One (I). (b) COUNTY shall not be responsible for paying vendors and shall not be involved in the selection of subcontractors or vendors. (c) GRANTEE agrees to disclose any financial or other relationship between GRANTEE and any subcontractors or vendors, including, but not limited to, similar or related employees, agents, officers, directors and/or shareholders. (d) COUNTY may, in its discretion, object to the reasonableness of expenditures and require payment if invoices have been paid under this Agreement for unreasonable expenditures. The reasonableness of the expenditures shall be based on industry standards. 7. INDEMNIFICATION: GRANTEE shall indemnifY and hold harmless Collier County, its agents, officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fecs, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the GRANTEE or anyone employed or utilized by the GRANTEE in the perfonnance of this Agreement. This indemnification obligation shall 09-5321 Marco Island Historical Society, Inc. 4 Agenda Item No. 16F3 December 14, 2010 Page 8 of 16 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. 8. NOTICES: All notices from the COUNTY to the GRANTEE shall be in writing and deemed duly served if mailed by registered or certified mail to the GRANTEE at the following address: Darcie Guerin, President Marco Island Historical Society, Inc. 168 Royal Palm Drive Marco Island, FL 34145 All notices from the GRANTEE to the COUNTY shall be in writing and deemed duly served if mailed by registered or certified mail to the COUNTY to: Jack Wert, Executive Director Naples, Marco Island, Everglades CVB 2800 N. Horseshoe Drive Naples, FL 34104 The GRANTEE and the COUNTY may change the above mailing address at any time upon giving the other party written notification pursuant to this Section. 9. NO PARTNERSHIP: Nothing herein contained shall be construed as creating a partnership between the COUNTY and the GRANTEE, or its vendors or subcontractors, or to constitute the GRANTEE, or its vendors or subcontractors, as an agent or employee of the COUNTY. 10. COOPERATION: GRANTEE shall fully cooperate with the COUNTY in all matters pertaining to this Agreement and shall provide all information and documentation requesfed by the COUNTY from time to timc pertaining to the use of any funds provided hereunder. 11. TERMINATION: (a) The COUNTY or the GRANTEE may cancel this Agreement with or without cause by giving thirty (30) days advance written notice of such termination specifying the effective date of termination. 09-5321 Marco Island Historical Society, Inc. 5 Agenda Item No. 16F3 December 14, 2010 Page 9 of 16 (b) If the COUNTY terminates this Agreement, the COUNTY will pay the GRANTEE for all expenditures or contractual obligations incurred by GRANTEE, with subcontractors and vendors, up to the effective date of the termination so long as such expenses are eligible. 12. GENERAL ACCOUNTING: GRANTEE is required to maintain complete and accurate accounting records. All revenue related to the Agreement must be recorded, and all expenditures must be incurred within the term of this Agreement. 13. A V AILAB[L1TY OF RECORDS: GRANTEE shall maintain records, books, documents, papers and financial information pertaining to work performed under this Agreement for a period of three (3) years. GRANTEE agrees that the COUNTY, or any of its duly authorized representatives, shall, until the expiration of three (3) years after final payment under this Agreement, have access to, and the right to examine and photocopy any pertinent books, documents, papers, and records of GRANTEE involving any transactions related to this Agreement. 14. PROillBITION OF ASSIGNMENT: GRANTEE shall not assign, convey, or transfer in whole or in part its interest in this Agreement without the prior written consent of the COUNTY. 15. TERM: This Agreement shall become effective on October I, 2009 and shall remain effective for one year until September 30, 2010. [I' the project is not completed within the term of this agreement, all unreleased funds shall be retained by the COUNTY. Any extension of this agreement beyond the one (I) year term in order to complete the Project must be at the express consent ofthe Collier County Board of County Commissioners. 16. The GRANTEE must request any extension of this term in writing at least sixty (60) days prior to the expiration of this Agreement, and the COUNTY may agree by amendment to this Agreement to extend the term for an additional one (I) year. 17. EVALUATION OF TOURISM [MPACT: GRANTEE shall monitor and evaluate the tourism impact of the Project, eXplaining how the tourism impact was evaluated, providing a written report to fhe Executive Director of the CVB or his designce, along with a final budget analysis by October 31, 20 I O. 09-5321 Marco Island Historical Society, Inc. 6 . . Agenda Item No. 16F3 December 14. 2010 Page 10 of 16 18. REOUIRED NOTATION: All promotional literature and media advertising must prominently list Collier County and the Tourist Development Council as a source of funding and display the CVB Logo with website address to qualifY for reimbursement. 19. AMENDMENTS: This Agreement may only be amended by mutual written agreement of the parties, after review by the Collier County Tourist Development Council if warranted. IN WITNESS WHEREOF, the GRANTEE and COUNTY have respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATIEST: DWIGHT. R.'tll1'o/'K;.Clerk ..' '\ \~~'8ff'.f,.y^ .... . ::,' ".... u '. .' ...~ ",,~ '-'.0('" . '-" . "'1: Assistant County Attorney SCOTT T~~ WIrr~SES: (1) ~ Q.. f1u ~ - .J \2 \ ~\~h.....~ .~ 'Q.r., \::i '" Printe'dITyped Name (2) ~~.'r.L~ ~ I!::I.~ 8~ I1npke'\'..' PrintedlTyped Name BOARD O~~TY CO~SJIONERS :~ILIERCy=~~ . DONNA FIALA, Chairman GRANTEE: MARCO ISLAND mSTORICAL SOCIETY, INC. BY~~ ~ ~! E f:5uFYZ-, Ai Printed/Typed Name ?IlES I/:JCrJJ /Y11.J-{ ~ Printed/Typed Title . 09-5321 7 Marco Island Historical Society, Inc. Agenda Item No. 16F3 December 14, 2010 Page 11 of 16 EXHIBIT" A" Collier County Tourist Development Council Preliminary Status Report EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: TITLE: ADDRESS: PHONE: FAX: ------------------------------------------------------------------- ------------------------------------------------------------------- On an attached sheet. answer the fo/lowinQ Questions and attach it to your alJlJlication. PRELIMINARY INFORMATION: Is this a first time project? If not, please give details of past projects. Do you anticipate using area hotels in support of your project? If so, what are the estimated hotel room nights generated by project? What is the estimated revenue generated by this project? What is the estimated number of participants expected to visit the project? If project planning is in progress, what has been done, what remains to be done, and are there any problems? If the project planning has not been started. why? List any planned out-of-county advertising, marketing, and/or public relations that will be used in support of the project. 09-5321 8 Marco Island Historical Society, Inc. Agenda Item No. 16F3 December 14, 2010 Page 12 of 16 EXHIBIT "B" Collier County Tourist Development Council Interim Status Report EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: TITLE: ADDRESS: PHONE: FAX: ------------------------------------------------------------------- ------------------------------------------------------------------- On an attached sheet. answer the foflowina auestions to identify the status of the pro;ect. Submit this report at least auarterlv. INTERIM - These questions will identify the current status of the project. After the TDC staff reviews this Interim Status Report, if they feel you are behind schedule on the planning stages, they will make recommendations to help get the project stay on schedule. Has the planning of this project started? At what point are you at with the planning stage for this project? (Percent of completion) Will any hotels/motels be utilized to support this project? If so, how many hotel room nights will be utilized? What is the total dollar amount to date of matching contributions? What is the status of the advertising and promotion for this project? Have your submitted any advertisements or printed pieces to the TDC staff for approval? Please supply a sample and indicate the ad schedule. How has the public interest for this project been up to this point? 09-532 I 9 Marco Island Historical Society, Inc. Agenda Item No. 16F3 December 14, 2010 Page 13 of 16 EXHIBIT "e" Collier County Tourist Development Council Final Status Report EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: TITLE: ADDRESS: PHONE: FAX: ------------------------------------------------------------------- ------------------------------------------------------------------- On an attached sheet. answer the followinQ Questions for each element in your scolJe of work. Final- These questions should be answered for your final status report. Was this a first time project? If not, how many times has this event taken place? What hotels/motels were utilized to support the project and how many? What is the total revenue generated for this event? Total expenses. (Have all vendors been paid?) List the vendors that have been paid, if not, what invoices are still outstanding and why? What is the number of participants that visited the project? What is the percentage of the total participants from out of Collier County? What problems occurred if any during the project event? List any out-of-county- advertising, marketing, and/or public relations that was used to support the project and attach samples_ How could the project been improved or expanded? 09-5321 10 Marco Island Historical Society, Inc. Agenda Item No. 16F3 December 14, 2010 Page 14 of 16 EXHIBIT "D" REQUEST FOR FUNDS COLLIER COUNTY TOURIST DEVELOPMENT COUNCil EVENT NAME ORGANIZATION ADDRESS REQUEST PERIOD FROM TELEPHONE ( TO CONTACT PERSON REQUEST# ( ) INTERIM REPORT ( ) FINAL REPORT TOTAL CONTRACT AMOUNT $ EXPENSE BUDGET REIMBURSEMENT REQUESTED TOTALS NOTE: Reimbursement of funds must stay within the confines of the Project Expenses outlined in your applicatiOn. Copies of paid invoices, cancelled checks, tear sheets, printed samples or other backup information to substantiate payment must accompany request for funds. The following will not be accepted for payments: statements in place of invoices; checks or invoices not dated; tear sheets without date, company or organizations name. A tear sheet is required for each ad for each day or month of publication. A proof of an ad will not be accepted. Each additional request for payment subsequent to the first request, Grantee is required to submit verification in writing that all subcontractors and vendors have been paid for work and materials previously performed or received prior to receipt of any further payments. If project budget has specific categories with set dollar limits, the Grantee is required to include a spreadsheet to show which category each invoice is being paid from and total of category before payment can be made to Grantee. Organizations receiving funding should take into consideration that it will take a maximum of 45 days for the County to process a check. Furnishing false information may constitute a violation of applicable State and Federal laws. CERTIFICATION OF FINANCIAL OFFICER: I certify that the above information is correct based on our official accounting system and records, consistently applied and maintained and that the cost shown have been made for the purpose of and in accordance with, the terms of the contract. The funds requested are for reimbursement of actual cost made during this time period. SIGNATURE TITLE 09-5321 11 Marco Island Historical Society, Inc. Agenda Item No. 16F3 December 14. 2010 Page 15 of 16 EXHIBIT "E" Naples @ Marco Island ::::::----- Everglades PARAD'IlIE COA8T- VISITOR QUESTIONNAIRE Welcome to the Paradise Coast SM. Thank you for choosing this area for your visit. Please take a few minutes to complete the following questions so that we can better serve the needs of future visitors to Florida's Last Paradise SM. PLEASE REFER TO OUR PARADISE COAST BROCHURES FOR THE LOCATION OF ALL AREA ATTRACTIONS. NAME: ADDRESS: DATE OF ARRIVAL: WHERE ARE YOU STAYING? NAME OF HOTEL AND CITY/AREA: NAME OF CONDOMINIUM/TIMESHARE: # OF ROOMS OCCUPIED x NUMBER OF NIGHTS STAYING IN COLLIER COUNTY = HOW DID YOU SELECT THE HOTEUCONDOMINIUM? INTERNET ( ) YOUR CHOICE ( ) OTHER: NUMBER OF MEALS YOU & YOUR GROUP WILL EAT OUT: Number of people in your party = _ Number of days of your visit = Number of meals eaten out each day = PLANNED AREA ACTIVITIES: (Please circle all that apply) ARTS & CULTURE WATER SPORTS NATURE von Liebig Art Center Beaches Everglades Tour Naples Museum of Art Naples Pier County Parks Sugden Theatre Shelling National Park Naples Philha""onic Fishing State Parks Art Galleries Boating Corkscrew Swamp Kayaking Conservancy of SW Other FL Lake Trafford Other HOTEURESORT CITY DATE OF DEPARTURE: FRIENDS/FAMILY CONDOMINIUM ST ZIP TRAVEL AGENT ( Other FAMILY ATTRACTIONS Naples Zoo Naples Botanical Garden Fun 'n Sun Water Park Swamp Buggy Race Mini Golf King Richard's Fun Park Other SHOPPING AND DINING Fifth Avenue South Third Street South Waterside Shops Venetian Bay Bayfront Tin City Prime Outlets SIGHTSEEING Lunch/Dinner Cruisel Sunset Cruise City Trolley Tour Everglades Tour Segway Tour Dolphin Cruise Other RELAXATION & ENTERTAINMENT Golf Spa Shelling Seminole Casino Lounges & Clubs Music Other Other 09-5321 Marco Island Historical Society, Inc. 12 ..-._"_.--"..,_...._.~-_._-..".,.--~..-.~...-._----~~,...~.-..<-~".-~.,._--,._-,. Agenda Item No. 16F3 December 14. 2010 Page 16 of 16 EXHIBIT "F" Marco Island Historical Society, Inc. Project Budget Fundina Not to Exceed Design and COAstrwotionand manaaement services ef--with reaard to displays and exhibits $100.000 Total: $100,000 09-5321 13 Marco Island Historical Society, Inc. "m.._'_,,,~__'_.'''__'_ ._. ..____ "---. ,---- .._" ...