AGREEMENT TO PRODUCE AN OFFICIAL VISITOR GUIDEAGREEMENT
This Agreement is made and entered inta this � day of September 2011
between the City of Clearwater, hereinafter referred to as the City, and Clearwater
Regional Chamber of Commerce, hereinafter referred to as the Agency.
WHEREAS, the City desires to produce an official Visitor Guide for the City of
Clearwater; and
WHEREAS, the Agency entered into a three-year contract with Heron
Publications in 2009 to produce the annual Visitor Guide on behalf of the City ofi
Clearwater; and
WHEREAS, finro of the three Visitor Guides has been praduced;
NOW, THEREFORE, the parties agree as follows:
ARTICLE I. TERM
The term of this agreement shall be for a period of twelve months (12)
commencing as of October 1, 2011, and continuing through September 30, 2012, (the
Termination Date) unless earlier terminated under the terms ofi this agreement. This
Agreement can be extended by the mutual written agreerreent of bath parties.
ARTICLE II. RESPON5IBILITIES OF THE AGENCY
1. Services to be Provided: T9�e Agency shall provide the services described in
Exhibit "A."
2. Area to be Served; Services rendered thr�ugh this agreement shall be primarily
for the area located within the limits of the City af Clearwater, Florida.
3. Payment of Fees and Taxes. The Agency shall obtain all required licenses at
its own expense and shall pay all required taxes necessary to the Agency's operation.
4. Scheduled Reports of Agency Activities: The Agency shall furnish the Ciiy's
Economic Development and Housing Director with a monthly report af activities
conducted under the provisions of this agreement. Each report is to identify the
activities conducted tha# manth, and confirmation of the number of guides mailed to
consumers, travel trades, State Welcome Centers, on-line requests and various group
welcome packets.
5. Use and Disposition of Funds Received: Funds received by the Agency from
the City shall be used to pay far the above services as further described in the Scope of
Work (Exhibit "A").
fi. Creation, Use, and Maintenance of Financial Records:
a) Creation of Records: Agency shall create and maintain financial and
accounting records, baoks, documents, policies, practices, procedures and
any information necessary to reflect fully the financial activities of the Agency
pertaining to this agreement. Such records shall be available and accessible
at all times for inspecfiion, review, or audit by authori�ed City representatives.
b) Use of Records: Agency shall praduce such reports and audits as required
by the City to document the proper and prudent stewardship and use of the
manies received through this agreement.
c) Main#enance of Records: All records created hereby are to be retained and
maintained for a period not less than two (2) years.
7. Nondiscriminatio�: Agency agrees that no persan shall, on the grounds of
race, sex, handicap, national origin, religion, martial status or political belief, be
excluded from participation in, denied the benefit(s) of, or be otherwise discriminated
against as an employee, volunteer, vr client of the provider.
8. Liability and Indemnification: The Agency sha91 ac� as an independent
contractar in the perFormance of this agreement. The Agency agrees #o assume the
risks of providing the services as provided for in this agreernent. Each party to this
agreemenfi agrees to be fully responsible for its own real and personal property, and for
its negligence, and the negligence of its employees, volunteers, ar�d agents.
9. Insurance: Neither parly to this agreement shall be responsible for providing
any insurance c�verage to the other party. Each party shall purchase and provide
insurance coverage as it deems necessary ta perForm its contractual obligations under
this agreement. Each party shall be responsible for defending a claim made against it
by a#hird party. Shauld a claim be asserted against a party 4o this agreement, that
party will be responsible for its own defense of the claim a�d it will notify the other party
so the other party can take the action it deems necessary to protec� i#s interests.
ARTICLE III. RESPONSIBILiTIES �F THE CITY
1. Funds. The City, for the FY 2011-2012 budget year, agrees to provide
$26,OOp.00 to the Agency to assist in the project management, postage and shipping,
and administrative &� labor expenses to produce and distribute the Visitor Guide.
2. Payments: Invoices will be provuded to the Ci#y of Clearwater, Economic
Development and Housing Department, on a monthly basis requesting payment for: (a)
percent of work comple#ed on Project �Vlanagement and Chamber Administrative &
Labor, (b) prepayment far pastage, and (c) actual costs to be reimbursed per lin� item
as described in Exhibit B.
ARTICLE IV. DISCLAIMER OF WARRANTIES
This Agreement consti#utes the entire Agreement of the parties on the subject
hereof and may not be changed, modified, or discharged except by written Amendment
duly executed by both parties. No representations or warranties by either party shall be
binding unless expressed herein or in a duly executed Amendment hereaf.
ARTICLE V. TERMINATION
1. For Cause: Failure to adhere ta any of the provisions of this agreement as
determined by #he City shall constitute cause for termination. This agreement may be
#erminated with 10 days written notice without any further obligation by City.
2. For Municipal Purpose: The City may terminate for any municipal purpose by
giving 30 days written notice ta Agency.
3. Disposition of Fund Monies: In the event of trermination for any reason, monies
made available to the Agency, but not expended in accordance with this agreement,
shall be returned to the City.
ARTICLE VI. NOTICE
Any notice required or permitted to be given by th� provisions of this agreement
shall be conclusively deemed to have been received by a parfy hereta on the date it is
hand-delivered to such party at the address indicated below (vr at such other address
as such party shall specify to the other party in writing), or ef sent by registered or
certi�ied mail (postage prepaid), on the fifth (5th) business day after the day on which
such notice is mailed and properly addressed.
1. If to City, addressed ta City Manager, City af Clearwater, P. O. Box 4748,
Clearvvater, Florida 33758�7'48 ar Economic Development and Housing Director, City
of Clearwater, P. �. Box 4748, Clearwater, Florida 33755�4748.
2. If to Agency, addressed to, Bob Clifford, PresidenUCE�, Clearwater Regional
Chamber of Commerce, 4p1 Clevefand Street, Clearwa�te�, Florida 33755.
IN WITNESS WHEREOF, the parties have executed this agreement as af the
date and year firs# written above.
CLEARWATER REGIONAL CHAMBER
QF COMMERCE
(Agency)
CITY �F CLEARWATER, FLORIDA
(City)
�
By: BY: . A�•��'
ob Clifford William B. Harne II
President/CEO City Manager
Pr�ret 9Vame:
Secre$ary
� v•
Frank V. Hibbard
Mayor _,�
ATTEST:
Rasemarie Calo, MPA, CMC
City Clerk
Approved as �o form:
9'am Akin
City Attorney
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Exhibit A
Scope of Work
• The Agency will praduce the Official Clearwater Florida �sitar Guide. This
includes writing copy and verifying existing information, new photography,
graphic design and printing the guides. The Agency will collaborate with the City
of Clearwater and its tourism partners in proofreading the draft of the Visitor
Guide. The 2012 Visitor Guide will be available for distribution in December
2011.
• The Agency will ov�rs�e the Visitor Guide fulfillment. All requests received from
various sources will be sent directly to the mailing house. The mailing house will
prepare a monthly report indicating the number of leads by source, number of
pieces mailed, postage amounts, etc. The Agency will send the Clearwater
Beach Chamber a listing of prospects received from all nan-chamber sources.
+ The Agency will also oversee the Visitor Guide disfributiora of 50,000 printed
copies. �he Agency will contract for and maintain the inventory of visitor guides
at the �-75, I-10, and I-95 State Welcome Centers as well as �he Clearwater
Beach Vositor Information Center.
• The P�gency will provide the electronic versian mf the Visitor Guade to be placed
on the visitclearwaterFlorida.com website. It will also be made available ta be
placed on the Clearwater Regional Chamber of Cornmerce �nd Clearwater
Beach Chamber websites.
• The Agency will offer request forms on their website and will �Iso provide the
handling of telephone and email requests.
• The Agency will update the accammodations li�ting of the CBe�rwater Beach and
Clearwater mainland properties for the Official Visitor Guide.
• The Agency will provide monthly reports of the activities accomplished above as
well as the number of guides distributed.
Exhibit B
Estima�ted Cost Breakdown
Production of Visitar Guide $ 0
Project Management (Creative writing, editing, proofing) $ 5,000
Postage/Shipping $ 8,05�
State Welcome Center Racks $ 1,00�
Fulfillment Company $ 6,750
Envelopes $ 700
Chamber Administrative & Labor mailin in house etc 4 500
TOTAL $26,000