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Backup Documents 09/11-12/2012 Item #16F 216F2 MEMORANDUM Date: September 21, 2012 To: Diana De Leon, Contract Technician Purchasing Department From: Teresa Cannon, Deputy Clerk Minutes & Records Department Re: 2013 Tourism Agreement w /ArtsNaples World Festival, Inc. Attached, is an original of the document referenced above, (Item #16F2) approved by the Board of County Commissioners on Tuesday, September 11, 2012. The second original contract will be held on file with the Minutes and Record's Department in the Board's Official Records. If you have any questions, please contact me at 252 -8411. Thank you. Attachment i Memorandum Subject: 2013 Tourism Agreement Date: September 11, 2012 Purchasing Department 16 F2 3327 Tamiami Trail East Naples, Florida 34112 Telephone: (239) 252 -8375 FAX: (239) 252 -6597 Email: dianadeleonaa colliergov.net www.colliergov.net/purchasing From: Diana De Leon, Contract Technician, Purchasing Dept. To: Ray Carter, Manager Risk Finance These contracts were approved by the BCC on September 11, 2012 Agenda Item 16.F.2. The County is in the process of executing this contract with ArtsNaples World Festival, Inc. The insurance requirements are on page 4 of the agreement. Please review the Insurance Certificate(s). • if the insurance is not in order please contact the vendor /insurance company to obtain a proper certificate. Once you receive the proper certificate(s), please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. • if the insurance is in order please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. If you have any questions, please contact Ins ment Signature I t theAbo�O referenced information. r (Please route to County Attorney via attached Request for Legal Services) DATE RECEIVED SEP 12 2012 RISK KWGEM N'i J\� G/ Acquisitions/ AgentFormsandLetters /RiskMgmtReviewoflnsurance4 /15/2010/16/09 16F2 2013 TOURISM AGREEMENT BETWEEN COLLIER COUNTY AND ARTSNAPLES WORLD FESTIVAL, INC. Category "B" THIS AGREEMENT is made and entered into this I WX day of s¢4,, —i--o �� , 2012, by and between ArtsNaples World Festival, 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 Collier County Tourism Ordinance provides that certain revenues generated by the Tourist Development Tax are to be allocated to promote and advertise tourism within the State of Florida, nationally and internationally which encourages tourism; and WHEREAS, GRANTEE has applied to the Tourist Development Council and the County to use Tourist Development Tax funds for out of county promotion of an international celebration of the arts festival; 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 PREMISES PROVIDED HEREIN, AND OTHER VALUABLE CONSIDERATION, IT IS MUTUALLY AGREED AS FOLLOWS: 1. SCOPE OF WORK: (a) In accordance with the authorized expenditure amount as set forth in the Budget, attached hereto as Exhibit "A ", the GRANTEE shall expend the funds for the out of county promotion of the ArtsNaples World Festival (hereinafter "the Project "), including Advertising, Marketing, Production and Related Distribution Expenses. 1 2. PAYMENT: 16F2 (a) The amount to be paid under this Agreement shall be a total of Fifty Thousand Dollars ($50,000). 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 "B" and made a part hereof, and shall submit vendor invoices, copies of credit card receipts and statements and two -sided copies of cancelled checks, on -line bill pay transaction registers or other acceptable evidence of payment, original tear sheets of print ads showing publication name and date, affidavit of broadcast dates and times, screen shots of on -line ads showing date of capture, or samples of printed materials to the Tourism Director 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. Should these documents be unavailable, the GRANTEE may submit other legally viable evidence of payment subject to review and approval by the Clerk's Office. (b) The Tourism Director 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 budget attached as Exhibit "A" shall constitute authorization for the expenditure[s] described in the invoice[s]. (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 maximum amount budgeted pursuant to the attached Exhibit "A ". (f) Expenditures with publications, broadcast and brochure distribution with circulation or reach outside Collier County over fifty percent (50 %) of the total will be acceptable for reimbursement at full value based on a statement from the publisher, broadcaster or distributor attesting to that circulation percentage. (g) Invoices for prepayment or for deposit on services will not be eligible for reimbursement. (h) Services or product must be delivered and paid for by GRANTEE between the effective dates of this agreement. 2 16F2 (i) All requests for reimbursement must be received prior to September 30, 2013 to be eligible for payment. 3. ELIGIBLE EXPENDITURES: (a) Only eligible expenditures described in Paragraph One (1) will be paid by COUNTY. (b) COUNTY agrees to pay eligible expenditures incurred between October 1, 2012 and September 30, 2013. (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. REPORTING REQUIREMENTS: (a) GRANTEE shall provide to County an interim status report on the form attached hereto as Exhibit "C" no later than March 30, 2013 whether or not a Request for Funds is submitted. (b) GRANTEE shall provide to County a final status report on the form attached hereto as Exhibit "D" no later than October 15, 2013. (c) Each report shall identify the economic impact generated by the GRANTEE through the use of reports (Exhibits "B" and "C ") which identify the amount spent, the duties performed, the services provided, and the goods delivered since the previous reporting period. (d) GRANTEE shall take reasonable measures to assure the continued satisfactory performance of all vendors and subcontractors. (e) 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 Tourism Director. (f) GRANTEE shall request that visitors to the the ArtsNaples World Festival complete the visitor questionnaire attached to this Agreement as Exhibit "E ". All completed visitor questionnaires shall be maintained in accordance with Paragraph Thirteen (13) of this Agreement. 3 5. INSURANCE: 16F2 (a) GRANTEE shall submit a Certificate of Insurance naming the Collier County Board of County Commissioners and the Tourist Development Council as additional insureds. (b) The certificate of insurance must be valid for the 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 (c) The Certificate of Insurance must be delivered to the Tourism Director or his designee with copies of the Agreement executed by GRANTEE. 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. 6. CHOICE OF VENDORS AND FAIR DEALING: (a) GRANTEE may select vendors or subcontractors to provide services as described in Paragraph One (1). (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' fees, to the extent caused by the negligence, 0 16dF2 recklessness, or intentionally wrongful conduct of the GRANTEE or anyone employed or utilize by the GRANTEE 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. 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: Merlin Lickhalter, President ArtsNaples World Festival, Inc. 6825 Grenadier Blvd. #1005 Naples, FL 34108 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, Tourism Director Collier County Tourism Department 2800 N. Horseshoe Drive Naples, Florida 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 requested by the COUNTY from time to time pertaining to the use of any funds provided hereunder. 61 16F2 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. (b) If the COUNTY terminates this Agreement, the COUNTY will pay the GRANTEE for all eligible expenditures or contractual obligations incurred by GRANTEE, with subcontractors and vendors, up to the effective date of the termination. 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. AVAILABILITY OF. FUNDS: This agreement is subject to the availability of Tourist Development Tax revenues. If for any reason tourist tax funds are not available to fund all or part of this agreement, the COUNTY may upon written notice , at any time during the term of this agreement, and at its sole discretion, reduce or eliminate funding under this agreement. 14. AVAILABILITY 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. 15. PROHIBITION 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. 16. TERM: This Agreement shall become effective on October 1, 2012 and shall remain effective for one year until September 30, 2013. If the Project is not completed within the term of this agreement, all unreleased funds shall be retained by the COUNTY. Any extension of 0 16F2 this agreement beyond the one (1) year term in order to complete the Project must be at the express consent of the Collier County Board of County Commissioners. 17. 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 ninety (90) days. 18. EVALUATION OF TOURISM IMPACT: GRANTEE shall monitor and evaluate the tourism impact of the Project, explaining how the tourism impact was evaluated, providing a written report to the Tourism Director or his designee, along with a final budget analysis by October 15, 2013. 19. REQUIRED NOTATION: All promotional literature and all print, broadcast and on -line media advertising must prominently list Collier County and the Tourist Development Council as a source of funds to read "A cooperative effort funded by the Collier County Tourist Development Tax" and /or display the CVB logo and website address www_paradisecoast.com to qualify for reimbursement. 20. 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. 7 16F2 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. ATTEST: DWIGHT E BRO-CK; .Clork s at to Chi t Approved asqo form•anc; ' 1 .; legal sufficiency e? Assistant County Attorney WI Printed/Typed Name (2) A /Z e C4 Av Lei c.� fe Y' Printed /Typed Name BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By: `> FRED W. COYLE, Chai GRANTEE: ARTSNAPLES WORLD FESTIVAL, INC. BY: Printed /Typed Name E:l Item # 6 Agenda q, � IL Date Date Recd C:X� eputy Clerk EXHIBIT "A" ArtsNaples World Festival, Inc. Project Budget Out of County Advertising, Marketing, Production and Related Distribution Expenses to include: Television, Radio, Print, On -Line, Tourism Industry Association Memberships, Website Updates Total Funding — Not to Exceed 0 $50,000 i�iF� EXHIBIT "B" REQUEST FOR FUNDS COLLIER COUNTY TOURIST DEVELOPMENT COUNCIL EVENT NAME ORGANIZATION ADDRESS CONTACT PERSON_ REQUEST PERIOD REQUEST# ( ) INTERIM REPORT TELEPHONE( FROM TO ( ) FINAL REPORT TOTAL CONTRACT AMOUNT $ EXPENSE BUDGET REIMBURSEMENT REQUESTED TOTALS 16F2 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. For each request for payment, 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. SIGNATU 10 TITLE EXHIBIT "C" Collier County Tourist Development Council EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: Interim Status Report TITLE: FAX: On an attached sheet, answer the following questions to identify the status of the project 16F� 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? 11 EXHIBIT "D" 16F2 Collier County Tourist Development Council Final Status Report EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: ----------------- ----------------- TITLE: FAX: ---------------------------------------- ---------------------------------------- On an attached sheet, answer the followin_g questions for each element in your scope 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 economic impact and 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? 12 EXHIBIT "E" =sland Everglades PARADISE GDAST_ VISITOR QUESTIONNAIRE 16F2 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: CITY ST ZIP DATE OF ARRIVAL: DATE OF DEPARTURE: WHERE ARE YOU HOTEL/RESORT FRIENDS /FAMILY CONDOMINIUM 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 HOTEL /CONDOMINIUM? INTERNET ( ) YOUR CHOICE ( ) TRAVEL AGENT ( ) 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 Philharmonic Fishing State Parks Art Galleries Boating Corkscrew Swamp Other Kayaking Conservancy of SW Other FL Lake Trafford Other SHOPPING AND DINING Fifth Avenue South Third Street South Waterside Shops Venetian Bay Bayfront Tin City Prime Outlets Other SIGHTSEEING Lunch /Dinner Cruise/ Sunset Cruise City Trolley Tour Everglades Tour Segway Tour Dolphin Cruise Other 13 FAMILY ATTRACTIONS Naples Zoo Naples Botanical Garden Fun `n Sun Water Park Swamp Buggy Race Mini Golf King Richard's Fun Park County Museums Other ENTERTAINMENT Golf Spa Shelling Seminole Casino Lounges & Clubs Music Other ACORD. CERTIFICATE OF LIABILITY INSURANCE 16 P DATE /YYYY) 08!224/204(2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTFFl ATE LDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER AMECT Annette Vela Gulfshore Insurance - Naples PHONE 239.435.7131 FA X 239.213.2871 AfC, No, Ext : A/C, No 4100 Goodlette Road North ADDRESS: avela@gulfshoreinsurance.com Naples, FL 34103 -3303 INSURER(S) AFFORDING COVERAGE NAIC # 239 261 -3646 INSURER A: Cincinnati Insurance Company INSURED INSURER B ArtsNaples World Festival, Inc. PO Box 771176 INSURER C: Naples, FL 34107 INSURER D: INSURER E: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDLSUBR INSR WVD POLICY NUMBER POLICY EFF MM/D POLICY EXP M/DD/YYY LIMITS A GENERAL LIABILITY CAPS220192 1512012 04!151201 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence $500 Ono MED EXP (Any one person) $10,000 CLAIMS DE I OCCUR I PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $ 2,000,000 POLICY E PRO- LOG I $ A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $1,000,000 BODILY INJURY (Per person) $ ANY AUTO ALL AUTOS ED SCHEDULED S BODILY INJURY (Per accident) $ X HIRED AUTOS X NON -OWNED AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIEfOR/PARTNEEXECUTIVE Y / N RI OFFICER/MEMBER EXCLUDED? NIA WC STATU- O TH- EL EACH ACCIDENT $ EL. DISEASE - EA EMPLOYEE $ (Mandatory in NH) It yes, describe under E.L. DISEASE - POLICY LIMIT 1 $ DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, it more space is required) 2013 Tourism Agreement Certificate Holder is Named as Additional Insured As Respects to General Liability Only. 30 day notice of cancellation except 10 days for nonpayment of premium. Collier County Tourism Department Tourist Development Council 2800 N. Horseshoe Drive Naples, FL 34104 ACORD 25 (2010/05) 1 Of 1 #S575851/M547101 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ®1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AVE 16F2 MEMORANDUM Date: September 21, 2012 To: Diana De Leon, Contract Technician Purchasing Department From: Teresa Cannon, Deputy Clerk Minutes & Records Department Re: 2013 Tourism Agreement w /Southwest Florida Holocaust Museum, Inc. Attached, is an original of the document referenced above, (Item #16F2) approved by the Board of County Commissioners on Tuesday, September 11, 2012. The second original contract will be held on file with the Minutes and Record's Department in the Board's Official Records. If you have any questions, please contact me at 252 -8411. Thank you. Attachment r� Memorandum Subject: 2013 Tourism Agreement Date: September 11, 2012 Purchasing Department 3327 Tamiami Trail East Naples, Florida 34112 Telephone: (239) 252-8375 FAX: (239) 252 -6597 Email: dianadeieon at?colliergov.net www.colliergov.negpurchasing From: Diana De Leon, Contract Technician, Purchasing Dept. To: Ray Carter, Manager Risk Finance These contracts were approved by the BCC on September 11, 2012 Agenda Item 16.F.2. The County is in the process of executing this contract with Southwest Florida Holocaust Museum, Inc. The insurance requirements are on page 4 of the agreement. Please review the Insurance Certificate(s). • If the insurance is not in order please contact the vendor /insurance company to obtain a proper certificate. Once you receive the proper certificate(s), please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. • If the insurance is in order please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. If you have any stions, please ci Ins roved y: Risk Ma agement Signature me all tboabove referenced information. (Please route to County Attorney via attached Request for Legal Services) TE RECE I VF0 SEP 12 2012' JUSK /� // Z­- �x1�ti G /Acquisitions /AgentFormsand Letters /RiskMgmtReviewofl nsurance4 /15/2010/16/09 C 2013 TOURISM AGREEMENT BETWEENCOLLIER COUNTY AND SOUTHWEST FLORIDA HOLOCAUST MUSEUM, INC. d /b /a THE HOLOCAUST MUSEUM & EDUCATION CENTER OF SOUTHWEST FLORIDA Category "C -2" THIS AGREEMENT is made and entered into this , day of Q 2012, by and between Southwest Florida Holocaust Museum, Inc. d/b /a The Holocaust Museum & Education Center of Southwest Florida, 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 Collier County Tourism Ordinance provides that certain 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 for GRANTEE'S out of county marketing expenses; and WHEREAS, the Tourist Development Council has recommended funding for GRANTEE'S out of county advertising and promotional expenditures to promote visitation to the museum; 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 PREMISES PROVIDED HEREIN, AND OTHER VALUABLE CONSIDERATION, IT IS MUTUALLY AGREED AS FOLLOWS: 1 1. SCOPE OF WORK: 16F2 (a) In accordance with the authorized expenditure amount as set forth in the Budget, attached hereto as Exhibit "A ", the GRANTEE shall expend the funds for the promotion of GRANTEE'S marketing (hereinafter "the Project "), including Advertising, Marketing, Production and Related Distribution Expenses. 2. PAYMENT: (a) The amount to be paid under this Agreement shall be a total of Fifty Thousand Dollars ($50,000). 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 "B" and made a part hereof, and shall submit vendor invoices, copies of credit card receipts and statements and two -sided copies of cancelled checks, on -line bill pay transaction registers or other acceptable evidence of payment, original tear sheets of print ads showing publication name and date, affidavit of broadcast dates and times, screen shots of on -line ads showing date of capture, or samples of printed materials to the Tourism Director 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. Should these documents be unavailable, the GRANTEE may submit other legally viable evidence of payment subject to review and approval by the Clerk's Office. (b) The Tourism Director 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 budget attached as Exhibit "A" shall constitute authorization for the expenditure[s] described in the invoice[s]. (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 maximum amount budgeted pursuant to the attached Exhibit "A ". (f) Expenditures with publications, broadcast and brochure distribution with circulation or reach outside Collier County over fifty percent (50 %) of the total will be acceptable for reimbursement at full value based on a statement from the publisher, broadcaster or distributor attesting to that circulation percentage. 2 16F[ (g) Invoices for prepayment or for deposit on services will not be eligible for reimbursement. (h) Services or product must be delivered and paid for by GRANTEE between the effective dates of this agreement. (i) All requests for reimbursement must be received prior to September 30, 2013 to be eligible for payment. 3. ELIGIBLE EXPENDITURES: (a) Only eligible expenditures described in Paragraph One (1) will be paid by COUNTY. (b) COUNTY agrees to pay eligible expenditures incurred between October 1, 2012 and September 30, 2013. (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. REPORTING REQUIREMENTS: (a) GRANTEE shall provide to County an interim status report on the form attached hereto as Exhibit "C" no later than March 30, 2013 whether or not a Request for Funds is submitted. (b) GRANTEE shall provide to County a final status report on the form attached hereto as Exhibit "D" no later than October 15, 2013. (c) Each report shall identify the economic impact generated by the GRANTEE through the use of reports (Exhibits "B" and "C ") which identify the amount spent, the duties performed, the services provided, and the goods delivered since the previous reporting period. (d) GRANTEE shall take reasonable measures to assure the continued satisfactory performance of all vendors and subcontractors. (e) 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 Tourism Director. 16F2 (f) GRANTEE shall request that visitors to the Holocaust Museum & Education Center of Southwest Florida complete the visitor questionnaire attached to this Agreement as Exhibit "E ". All completed visitor questionnaires shall be maintained in accordance with Paragraph Thirteen (13) of this Agreement. 5. INSURANCE: (a) GRANTEE shall submit a Certificate of Insurance naming the Collier County Board of County Commissioners and the Tourist Development Council as additional insureds. (b) The certificate of insurance must be valid for the 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 (c) The Certificate of Insurance must be delivered to the Tourism Director or his designee with copies of the Agreement executed by GRANTEE. 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. 6. CHOICE OF VENDORS AND FAIR DEALING: (a) GRANTEE may select vendors or subcontractors to provide services as described in Paragraph One (1). (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. 4 16F2 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' fees, 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 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. 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: Joshua M. Bialek, President The Holocaust Museum & Education Center of Southwest Florida 4760 Tamiami Trail North, Suite 7 Naples, FL 34103 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, Tourism Director Collier County Tourism Department 2800 N. Horseshoe Drive Naples, Florida 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 5 16F2 requested by the COUNTY from time to time 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. (b) If the COUNTY terminates this Agreement, the COUNTY will pay the GRANTEE for all eligible expenditures or contractual obligations incurred by GRANTEE, with subcontractors and vendors, up to the effective date of the termination. 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. AVAILABILITY OF FUNDS: This agreement is subject to the availability of Tourist Development Tax revenues. If for any reason tourist tax funds are not available to fund all or part of this agreement, the COUNTY may upon written notice , at any time during the term of this agreement, and at its sole discretion, reduce or eliminate funding under this agreement. 14. AVAILABILITY 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. 15. PROHIBITION 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. 0 16F2 16. TERM: This Agreement shall become effective on October 1, 2012 and shall remain effective for one year until September 30, 2013. If 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 (1) year term in order to complete the Project must be at the express consent of the Collier County Board of County Commissioners. 17. 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 ninety (90) days. 18. EVALUATION OF TOURISM IMPACT: GRANTEE shall monitor and evaluate the tourism impact of the Project, explaining how the tourism impact was evaluated, providing a written report to the Tourism Director or his designee, along with a final budget analysis by October 15, 2013. 19. REQUIRED NOTATION: All promotional literature and all print, broadcast and on -line media advertising must prominently list Collier County and the Tourist Development Council as a source of funds to read "A cooperative effort funded by the Collier County Tourist Development Tax" and/or display the CVB logo and website address www.paradisecoast.com to qualify for reimbursement. 20. 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. II 16F2 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. ATTB$ T:- DWIGHT E.. BROCk, `,Clerk Atte %t: t1 td ;tMAr` w s { i �t►e� +e , i_ Approved as to form and legal sufficiency Assistant County BOARD OF COUNTY COMMISSIONERS COLLIER. COUNTY, FLORIDA By: FRED W. COYLE, Chainn ' GRANTEE: Item #-� Agenda Date -- Date �(' 2A t I Z Recd Deputy Clcrk SOUTHWEST FLORIDA HOLOCAUST MUSEUM, INC. d/b /a THE HOLOCAUST MUSEUM & EDUCATION CENTER OF �/ /✓ SOUTHWEST FLORIDA Printed /Typed Name (2� .�.���. B tt v` Printed /Typed Name Printed /Typed Name Item #-� Agenda Date -- Date �(' 2A t I Z Recd Deputy Clcrk « EXHIBIT A „ 16F2 Holocaust Museum of Southwest Florida d /b /a The Holocaust Museum & Education Center of Southwest Florida Project Budget Out of County Advertising, Marketing, Production and Related Distribution Expenses to include: Television, Radio, Print, On -Line, Tourism Industry Association Memberships, Website Updates Total Funding — Not to Exceed E $50,000 16F2 EXHIBIT "B" REQUEST FOR FUNDS COLLIER COUNTY TOURIST DEVELOPMENT COUNCIL EVENT NAM ORGANIZATION ADDRESS CONTACT PERSON_ REQUEST PERIOD REQUEST# ( ) INTERIM REPORT TELEPHONE ( ) FROM TO ( ) FINAL REPORT TOTAL CONTRACT AMOUNT =$ 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. For each request for payment, 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 10 16F2 EXHIBIT "C" Collier County Tourist Development Council EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: • ■9\ Interim Status Report TITLE: IWTVA On an attached sheet, answer the followin_g questions to identify the status of the rp oiect. 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? 11 EXHIBIT "D" Collier County Tourist Development Council EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: Final Status Report TITLE: FAX: 16F2 On an attached sheet, answer the following questions for each element in your scope 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 economic impact and 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? 12 EXHIBIT "E" Naples Marc, °^. Island Everglades PARADISE .DAS 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: CITY ST ZIP DATE OF ARRIVAL: DATE OF DEPARTURE: WHERE ARE YOU HOTEL /RESORT FRIENDS /FAMILY CONDOMINIUM 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 HOTEL /CONDOMINIUM? INTERNET ( ) YOUR CHOICE ( ) TRAVEL AGENT ( ) 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 Philharmonic Fishing State Parks Art Galleries Boating Corkscrew Swamp Other Kayaking Conservancy of SW Other FL Lake Trafford Other SHOPPING AND DINING Fifth Avenue South Third Street South Waterside Shops Venetian Bay Bayfront Tin City Prime Outlets Other SIGHTSEEING Lunch /Dinner Cruise/ Sunset Cruise City Trolley Tour Everglades Tour Segway Tour Dolphin Cruise Other 13 FAMILY ATTRACTIONS Naples Zoo Naples Botanical Garden Fun `n Sun Water Park Swamp Buggy Race Mini Golf King Richard's Fun Park County Museums Other RELAXATION & ENTERTAINMENT Golf Spa Shelling Seminole Casino Lounges & Clubs Music Other 19 r-A DATE (MM /DD/YYYY) Aco CERTIFICATE OF LIABILITY INSURANCE 8/23/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the poli orsement. A statement on this certificate does not confer rights to the es) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an end ors certificate holder in lieu of such endorsement(s). oNracr PRODUCER NAME: FAX Lutgert Insurance - Naples PHONE No 1 1 we No : - - PO BOX 112500 E-MAIL ADDRESS: UII IUt ertins ranee. om Naples FL 34108 1JS11RFR1%1 AFFORDING COVERAGE NAIC # INSURERA:HaMQr n T INSURER B:T C nol0 Ins CQmpany Company 2 76 INSURED SWFLH -1 SW FL Holocaust Museum,lnc. INSURER C dba Holocaust Museum of Southwest Florida INSURER D: 4760 Tamiami Trail North #7 INSURER E: Naples FL 34103 INSURER F REVISION NUMBER:1 COVERAGES CERTIFICATE NUMBER: 2833664 ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY POLIC IES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. POLICY EXP ADD L SUER POLICY EFF INS TYPE OF INSURANCE INSR WVD POLICY NUMBER MMIDD/YYYY MMIDDIYYYY LIMITS LTR 1 SBABK8190 12/2012 /2/2013 EACH OCCURRENCE $2,000, A GENERAL LIABILITY DAMAGES(RENTED $300,000 COMMERCIAL GENERAL LIABILITY CLAIMS -MADE E OCCUR PREMISES Ea occurrence MED EXP (Any one person) $10,000 PERSONAL & ADV INJURY $2,000,000 GENERAL AGGREGATE $4,000,000 PRODUCTS - COMP /OP AGG $4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: $ POLICY PRO LOC LI AUTOMOBILE LIABILITY Ea accident BODILY INJURY (Per person) $ ANY AUTO BODILY INJURY (Per accident) $ ALL OWNED SCHEDULED AUTOS AUTOS PROPERTY DAMAGE $ NON -OWNED Per accident HIRED AUTOS AUTOS $ EACH OCCURRENCE $ UMBRELLA LIAB OCCUR AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED RETENTION $ C3275547 /12/2012 /12/2013 WC STATU- OTH- X R IM ES B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN E.L. EACH ACCIDENT $100,000 ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ NIA OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYE $100,000 (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT $500,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Tourist Development Council are Additional Insured with regards to contract. Collier County Board of County Commissioners and the rAkrrcl I ATIAN CERTIFICATE HOLDER '- SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Collier County Board of County Commissioners and the ACCORDANCE WITH THE POLICY PROVISIONS. Tourist Development Council 3301 Tamiami Trail East AUTHORIZED REPRESENTATIVE Naples FL 34112 ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD 16F2 MEMORANDUM Date: September 21, 2012 To: Diana De Leon, Contract Technician Purchasing Department From: Teresa Cannon, Deputy Clerk Minutes & Records Department Re: 2013 Tourism Agreement w/Naples Museum of Art, Inc. Attached, is an original of the document referenced above, (Item #16F2) approved by the Board of County Commissioners on Tuesday, September 11, 2012. The second original contract will be held on file with the Minutes and Record's Department in the Board's Official Records. If you have any questions, please contact me at 252 -8411. Thank you. Attachment r Memorandum Subject: 2013 Tourism Agreement Date: September 11, 2012 16F2 Purchasing Department 3327 Tamiami Trail East Naples, Florida 34112 Telephone: (239) 252-8375 FAX: (239) 252 -6597 Email: dianadeleon@colliergov.net www.colliergov.neVpurchasing From: Diana De Leon, Contract Technician, Purchasing Dept. To: Ray Carter, Manager Risk Finance These contracts were approved by the BCC on September 11, 2012 Agenda Item 16.F.2. The County is in the process of executing this contract with Naples Museum of Art, Inc. The insurance requirements are on page 4 of the agreement. Please review the Insurance Certificate(s). • If the insurance is not in order please contact the vendor /insurance company to obtain a proper certificate. Once you receive the proper certificate(s), please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. • If the insurance is in order please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. If you have any questions, please contact me > "ovVeferenced information. Risk Man4gement Signature (Please route to County Attorney via attached Request for Legal Services) l ONTE RECE.�VEC ,� SEP 12 2012 G/ Acquisitions/ AgentFormsandLetters /RiskMgmtReviewoflnsurance4 /15/2010/16/09 16F2 2013 TOURISM AGREEMENT BETWEEN COLLIER COUNTY AND THE NAPLES MUSEUM OF ART, INC. Category "C -2" THIS AGREEMENT is made and entered into this 1(4h day of to - , 2012, by and between the Naples Museum of Art, 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 Collier County Tourism Ordinance provides that certain 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 for GRANTEE'S out of county marketing expenses; and WHEREAS, the Tourist Development Council has recommended funding for GRANTEE'S out of county advertising and promotional expenditures to promote visitation to the museum; 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 PREMISES PROVIDED HEREIN, AND OTHER VALUABLE CONSIDERATION, IT IS MUTUALLY AGREED AS FOLLOWS: 1. SCOPE OF WORK: (a) In accordance with the authorized expenditure amount as set forth in the Budget, attached hereto as Exhibit "A ", the GRANTEE shall expend the funds for the promotion of GRANTEE'S 1 16F2 marketing (hereinafter "the Project "), including Advertising, Marketing, Production and Related Distribution Expenses. 2. PAYMENT: (a) The amount to be paid under this Agreement shall be a total of Twenty Five Thousand Dollars ($25,000). 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 "B" and made a part hereof, and shall submit vendor invoices, copies of credit card receipts and statements and two -sided copies of cancelled checks, on -line bill pay transaction registers or other acceptable evidence of payment, original tear sheets of print ads showing publication name and date, affidavit of broadcast dates and times, screen shots of on -line ads showing date of capture, or samples of printed materials to the Tourism Director 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. Should these documents be unavailable, the GRANTEE may submit other legally viable evidence of payment subject to review and approval by the Clerk's Office. (b) The Tourism Director 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 budget attached as Exhibit "A" shall constitute authorization for the expenditure[s] described in the invoice[s]. (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 maximum amount budgeted pursuant to the attached Exhibit "A ". (f) Expenditures with publications, broadcast and brochure distribution with circulation or reach outside Collier County over fifty percent (50 %) of the total will be acceptable for reimbursement at full value based on a statement from the publisher, broadcaster or distributor attesting to that circulation percentage. (g) Invoices for prepayment or for deposit on services will not be eligible for reimbursement. 2 16F2 (h) Services or product must be delivered and paid for by GRANTEE between the effective dates of this agreement. (i) All requests for reimbursement must be received prior to September 30, 2013 to be eligible for payment. 3. ELIGIBLE EXPENDITURES: (a) Only eligible expenditures described in Paragraph One (1) will be paid by COUNTY. (b) COUNTY agrees to pay eligible expenditures incurred between October 1, 2012 and September 30, 2013. (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. REPORTING REQUIREMENTS: (a) GRANTEE shall provide to County an interim status report on the form attached hereto as Exhibit "C" no later than March 30, 2013 whether or not a Request for Funds is submitted. (b) GRANTEE shall provide to County a final status report on the form attached hereto as Exhibit "D" no later than October 15, 2013. (c) Each report shall identify the economic impact generated by the GRANTEE through the use of reports (Exhibits "B" and "C ") which identify the amount spent, the duties performed, the services provided, and the goods delivered since the previous reporting period. (d) GRANTEE shall take reasonable measures to assure the continued satisfactory performance of all vendors and subcontractors. (e) 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 Tourism Director. (f) GRANTEE shall request that visitors to the Naples Museum of Art complete the visitor questionnaire attached to this Agreement as Exhibit "E ". All completed visitor 3 16F2 questionnaires shall be maintained in accordance with Paragraph Thirteen (13) of this Agreement. 5. INSURANCE: (a) GRANTEE shall submit a Certificate of Insurance naming the Collier County Board of County Commissioners and the Tourist Development Council as additional insureds. (b) The certificate of insurance must be valid for the 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 (c) The Certificate of Insurance must be delivered to the Tourism Director or his designee with copies of the Agreement executed by GRANTEE. 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. 6. CHOICE OF VENDORS AND FAIR DEALING: (a) GRANTEE may select vendors or subcontractors to provide services as described in Paragraph One (1). (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. 4 16FC 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' fees, 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 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. 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: Kathleen van Bergen, CEO and President Philharmonic Center for the Arts / Naples Museum of Art 5833 Pelican Bay Blvd. Naples, FL 34108 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, Tourism Director Collier County Tourism Department 2800 N. Horseshoe Drive Naples, Florida 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 5 16F[ requested by the COUNTY from time to time 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. (b) If the COUNTY terminates this Agreement, the COUNTY will pay the GRANTEE for all eligible expenditures or contractual obligations incurred by GRANTEE, with subcontractors and vendors, up to the effective date of the termination. 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. AVAILABILITY OF FUNDS: This agreement is subject to the availability of Tourist Development Tax revenues. If for any reason tourist tax funds are not available to fund all or part of this agreement, the COUNTY may upon written notice , at any time during the term of this agreement, and at its sole discretion, reduce or eliminate funding under this agreement. 14. AVAILABILITY 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. 15. PROHIBITION 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. n 16F2 16. TERM: This Agreement shall become effective on October 1, 2012 and shall remain effective for one year until September 30, 2013. If 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 (1) year term in order to complete the Project must be at the express consent of the Collier County Board of County Commissioners. 17. 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 ninety (90) days. 18. EVALUATION OF TOURISM IMPACT: GRANTEE shall monitor and evaluate the tourism impact of the Project, explaining how the tourism impact was evaluated, providing a written report to the Tourism Director or his designee, along with a final budget analysis by October 15, 2013. 19. REQUIRED NOTATION: All promotional literature and all print, broadcast and on -line media advertising must prominently list Collier County and the Tourist Development Council as a source of funds to read "A cooperative effort funded by the Collier County Tourist Development Tax" and/or display the CVB logo and website address www.paradisecoast.com to qualify for reimbursement. 20. 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. 7 16F2 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. 4 t Fir, ATTEST;, a_'r DWI HT E. BROC; Cork liodt*v 064-77 t� toy a ;r Approved as fo forni` dnd le al sufficiency Assistant County Attorney WITNESSES: BOARD OF COUNTY COMMISSIONERS COLLIER C LINTY, FLORIDA By: 'ILU 6�4' FRED W. COYLE, Chairman GRANTEE: (1 _ nn �p ,A;X�NAPLES MUSEUM OF ART, INC. Printed/Typed Name ./ A _ mid:' /l .: 'm IN v Printed/Typed Name U Item # ' -O Sp Agenda C� Date Date Redd. LL (Z i EXHIBIT "A" 16F2 Naples Museum of Art, Inc. Project Budget Out of County Advertising, Marketing, Production and Related Distribution Expenses to include: Television, Radio, Print, On -Line, Tourism Industry Association Memberships, Website Updates Total Funding — Not to Exceed 9 $25,000 EXHIBIT "B" REQUEST FOR FUNDS COLLIER COUNTY TOURIST DEVELOPMENT COUNCIL EVENT NAM ORGANIZATION ADDRESS CONTACT PERSON TELEPHONE ( REQUEST PERIOD FROM TO REQUEST# ( ) INTERIM REPORT ( ) FINAL REPORT TOTAL CONTRACT AMOUNT $ EXPENSE BUDGET REIMBURSEMENT REQUESTED TOTALS 16F2 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. For each request for payment, 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 10 nx�-. EXHIBIT "C" 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 followinq questions to identify the status of the project 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? 11 EXHIBIT "D" Collier County Tourist Development Council EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: ----------------- ----------------- Final Status Report TITLE: FAX: On an attached sheet, answer the following questions for each element in your scope of work. Final — These questions should be answered for your final status report. 16F2 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 economic impact and 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? 12 EXHIBIT "E" 16F2 Naples Marco Island Everglades PA -.. OAS 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: CITY ST ZIP DATE OF ARRIVAL: DATE OF DEPARTURE: WHERE ARE YOU HOTEL/RESORT FRIENDS /FAMILY CONDOMINIUM 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 HOTEL /CONDOMINIUM? INTERNET ( ) YOUR CHOICE ( ) TRAVEL AGENT ( ) 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 Philharmonic Fishing State Parks Art Galleries Boating Corkscrew Swamp Other Kayaking Conservancy of SW Other FL Lake Trafford Other SHOPPING AND DINING Fifth Avenue South Third Street South Waterside Shops Venetian Bay Bayfront Tin City Prime Outlets Other SIGHTSEEING Lunch /Dinner Cruise/ Sunset Cruise City Trolley Tour Everglades Tour Segway Tour Dolphin Cruise Other 13 FAMILY ATTRACTIONS Naples Zoo Naples Botanical Garden Fun `n Sun Water Park Swamp Buggy Race Mini Golf King Richard's Fun Park County Museums Other RELAXATION & ENTERTAINMENT Golf Spa Shelling Seminole Casino Lounges & Clubs Music Other ,aco CERTIFICATE OF LIABILITY INSURANCE ddbtA*AW F2 8/23/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Beecher Carlson - New York 120 West 45th Street 30th Floor New York NY 10036 CNTACT NAME: Priscilla Smith PHONE (678)539 -4800 F� Ne :(678)539 -4890 ADDDRIESS.psmith @beechercarlson. com PRODUCER p0020163 INSURER(S) AFFORDING COVERAGE NAIC# INSURED Philharmonic Center for the Arts 5833 Pelican Bay Boulevard Naples FL 34108 -2710 INSURERA:Zurich American Ins Co 16535 INSURER B : INSURERC: INSURER D: EACH OCCURRENCE INSURER E: DAMAZiE TO RENTED PREMISE Ea occurrence INSURERF: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR I TYPE OF INSURANCE POLICY NUMBER POLICY EFF MWDD POLICY EXP MM/DD LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAZiE TO RENTED PREMISE Ea occurrence 1,000,000 $ X COMMERCIAL GENERAL LIABILITY MED EXP (Any one person) $ 5,000 A CLAIMS -MADE FX1 OCCUR GLA925998105 6/1/2012 6/1/2013 PERSONAL& ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 $ X POLICY PRO LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ ANY AUTO ALL OWNED AUTOS BODILY INJURY (Per accident) $ SCHEDULED AUTOS HIRED AUTOS PROPERTY DAMAGE (Per accident) $ $ NON -OWNED AUTOS UMBRELLA LIAR OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DEDUCTIBLE $ $ RETENTION $ WORKERS COMPENSATION WC STATU- R I F0_T H - AND EMPLOYERS' LJABILITY Y/ N R/ ANY PROPRIETOPARTNER/EXECU I IVE E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYE $ OFFICERIMEMBER EXCLUDED? ❑ (Mandatory in NH) NIA E.L. DISEASE - POLICY LIMIT $ If yes, describe under DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS! VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required) RE: 2013 Tourism Agreement Collier County BCC and the Tourism Development Council are included as additional insured as respects general liability where required by written contract. This form is subject to policy terms, conditions, and exclusions. Colllier County BCC 3301 Tamiami Trail East Naples, FL 34112 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Hessel /MCOX `_ P'_— , ACORD 25 (2009109) Uc 1988 -ZUUy AUUKU GUKI -UKA I IUN. AU ngnrs reserveu. INS025 (2009DS) The ACORD name and logo are registered marks of ACORD 16F2 MEMORANDUM Date: September 21, 2012 To: Diana De Leon, Contract Technician Purchasing Department From: Teresa Cannon, Deputy Clerk Minutes & Records Department Re: 2013 Tourism Agreement w/Naples Waterfront Association, Inc. Attached, is an original of the document referenced above, (Item #16F2) approved by the Board of County Commissioners on Tuesday, September 11, 2012. The second original contract will be held on file with the Minutes and Record's Department in the Board's Official Records. If you have any questions, please contact me at 252 -8411. Thank you. Attachment 16F2 2013 TOURISM AGREEMENT BETWEEN COLLIER COUNTY AND OLD NAPLES WATERFRONT ASSOCIATION, INC. Category "B" THIS AGREEMENT is made and entered into this f day of 2012, by and between Old Naples Waterfront Association, 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 Collier County Tourism Ordinance provides that certain revenues generated by the Tourist Development Tax are to be allocated to promote and advertise tourism within the State of Florida, nationally and internationally which encourages tourism; and WHEREAS, GRANTEE has applied to the Tourist Development Council and the County to use Tourist Development Tax funds for out of county promotion of a stone crab festival; 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 PREMISES PROVIDED HEREIN, AND OTHER VALUABLE CONSIDERATION, IT IS MUTUALLY AGREED AS FOLLOWS: 1. SCOPE OF WORK: (a) In accordance with the authorized expenditure amount as set forth in the Budget, attached hereto as Exhibit "A ", the GRANTEE shall expend the funds for the out of county promotion of the Stone Crab Festival (hereinafter "the Project "), including Advertising, Marketing, Production and Related Distribution Expenses. 2. PAYMENT: (a) The amount to be paid under this Agreement shall be a total of Thirteen Thousand Dollars ($13,000). 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 1 16F2 Request for Funds on the form attached hereto as Exhibit "B" and made a part hereof, and shall submit vendor invoices, copies of credit card receipts and statements and two -sided copies of cancelled checks, on -line bill pay transaction registers or other acceptable evidence of payment, original tear sheets of print ads showing publication name and date, affidavit of broadcast dates and times, screen shots of on -line ads showing date of capture, or samples of printed materials to the Tourism Director 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. Should these documents be unavailable, the GRANTEE may submit other legally viable evidence of payment subject to review and approval by the Clerk's Office. (b) The Tourism Director 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 budget attached as Exhibit "A" shall constitute authorization for the expenditure[s] described in the invoice[s]. (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 maximum amount budgeted pursuant to the attached Exhibit "A ". (f) Expenditures with publications, broadcast and brochure distribution with circulation or reach outside Collier County over fifty percent (50 %) of the total will be acceptable for reimbursement at full value based on a statement from the publisher, broadcaster or distributor attesting to that circulation percentage. (g) Invoices for prepayment or for deposit on services will not be eligible for reimbursement. (h) Services or product must be delivered and paid for by GRANTEE between the effective dates of this agreement. (i) All requests for reimbursement must be received prior to September 30, 2013 to be eligible for payment. 3. ELIGIBLE EXPENDITURES: 2 16F2 (a) Only eligible expenditures described in Paragraph One (1) will be paid by COUNTY. (b) COUNTY agrees to pay eligible expenditures incurred between October 1, 2012 and September 30, 2013. (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. REPORTING REQUIREMENTS: (a) GRANTEE shall provide to County an interim status report on the form attached hereto as Exhibit "C" no later than March 30, 2013 whether or not a Request for Funds is submitted. (b) GRANTEE shall provide to County a final status report on the form attached hereto as Exhibit "D" no later than October 15, 2013. (c) Each report shall identify the economic impact generated by the GRANTEE through the use of reports (Exhibits `B" and "C ") which identify the amount spent, the duties performed, the services provided, and the goods delivered since the previous reporting period. (d) GRANTEE shall take reasonable measures to assure the continued satisfactory performance of all vendors and subcontractors. (e) 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 Tourism Director. (f) GRANTEE shall request that visitors to the Stone Crab Festival complete the visitor questionnaire attached to this Agreement as Exhibit "E ". All completed visitor questionnaires shall be maintained in accordance with Paragraph Thirteen (13) of this Agreement. 5. INSURANCE: (NOT APPLICABLE TO THIS CONTRACT) 3 16F2 6. CHOICE OF VENDORS AND FAIR DEALING: (a) GRANTEE may select vendors or subcontractors to provide services as described in Paragraph One (1). (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' fees, 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 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 parry 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: Jenny Foegen, President Old Naples Waterfront Association, Inc. 1221 5th Avenue South Naples, FL 34102 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: 4 16F2 Jack Wert, Tourism Director Collier County Tourism Department 2800 N. Horseshoe Drive Naples, Florida 34104 The GRANTEE and the COUNTY may change the above mailing address at any time upon giving the other parry 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 requested by the COUNTY from time to time 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. (b) If the COUNTY terminates this Agreement, the COUNTY will pay the GRANTEE for all eligible expenditures or contractual obligations incurred by GRANTEE, with subcontractors and vendors, up to the effective date of the termination. 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. AVAILABILITY OF FUNDS: This agreement is subject to the availability of Tourist Development Tax revenues. If for any reason tourist tax funds are not available to fund all or part of this agreement, the COUNTY may upon written notice , at any time during the term of this agreement, and at its sole discretion, reduce or eliminate funding under this agreement. 5 16F2 14. AVAILABILITY 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. 15. PROHIBITION 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. 16. TERM: This Agreement shall become effective on October 1, 2012 and shall remain effective for one year until September 30, 2013. If 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 (1) year term in order to complete the Project must be at the express consent of the Collier County Board of County Commissioners. 17. 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 ninety (90) days. 18. EVALUATION OF TOURISM IMPACT: GRANTEE shall monitor and evaluate the tourism impact of the Project, explaining how the tourism impact was evaluated, providing a written report to the Tourism Director or his designee, along with a final budget analysis by October 15, 2013. 19. REQUIRED NOTATION: All promotional literature and all print, broadcast and on -line media advertising must prominently list Collier County and the Tourist Development Council as a source of funds to read "A cooperative effort funded by the Collier County Tourist Development Tax" and/or display the CVB logo and website address www.paradisecoast.com to qualify for reimbursement. C.1 16F2 20. 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. 7 16F2 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. ti a 'r� A�aT'EST: , II %VI , T E. B:ROC Clerk �A Approved'as to form and legal sufficiency Assistant County Attorney WITNESSES: ff�pj -- - Printed/T ed Name t (2) Printed/Typed Name BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By. W. C'J' — FRED W. COYLE, Chairm6l, GRANTEE: OLD NAPLES WATERFRONT ASSOCIATION, INC. BY: Printed/Ty0ed Nw6e 0 item #. Agenda Date (� Date Re(; d _ Deputy Clerk EXHIBIT "A" Old Naples Waterfront Association, Inc. Project Budget Out of County Advertising, Marketing, Production and Related Distribution Expenses to include: Television, Radio, Print, On -Line, Tourism Industry Association Memberships, Website Updates Total Funding — Not to Exceed E $13,000 16F2 16F2 EXHIBIT "B" REQUEST FOR FUNDS COLLIER COUNTY TOURIST DEVELOPMENT COUNCIL EVENT NAM ORGANIZATION ADDRESS CONTACT PERSON REQUEST PERIOD REQUEST# TELEPHONE ( ) FROM TO ( ) 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. For each request for payment, 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, 10 EXHIBIT "C" Collier County Tourist Development Council Interim Status Report EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: TITLE: FAX: 16F2 On an attached sheet, answer the following questions to identify the status of the rp oiect. 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? 11 EXHIBIT "D" Collier County Tourist Development Council Final Status Report EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: ------------------- ------------------- TITLE: mm 16F2 On an attached sheet, answer the followin_a questions for each element in your scope 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 economic impact and 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? 12 EXHIBIT "E" Naples Nlaxc�Is -�d Everglades PARADISE COAST VISITOR QUESTIONNAIRE 16F2 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: CITY ST ZIP DATE OF ARRIVAL: DATE OF DEPARTURE: WHERE ARE YOU HOTEL /RESORT FRIENDS /FAMILY CONDOMINIUM 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 HOTEL /CONDOMINIUM? INTERNET ( ) YOUR CHOICE ( ) TRAVEL AGENT ( ) 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 Philharmonic Fishing State Parks Art Galleries Boating Corkscrew Swamp Other Kayaking Conservancy of SW Other FL Lake Trafford Other SHOPPING AND DINING Fifth Avenue South Third Street South Waterside Shops Venetian Bay Bayfront Tin City Prime Outlets Other �- Cel &111,110 Lunch /Dinner Cruise/ Sunset Cruise City Trolley Tour Everglades Tour Segway Tour Dolphin Cruise Other 13 FAMILY ATTRACTIONS Naples Zoo Naples Botanical Garden Fun 'n Sun Water Park Swamp Buggy Race Mini Golf King Richard's Fun Park County Museums Other 0 :3 ?7aiCi1►E-?1 ENTERTAINMENT Golf Spa Shelling Seminole Casino Lounges & Clubs Music Other 16F2 MEMORANDUM Date: October 12, 2012 To: Brenda Reaves, Contract Technician Purchasing Department From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: 2013 Contract for Category "C -2" Tourist Tax Funding with The Naples Art Association d /b /a the von Liebig Art Center Attached is an original copy of the contract referenced above (Item #16F2) approved by the Board of County Commissioners Tuesday, September 11, 2012. The second original contract will be held in the Minutes and Records Department for the Board's official record. If you have any questions, please contact me at 252 -8406. Thank you. Attachment � r ITEM NO.: FILE NO.: ROUTED TO: --b"" q�a"`16 F 2 Purchasing Department 3327 Tamiami Trail East Naples, Florida 34112 Telephone: 239 - 252 -6020 FAX: 239 - 252 -6592 Email: brendareaves @colliergov.net www.colliergov.net 1 a- pP.0 _ o z 2co z DO NOT WRITE ABOVE THIS LIN Request for Legal Services C C_ i( ( 2c;( Z Date: Se 2 To: Colleen Greene ZQP Assistant Count Attorney From: Brenda Reaves Re: Contract 2013 The Naples Art Association dba The von BACKGROUND OF REQUEST :._ -- - - - Previously reviewed 12 -PRC- 02262, August 20, 2012 ACTION REQUESTED: Please sign and forward for further signatures. 1w IDI ► 2-- -a ig Art Center (Tourism) - (� i1_ -, fi 1c� kt, t !t OTHER COMMENTS: ! r� Once you have signed please call (x6020) or email and I will pick up. Thank you. DATE RECEIVED fi �tK F OCT 0 8 2012 I'- 4�104`z-- RISK "EK G/ Acquisitions/T echFormsandLetters /RLS_MemotoRequestLegalServices Revised: 3/11/09 a ITEM NO.: FILE NO.: ROUTED TO: Date: September 19, 2012 C1 Purchasing Department ` 3327 Tamiami Trail East Naples, Florida 34112 . Telephone: 239- 252 -602 FAX: 239 - 252 -6592 Email: brendareaves @colliergov.net www.colliergov.net DATE RECEIVED: DO NOT WRITE ABOVE THIS LINE Request for Legal Services To: Coleen Greene Assistant County Attorney From: Brenda Reaves Re: Contract 2013 The Naples Art Association dba The von Liebig Art Center (Tourism) BACKGROUND OF REQUEST: Previously reviewed'12 -PRC- 02262, August 20, 2012 ACTION REQUESTED: - Please sign and forward for further signatures. OTHER COMMENTS: Once you have signed please call (x6020) or email and I will pick up. Thank you. ai4TE RECEIVED OCT 08 2011- RISK MANAGEMENT G/ Acquisitions/ TechForm sand Letters /RLS_MemotoRequestLegalServices Revised: 3/11/09 16F2 Checklist for Review of Non - Standard Contracts /Agreements Entity Name: 42r 4�/i 14 T;& an, CLe Cr�u �c� Enti Entity registered with FL Sec. of State? _Yes No Entity name correct on contract? _Yes No Entity is active? _Yes No Entity address is correct on contract? Yes No Sections /Body (If the contract does not include the suggested lanzuape below, please written in.) Indemnification states: Subject to the limitation set forth in Yes No Section 768.28, Fla. Stat. Payment states: in compliance with Section 218.70, Fla. Stat. Yes No otherwise known as the "Local Government Prompt Payment Act" Venue /State states: Collier County, Florida /Yes No Confidentiality states. in compliance with Florida Public Records Yes Act, Chapter 119, Fla. Stat., & the Florida Sunshine Law, Chapter 286, Fla. Stat. Tax exemption states: Collier County, Florida as apolitical Yes _____No subdivision of the State of Florida, is exempt from the payment of Florida sales tax to its vendors under Chapter 212, Florida Statutes, o� Certificate of Exemption # 21 -07- 019995 -53c. O Term automatically renewals Yes _IZNo If so, delete and add: may renewal upon written agreement upon all parties. Review contract for typos- correct as necessary. _Yes No C pagination Check errors. s�� —when vendor/contractor actoriis 1 o providing insurance including: ��Yes _� 1.10 l� Insurance Contractor shall provide Customer with an insurance certificate identifying coverage, with Collier County being additional insured with regard to General Liability. Purchase Orders — use County PO conditions Yes No Si pnature Blocks Correct executor name in signature block? Yes No Correct title of executor? _,Yes No Executor authorized to sign for entity? l/ Yes No Proper number of witnesses /notary? t/ Yes No Authorization for executor to sign, if necessary: 1AD, Chairman's signature block? ✓ Yes No Clerk's attestation signature block? -/,Yes No County Attorney's signature block? \/ Yes No Attachments /Exhibits Are all required attachments /exhibits included? Yes No Reviewer Initials: Date: 04- C0A -01 42/1 86 16F2 MausenGeorgina From: CarterRaymond Sent: Tuesday, October 09, 2012 1:49 PM To: MausenGeorgina; ReavesBrenda; ColliMarian Cc: WertJack Subject: Contract 2013 The Naples Art Association dba The von Liebig Art Center (Tourism) All, Risk Management has approved the insurance provided by The Naples Art Association for the above referenced contract. The contract will now be forwarded to the county attorney's office for their review. Thank you, Ray &LV Manager Risk Finance Collier County Board of County Commissioners 3311 East Tamiami Trail, Bldg D Naples, FL 34112 Office 239 - 252 -8839 Mobile 239 - 821 -9370 Fax 239 - 252 -8048 Interview Entry Incident Notification Link Under Florida Law, e-mail addresses are public records. If you do not want your e-mail address released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by telephone or in writing. 16F2 2013 TOURISM AGREEMENT BETWEEN COLLIER COUNTY AND THE NAPLES ART ASSOCIATION, INC. d /b /a THE VON LIEBIG ART CENTER Category "C -2" THIS AGREEMENT is made and entered into this I `+h day of 2012, by and between the Naples Art Association, Inc. d/b /a The von Liebig Art Center, 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 Collier County Tourism Ordinance provides that certain 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 for GRANTEE'S marketing expenses to promote exhibits and festivals to attract visitors and enhance the quality of life for area residents; and WHEREAS, The Tourist Development Council has recommended funding for GRANTEE'S out of market advertising expenditures for the promotion of major shoulder and summer season upcoming exhibitions, festivals and special events to attract visitors; 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 PREMISES PROVIDED HEREIN, AND OTHER VALUABLE CONSIDERATION, IT IS MUTUALLY AGREED AS FOLLOWS: 1 16F2 1. SCOPE OF WORK: (a) In accordance with the authorized expenditure amount as set forth in the Budget, attached hereto as Exhibit "A ", the GRANTEE shall expend the funds for the promotion of GRANTEE'S marketing (hereinafter "the Project "), including Advertising, Marketing, Production and Related Distribution Expenses. 2. PAYMENT: (a) The amount to be paid under this Agreement shall be a total of Sixty Thousand Dollars ($60,000). 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 "B" and made a part hereof, and shall submit vendor invoices, copies of credit card receipts and statements and two -sided copies of cancelled checks, on -line bill pay transaction registers or other acceptable evidence of payment, original tear sheets of print ads showing publication name and date, affidavit of broadcast dates and times, screen shots of on -line ads showing date of capture, or samples of printed materials to the Tourism Director 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. Should these documents be unavailable, the GRANTEE may submit other legally viable evidence of payment subject to review and approval by the Clerk's Office. (b) The Tourism Director 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 budget attached as Exhibit "A" shall constitute authorization for the expenditure[s] described in the invoice[s]. (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 maximum amount budgeted pursuant to the attached Exhibit "A ". (f) Expenditures with publications, broadcast and brochure distribution with circulation or reach outside Collier County over fifty percent (50 %) of the total will be acceptable oil 16F2 for reimbursement at full value based on a statement from the publisher, broadcaster or distributor attesting to that circulation percentage. (g) Invoices for prepayment or for deposit on services will not be eligible for reimbursement. (h) Services or product must be delivered and paid for by GRANTEE between the effective dates of this agreement. (i) All requests for reimbursement must be received prior to September 30, 2013 to be eligible for payment. 3. ELIGIBLE EXPENDITURES: (a) Only eligible expenditures described in Paragraph One (1) will be paid by COUNTY. (b) COUNTY agrees to pay eligible expenditures incurred between October 1, 2012 and September 30, 2013. (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. REPORTING REQUIREMENTS: (a) GRANTEE shall provide to County an interim status report on the form attached hereto as Exhibit "C" no later than March 30, 2013 whether or not a Request for Funds is submitted. (b) GRANTEE shall provide to County a final status report on the form attached hereto as Exhibit "D" no later than October 15, 2013. (c) Each report shall identify the economic impact generated by the GRANTEE through the use of reports (Exhibits "B" and "C ") which identify the amount spent, the duties performed, the services provided, and the goods delivered since the previous reporting period. (d) GRANTEE shall take reasonable measures to assure the continued satisfactory performance of all vendors and subcontractors. 3 16F2 (e) 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 Tourism Director. (f) GRANTEE shall request that visitors to the von Liebig Art Center complete the visitor questionnaire attached to this Agreement as Exhibit "E ". All completed visitor questionnaires shall be maintained in accordance with Paragraph Thirteen (13) of this Agreement. 5. INSURANCE: (a) GRANTEE shall submit a Certificate of Insurance naming the Collier County Board of County Commissioners and the Tourist Development Council as additional insureds. (b) The certificate of insurance must be valid for the 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 (c) The Certificate of Insurance must be delivered to the Tourism Director or his designee with copies of the Agreement executed by GRANTEE. 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. 6. CHOICE OF VENDORS AND FAIR DEALING: (a) GRANTEE may select vendors or subcontractors to provide services as described in Paragraph One (1). (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. 0 16F2 (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' fees, 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 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. 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: Aimee E. Schlehr, Executive Director /CEO The von Liebig Art Center 585 Park Street Naples, FL 34102 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, Tourism Director Collier County Tourism Department 2800 N. Horseshoe Drive Naples, Florida 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. 16F2 10. COOPERATION: GRANTEE shall fully cooperate with the COUNTY in all matters pertaining to this Agreement and shall provide all information and documentation requested by the COUNTY from time to time 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. (b) If the COUNTY terminates this Agreement, the COUNTY will pay the GRANTEE for all eligible expenditures or contractual obligations incurred by GRANTEE, with subcontractors and vendors, up to the effective date of the termination. 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. AVAILABILITY OF FUNDS: This agreement is subject to the availability of Tourist Development Tax revenues. If for any reason tourist tax funds are not available to fund all or part of this agreement, the COUNTY may upon written notice , at any time during the term of this agreement, and at its sole discretion, reduce or eliminate funding under this agreement. 14. AVAILABILITY 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. 15. PROHIBITION 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. 9 16F2 16. TERM: This Agreement shall become effective on October 1, 2012 and shall remain effective for one year until September 30, 2013. If 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 (1) year term in order to complete the Project must be at the express consent of the Collier County Board of County Commissioners. 17. 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 ninety (90) days. 18. EVALUATION OF TOURISM IMPACT: GRANTEE shall monitor and evaluate the tourism impact of the Project, explaining how the tourism impact was evaluated, providing a written report to the Tourism Director or his designee, along with a final budget analysis by October 15, 2013. 19. REQUIRED NOTATION: All promotional literature and all print, broadcast and on -line media advertising must prominently list Collier County and the Tourist Development Council as a source of funds to read "A cooperative effort funded by the Collier County Tourist Development Tax" and /or display the CVB logo and website address www.paradisecoast.com to qualify for reimbursement. 20. 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. 7 F2 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. ATTEST: DWIGHT E. BROCK, Clerk U "j, lr` -'. Approved as to formInd le pi sufficiene' . SS(h �0 WITNESSES: (1) h Ifs, T�yl Printed /Typed Name Printed /Typed Name BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA Rv FRED W. COYLE, Chairman GRANTEE: NAPLES ART ASSOCIATION, INC. d/b /a THE VON LIEBIG ART CENTER Printed /Typed Name :f �.. La Date Recd EXHIBIT "A" Naples Art Association, Inc. d /b /a The von Liebig Art Center Project Budget Out of County Advertising, Marketing, Production and Related Distribution Expenses to include: Television, Radio, Print, On -Line, Tourism Industry Association Memberships, Website Updates Total Funding — Not to Exceed 0 $60,000 16F2 16 F2 IWX:11:1 k 0:% REQUEST FOR FUNDS COLLIER COUNTY TOURIST DEVELOPMENT COUNCIL EVENT NAME ORGANIZATION ADDRESS CONTACT PERSON TELEPHONE ( REQUEST PERIOD FROM TO 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. For each request for payment, 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 10 16F2 EXHIBIT "C" Collier County Tourist Development Council EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: Interim Status Report TITLE: PHONE: FAX: On an attached sheet, answer the following questions to identify the status of the project. 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? 11 16F2 EXHIBIT "D" Collier County Tourist Development Council EVENT NAME: REPORT DATE: ORGANIZATION: CONTACT PERSON: ADDRESS: PHONE: Final Status Report TITLE: FAX: On an attached sheet, answer the following questions for each element in your scope 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 economic impact and 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? 12 16F2 EXHIBIT "E" Naples Marco Island Everglades PARADISE COAST 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: CITY ST ZIP DATE OF ARRIVAL: DATE OF DEPARTURE: WHERE ARE YOU HOTEL /RESORT FRIENDS /FAMILY CONDOMINIUM STAYING? Lunch /Dinner Cruise/ NAME OF HOTEL AND CITY /AREA: Third Street South NAME OF CONDOMINIUM /TIMESHARE: Golf # OF ROOMS OCCUPIED x NUMBER OF NIGHTS STAYING IN COLLIER COUNTY = HOW DID YOU SELECT THE HOTEL /CONDOMINIUM? Spa INTERNET ( ) YOUR CHOICE ( ) TRAVEL AGENT ( ) OTHER: Shelling NUMBER OF MEALS YOU & YOUR GROUP WILL EAT OUT: Segway Tour Number of people in your party = Tin City Number of days of your visit = Lounges & Clubs Number of meals eaten out each day = Other PLANNED AREA ACTIVITIES: (Please circle all that apply) Other ARTS & CULTURE WATER SPORTS NATURE FAMILY ATTRACTIONS von Liebig Art Center Beaches Everglades Tour Naples Zoo Naples Museum of Art Naples Pier County Parks Naples Botanical Garden Sugden Theatre Shelling National Park Fun `n Sun Water Park Naples Philharmonic Fishing State Parks Swamp Buggy Race Art Galleries Boating Corkscrew Swamp Mini Golf Other Kayaking Conservancy of SW King Richard's Fun Park Other FL County Museums Lake Trafford Other Other SHOPPING AND DINING SIGHTSEEING RELAXATION & Fifth Avenue South Lunch /Dinner Cruise/ ENTERTAINMENT Third Street South Sunset Cruise Golf Waterside Shops City Trolley Tour Spa Venetian Bay Everglades Tour Shelling Bayfront Segway Tour Seminole Casino Tin City Dolphin Cruise Lounges & Clubs Prime Outlets Other Music Other Other 13 I A C 9 ACORL7® CERTIFICATE OF LIABILITY INSURANCE as 10/5/2012 Drcrrv) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Brown & Brown Of Florida, Inc. 999 Vanderbilt Beach Road Naples FL 34108 PHONE FAX - - AIC No): - - AD DRESS: INSURERS AFFORDING COVERAGE NAIC # INSURER A:Hartford Casualty Ins. Co. /1/2012 /1/2013 INSURED NAPLE33 INSURERB:Twin City Fire Ins. INSURER C : Naples Art Association, Inc. 585 Park Street Naples FL 34102 INSURER D: INSURER E $300,000 INSURER F: CLAIMS -MADE IT] OCCUR COVERAGES CERTIFICATE NUMBER: 1R7,dRAFi7 A5 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE D INSR B WVD POLICY NUMBER POLICY EFF MM /DDIYYYY POLICY EXP MM /DD/YYYY LIMITS A GENERAL LIABILITY 21SBANV9194 /1/2012 /1/2013 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENT PREMISES (Ea occurrence) $300,000 CLAIMS -MADE IT] OCCUR MED EXP (Any one person) $10,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN1 AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $2,000,000 X POLICY F PRO LOC I I $ A AUTOMOBILE LIABILITY 21SBANV9194 /1/2012 /1/2013 Ea accident 1 000 000 BODILY INJURY (Per person) $ ANY AUTO Ix ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Peraccident $ NON -OWNED HIREDAUTOS Ix AUTOS A UMBRELLA LIAB X OCCUR 21SBANV9194 /1/2012 /1/2013 EACH OCCURRENCE $5,000,000 X AGGREGATE $5,000,000 EXCESS LIAB CLAIMS -MADE DED X I RETENTION $10,000 $ WORKERS COMPENSATION I WC STATU- OTH- LtM AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR /PARTNER /EXECUTIVE E.L. EACH ACCIDENT $ F—] OFFICER /MEMBER EXCLUDED? NIA E.L. DISEASE - EA EMPLOYE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ B Directors & Officers NOA1306544 /1/2012 /1/2013 Aggregate $1,000,000 Deductible See Below DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) Umbrella Coverage is over General Liability and Automobile Liability Only. Directors & Officers coverage has a $5,000 Deductible for Employment Practices Claim each and every Claim and a $5,000 Deductible for Other than Employment Practices Claim each and every Claim. Directors & Officers Prior or Pending Litigation Date is 07/01/2003. Certificate Holder is Additional Insured when required by written contract with regards to General Liability only. CERTIFICATE HOLDER CANCELLATION Collier County Board of County Commissioners 3327 Tamiami Trail East Naples FL 34112 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD