TOURISM PROMOTION AGREEMENT - CLEARWATER SEA-BLUES FESTIVAL (2)TOURISM PROMOTION AGREEMENT
Clearwater Sea -Blues Festival
THIS AGREEMENT is made and entered into as of the 17 day of
February , 20 20 ("Effective Date"), by and between Pinellas County, a
political subdivision of the State of Florida ("County"), for and on behalf of Visit
St. Petersburg/Clearwater ("VSPC"), and the City of Clearwater, a municipality ("Event
Organizer") (collectively, the "Parties," or individually, a "Party").
WITNESSETH:
WHEREAS, in accordance with Section 118-32, Pinellas County Code, and
Section 125.0104(5Xa)2., Florida Statutes, VSPC is responsible for promoting tourism in Pinellas
County, including funding activities, services, and events that have as one of its main purposes the
attraction of tourists; and
WHEREAS, the County, on behalf of VSPC, agrees to provide Tourist Development Tax
funding for the Clearwater Sea -Blues Festival to be held February 21-23, 2020 ("Event"),
organized and operated by the Event Organizer to promote Pinellas County tourism as described
in the promotion program as defined herein.
NOW, THEREFORE, in consideration of the foregoing and mutual covenants herein
contained, the Parties agree as follows:
1. The term of this Agreement shall commence on the Effective Date and shall remain
in full force and effect through August 23, 2020, unless otherwise terminated as provided herein.
2. The County agrees to pay to the Event Organizer the total sum of Twenty -Five
Thousand Dollars ($25,000.00) ("Sponsorship Fee") as an Event sponsor, to promote and market
Pinellas County tourism in connection with the Event as defined in the promotion program
described in Exhibit A attached hereto and made a part hereof ("Promotion Program"). The
County shall pay the Sponsorship Fee in accordance with the following:
A. The Sponsorship Fee shall be due and payable within forty-five (45)
calendar days of Event completion, upon Event Organizer submitting an invoice with all
documentation required in Section 2G at the address set out in Section 4.
B. Payment shall be made by the County to the Event Organizer in accordance
with §218.70 et seq., Florida Statutes, "The Local Government Prompt Payment Act."
C. In the event the Event Organizer: (i) cancels the Event or does not conduct
the Event; or (ii) is not in compliance with the terms and conditions of the Agreement; or (iii) is
dissolved, or ceases or suspends its operations for any reason, then any sums not paid or disbursed
to the Event Organizer are hereby deobligated, and shall not be paid unless this Agreement is
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amended in writing by mutual agreement of the Parties expressly authorizing payment of the
Sponsorship Fee on the revised terms as provided in said amendment.
D. The Event Organizer shall repay the County for all illegal or unlawful
expenditures of the Sponsorship Fee, or for expenditures made by The Event Organizer in breach
of any covenant, term or condition of this Agreement, including illegal, unlawful, and/or
unauthorized expenditures discovered after the expiration of the term. Funds are for marketing and
promotional support and sponsorship benefits and are NOT permitted for reimbursement of
operational expenses.
E. The Event Organizer shall provide immediate written notice to VSPC if the
Event is cancelled, rescheduled, or the scope of the Event is substantially changed from the Event
as described in Event Organizer's funding request.
F. The Event Organizer may amend or revise the Promotion Program only with
the prior written consent from the Director of VSPC, or his designee.
G. The Event Organizer shall provide a written final report to VSPC within
forty-five (45) calendar days of Event completion, which at a minimum shall include
documentation establishing that the Event Organizer provided the promotional benefits described
in the Promotion Program, shall specify attendance at the Event and room nights generated by the
Event in Pinellas County, the methodology used for computing the room nights which
methodology must be documentable, supportable, and calculated in compliance with tourism
market and research analysis industry standards, and such other information as required by VSPC.
Failure to submit the report as required shall disqualify the Event Organizer from being eligible
for funding in future years.
3. A. The Event Organizer shall organize, manage, operate and/or conduct the
programs, activities, and events, and be solely responsible for all costs and expenses related to the
Event.
B. The Event Organizer represents and warrants that it has substantial
experience and skill in the business of organizing and promoting the Event and agrees to use its
best efforts to organize, manage, operate and conduct the Event in a professional manner,
calculated to create a quality, pleasant, enjoyable experience for all participants.
4. Each Party hereby designates the person set forth below as its respective contact
person. The person designated herein shall be each Party's prime contact person for coordinating
Promotion Program related activities. Notices or reports shall be sent to the attention of each
Party's contact person by U.S. mail, postage prepaid, or email to the Parties' addresses as set forth
below:
For the County:
Craig Campbell, Director
Community & Brand Engagement
Visit St. Petersburg/Clearwater
For the Event Organizer:
Kris Koch, Special Events Manager
City of Clearwater, Parks & Recreation
100 South Myrtle Ave.
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8200 Bryan Dairy Rd., Suite 200
Largo, FL 33777
Craig@VisitSPC.com
Clearwater, FL 33755
Kris.Koch@myclearwater.com
Any changes to the above representatives or addresses must be provided to the other Party in
writing.
5. A. The County reserves the right to terminate this Agreement, without cause,
by giving thirty (30) days advance written notice to the Event Organizer of its election to terminate
pursuant to this provision. Should this Agreement be terminated as provided herein, Event
Organizer shall only be entitled to reimbursement of actual costs for goods and/or services received
by County from Event Organizer up until the date of termination of this Agreement.
Reimbursement shall be based upon submittal and receipt of all supporting, appropriate
documentation for such costs.
B. The failure of either Party to comply with any material provisions of this
Agreement shall be considered in breach thereof, and shall be cause for immediate termination of
the Agreement upon written notice to the defaulting Party.
C. The funds to be used for this Agreement are subject to periodic
appropriation of funds by the County. Further, obligations under this Agreement are contingent
upon the availability of funds. If funds are not appropriated by the County for any or all of this
Agreement, the County shall not be obligated to pay for any promotion benefits provided pursuant
to this Agreement beyond the portion for which funds are appropriated. The County agrees to
promptly notify the Event Organizer in writing of such failure of appropriation, and upon such
notice, this Agreement shall terminate without penalty to the County.
6. A. The Event Organizer shall, upon request, permit the County to examine or
audit all records and documents related to the Promotion Program provided for in this Agreement.
Event Organizer shall maintain all such records and documents, including but not limited to, all
documents in support of the Event Organizer's funding application and post event reporting, in
accordance with the Retention Schedule as put forth by the Florida Department of State.
B. The County through VSPC or VSPC's vendor, has the right to perform on-
site surveys during the Event for the purposes of substantiating/verifying Event Organizer's final
report and for collecting other information pertinent to the destination.
7. A. Neither the County nor the Event Organizer shall make any express or
implied agreements, guaranties or representations, or incur any debt, in the name of or on behalf
of the other Party. Neither the County nor the Event Organizer shall be obligated by or have any
liability under any agreements or representations made by the other that are not expressly
authorized hereunder. The County shall have no liability or obligation for any damages to any
person or property directly or indirectly arising out of the operation by the Event Organizer of its
business, whether caused by the Event Organizer's negligence or willful action or failure to act.
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B. The County will have no liability for any sales, service, value added, use,
excise, gross receipts, property, workers' compensation, unemployment compensation,
withholding or other taxes, whether levied upon the Event Organizer or the Event Organizer's
assets, or upon the County in connection with services performed or business conducted by the
Event Organizer. Payment of all such taxes and liabilities shall be the responsibility of the Event
Organizer.
C. To the extent provided by law and without waiving sovereign immunity, the
Event Organizer shall indemnify, pay the cost of defense, including attorney's fees, and hold
harmless the County, its officers, employees and agents from all damages, suits, actions or claims,
including reasonable attorney's fees incurred by the County, of any character brought on account
of any injuries or damages received or sustained by any person, persons, or property, or in any way
relating to or arising from the Agreement; or on account of any act or omission, neglect or
misconduct of the Event Organizer; or by, or on account of, any claim or amounts recovered under
the Workers' Compensation Law or of any other laws, regulations, ordinance, order or decree; or
arising from or by reason of any actual or claimed trademark, patent or copyright infringement or
litigation based thereon; except only such injury or damage as shall have been occasioned by the
sole negligence of the County. Nothing in this Agreement is intended to serve as a waiver of
sovereign immunity by the Event Organizer or an extension of the Event Organizer's liability
beyond the scope, provisions, or limits set forth in Section 768.28, Florida Statutes.
8. A. The Event Organizer shall comply with all applicable federal, state and local
laws, rules, regulations and guidelines, relative to performance under this Agreement.
B. Neither Party may assign or transfer its rights or obligations under this
Agreement without the prior written consent of the other Party.
C. Nothing in this Agreement shall be construed to benefit any person or entity
not a Party to this Agreement.
D. In carrying out this Agreement, The Event Organizer shall not exclude from
participation in, deny benefits to, or otherwise discriminate against, any person because of race,
color, religion, sex, national origin, family status or handicap.
E. This Agreement constitutes the entire agreement between the Parties and
supersedes any and all prior agreements, communications, or representations, whether oral or
written, with respect thereto.
F. No alteration, change, modification, amendment or waiver to or of this
Agreement shall be valid or binding unless in writing and signed by both Parties hereto.
G. Nothing in this Agreement will be construed to create, or be implied to
create, any relationship between the County and any contractor, subcontractor or supplier of the
Event Organizer, and at all times the Event Organizer is and shall remain an independent contractor
and not an agent of the County or VSPC.
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H. Sections 2.D., 6.A., and 7.A., B. and C. shall survive the expiration of the
term or termination of this Agreement.
I. Time is of the essence with respect to all provisions of this Agreement that
specify a time for performance.
J. This Agreement shall be construed, interpreted, and governed by the laws
of the State of Florida.
9. Event Organizer acknowledges that information and data it manages as part of the
services may be public records in accordance with Chapter 119, Florida Statutes and Pinellas
County Public Records Policies. Event Organizer agrees that prior to providing services it will
implement policies and procedures to maintain, produce, secure, and retain public records in
accordance with applicable laws, regulations, including but not limited to Section 119.0701,
Florida Statutes. Notwithstanding any other provision of this Agreement relating to compensation,
the Event Organizer agrees to charge the County, and/or any third parties requesting public records
only such fees allowed by Section 119.07, Florida Statutes and County policy for locating and
producing public records during the term of this Agreement.
10. By signing this Agreement as provided below, Signer attests to all of the following:
A. Signer has the legal authority to enter into the Agreement on behalf of the
Applicant organization;
B. Signer is not deriving any direct or indirect benefit or bonus, monetary or
otherwise, from the Applicant organization or any other party, including signer's employer, as a
result of this funding award; and
C. Signer is not aware of any other third party deriving any direct or indirect
benefit or bonus, monetary or otherwise, from the Applicant organization or any other party as a
result of this funding award.
<Signature page follows>
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IN WITNESS WHEREOF, the Parties herein have executed this Agreement on the day
and year first above written.
PINELLAS COUNTY, FLORIDA CITY OF CLEARWATER
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William B. Horne II, City Manager
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Owen Kohler, Assistant City Attorney
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Pinellas County Elite Event Funding FY 20
Benefits & Deliverables
Exhibit A
Event Name: Clearwater Sea -Blues Festival ("Event")
Event Dates: February 21-23, 2020
Funding Amount: $25,000.00
VIK Contribution: $24,625.00
Total Contribution: $49,625.00
I. VSPC will receive, in exchange for its financial support, the following benefits at no
additional charge, except as noted:
A. Official Designation Status
i. VSPC is the exclusive Destination Marketing Sponsor of the Event.
B. Marketing & Advertising Benefits
i. Use of VSPC Logo (Logo provided by VSPC): VSPC logo inclusion in all pre -Event
marketing materials, including primary placement in Tampa Bay Times and various
Blues Music magazines.
ii. Billboards: VSPC logo will be placed on all in -area and out -of -area digital and static
billboards secured by the Event.
iii. Any additional marketing and advertising placements secured by the Event will
feature VSPC by name and logo.
C. Digital & Media Benefits
i. Official Event Website: VSPC logo, link, and recognition of sponsorship will be
prominent on all Event website pages, along with special recognition on the
Event's sponsor page.
ii. Social Media: VSPC to be prominently featured on Event Facebook page. Posts
tagging and thanking VSPC for its support will be made pre -Event, during the
Event, and post -Event. VSPC Facebook posts will be shared upon request by VSPC
staff.
iii. Digital Advertising: VSPC logo inclusion in Tampa Bay Times digital ads, various
Blues Music websites, City of Clearwater Event newsletters, and press releases.
D. Event Onsite Benefits
i. Display/Activation Space:
a. One (1) 20' x 20' exhibit area including VSPC-branded van in a prominent
location in Coachman Park. Location to be mutually determined.
b. VSPC has option for one (1) 10' x 10' exhibit area during the Event to
promote its Gulp Coast campaign. Location to be mutually determined.
ii. Event Advertising (Content provided by VSPC):
a. Signage: Up to eight (8) banners and eight (8) feather flags to be placed
throughout the Event. Installation, removal and return performed by Event
at no cost to VSPC.
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b. Sponsor/Lineup Boards: VSPC logo to be placed on eight (8) double -sided
A -frame directional boards placed throughout the park.
c. Video Board Commercials: VSPC will receive a minimum of twelve (12)
units throughout the Event to consist of a mixture of :30 to :60 spots
provided by VSPC.
d. Logo Placement: VSPC logo featured on all side stage banners, all in -park
directional signage, and stage mast banner. Signage artwork to be
approved by VSPC.
E. Additional Benefits
VSPC has opportunity to provide promotional materials to VIP guests, artists and
artists guests. Quantity to be mutually determined.
ii. Event to provide the following Tickets and Credentials for VSPC invited clients and
promotional use:
a. Twelve (12) VIP tickets per day
b. Four (4) "Front Row Package" tickets, or highest valued package to the
Event, per day
c. Six (8) Parking passes per day
iii. Event to provide the following to VSPC working staff, which includes but is not
limited to brand ambassadors, street teams, media and photographers, if
requested by VSPC and at no cost to VSPC:
a. Worker passes/credentials with appropriate access (all -access for VSPC
media and photographers)
b. Parking passes
c. Meals under the event's volunteer program
d. Water and ice
e. Electrical power to VSPC display booth (requirements TBD)
II. VSPC will provide the following marketing and digital spends on behalf of Event:
A. Marketing & Advertising:
i. VSPC will spend $8,000.00 for a targeted campaign with Pandora in the 8 weeks
leading into and promoting the Event.
B. Digital & Media:
i. VSPC will spend $2,000.00 in a digital campaign, including SEM (search engine
marketing) across Bing/Google and social media across Facebook, Instagram and
Twitter leading into and promoting the Event.
ii. VSPC will provide a website pixel for Event to implement onto its website
(myclearwaterevents.com). The pixel will allow for improved digital retargeting
and provide the event and VSPC robust visitor data, including bookings, visitor
demographics and other pertinent booking information. Estimated $3,125.00
value.
iii. VSPC will provide an onsite survey team to collect tourism -related data and
information during the Event. VSPC to develop the questionnaire and pay the cost
for hiring and training staff as well as any promotional items used to incent
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participation. Event to provide space and power, if needed, upon request by VSPC
and at no charge to VSPC. Estimated $9,500.00 value.
iv. A portion of the tickets provided will be leveraged across VSPC's social media
channels for giveaways bringing added free exposure for the event.
C. Event Marketing:
i. Upon receipt of materials, VSPC will distribute Event collateral at other local VSPC-
supported events leading into and promoting the Event.
ii. VSPC will spend up to $2,000.00 to produce co -branded Welcome Bags to be
provided to all Event VIP, Front Row, Reserved Seating ticket purchasers and
artists. VSPC to contribute destination materials for the Welcome Bags. Event to
assemble Welcome Bags and coordinate distribution to attendees at no cost to
VSPC.
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