TOURISM PROMOTION AGREEMENT (2)TOURISM PROMOTION AGREEMENT
Clearwater Sea -Blues Festival
THIS AGREEMENT is made and entered into as of the day of
, 2025 ("Effective Date"), by and between Pinellas County, a
political subdivision of the State of Florida ("County"), for and on behalf of Visit St. Pete -
Clearwater ("VSPC" or "VisitSPC"), and 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, Florida Statutes, VSPC is responsible for promoting tourism in Pinellas County,
including funding activities, services, and events that have as one of their main purposes the
attraction of tourists, as evidenced by the promotion of the activity, service, or event to 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 28 - March 2, 2025 ("Event"),
organized and operated by the Event Organizer to promote Pinellas County tourism as pursuant to
the promotion program described in Exhibit A;
NOW, THEREFORE, in consideration of the foregoing and mutual covenants herein
contained, the Parties agree as follows:
1. The term of this Agreement will commence on the Effective Date and remain in
full force and effect through September 2, 2025, unless otherwise terminated as provided herein.
2. The County agrees to pay to the Event Organizer the sum of Twenty -Five Thousand
Dollars ($25,000.00) for Sponsorship benefits and up to the sum of Twenty -Five Thousand Dollars
($25,000.00) for Marketing and Advertising expenditures for a total sum of Fifty Thousand Dollars
($50,000.00) as an Event sponsor, to sponsor, promote and market Pinellas County tourism in
connection with the Event as defined in the promotion program described in Exhibit A, which is
incorporated into this Agreement ("Promotion Program"). The County will pay the funding in
accordance with the following:
A. Marketing and Advertising expenditures will be paid on a reimbursement
basis upon submittal of required documentation to the County which must include a copy of
subcontractor/vendor invoices that support the marketing plan attached hereto as Exhibit B for
which Event Organizer is seeking reimbursement, as well as other such documentation as required
by VSPC.
B. The funding will 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 2.A and 2.H. at the address set out in Section 4.
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C. For convenience, payment will be made by the County to the Event
Organizer in accordance with the procedures outlined in §218.70 et seq., Florida Statutes, "The
Local Government Prompt Payment Act." However, the Parties agree that receipt of funding under
this Agreement does not make the municipality a "vendor" and this is not a "purchase" as defined
by the Act. Therefore, interest accrual, dispute resolution, and other substantive provisions of the
Act do not apply.
D. In the event the Event Organizer: (i) cancels the Event or does not conduct
the Event for any reason including, but not limited to, infeasibility, voluntary action, or non-
voluntary mandates; 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 will be deobligated, and will not be paid. The parties further
agree that if an Event Organizer cancels an event per (i, ii, or iii) above after entering into a fully
executed funding agreement but pre -event, the Event Organizer must either: 1) remit any
sponsorship funding monies advanced pre -event which were used for operating expenses minus
any value received by County up until cancellation as determined by VSPC staff in their sole
discretion; or 2) seek reimbursement for allowable marketing deliverables per the Agreement, but
only as to those actual, verifiable marketing deliverable costs incurred by the Event Organizer up
until the time of cancelling the event and to the extent of value received by County as determined
by VSPC staff in their sole discretion. If the Event is cancelled for any reason, this Agreement
may be amended in writing by mutual agreement of the Parties to authorize funding on revised
terms.
E. The Event Organizer will repay the County for all illegal or unlawful
expenditures of the funding herein, 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.
F. The Event Organizer will 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.
G. The Event Organizer may amend or revise the Promotion Program only with
the prior written consent from the Director of VSPC, or his designee.
H. The Event Organizer will provide a written final report to VSPC within
forty-five (45) calendar days of Event completion, which at a minimum will include
documentation establishing that the Event Organizer provided the promotional benefits described
in the Promotion Program, including any documentation required in Exhibit A, and will 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 will disqualify the Event Organizer from being eligible for funding in future years.
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3. A. The Event Organizer will 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 or similar events, and
agrees to use its best efforts to organize, manage, operate and conduct the Event in a professional
manner, calculated to create a high quality, pleasant, accessible, safe, and enjoyable experience for
all participants/attendees.
4. Each Party hereby designates the person set forth below as its respective contact
person. The person designated is each Party's prime contact person for coordinating Promotion
Program related activities. Notices or reports will 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
Brand Activations
Visit St. Pete -Clearwater
8200 Bryan Dairy Rd., Suite 200
Largo, FL 33777
Craig@VisitSPC.com
For the Event Organizer:
Kris Koch, Senior Manager
City of Clearwater
706 North Missouri Avenue
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 fifteen (15) days advance written notice to the Event Organizer of its election to terminate
pursuant to this provision. Should this Agreement be terminated, or the Event postponed as
provided herein, Event Organizer will only be entitled to reimbursement of actual costs for goods
and/or services received by County from Event Organizer up until the date of postponement or
termination of this Agreement, as determined by VSPC staff at their sole discretion.
Reimbursement will 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 will be considered in breach thereof, and 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 will 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 will terminate without penalty to the County.
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6. A. The Event Organizer will, 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 will maintain all such records and documents for at least three (3) years following
termination of the Agreement, 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 collect
attendee data on-site during the Event using methods including, but not limited to data technology,
analytics, surveys, etc. for the purposes of substantiating/verifying Event Organizer's final report
and for collecting other information pertinent to the destination. Upon request, Event Organizer
will grant VSPC staff or VSPC's designated vendor access to the Event and provide any reasonable
assistance needed to accomplish this task.
7. A. Neither the County nor the Event Organizer will 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 will be obligated by or have any
liability under any agreements or representations made by the other that are not expressly
authorized hereunder. The County will 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.
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 will be the responsibility of the Event
Organizer.
C. To the extent provided by law and without waiving sovereign immunity, the
Event Organizer will indemnify, pay the cost of defense, and hold harmless the County, its officers,
employees and agents from all damages, suits, actions or claims, including all costs of defense
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 intellectual property, trademark, patent, or copyright infringement or litigation
based thereon; except only such injury or damage as has 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.
Page 4 of 6
8. A. The Event Organizer will conduct the Event in compliance with all
applicable federal, state and local laws.
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 will be construed to benefit any person or entity
not a Party to this Agreement.
D. In carrying out this Agreement, The Event Organizer will 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 will 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 will remain an independent contractor
and not an agent of the County or VSPC.
H. Sections 2.D, 2.E., 6.A., and 7.A., B. and C. will 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 will be construed, interpreted, and governed by the laws of
the State of Florida.
9. Event Organizer acknowledges that information and data it manages in connection
with the subject of this Agreement may be public records in accordance with Chapter 119, Florida
Statutes and Pinellas County Public Records Policies. Event Organizer agrees that it will
implement policies and procedures to maintain, produce, secure, and retain public records in
accordance with applicable laws, regulations, and County policies, including but not limited to the
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 associated with this Agreement.
10. By signing this Agreement below, Signer attests to all of the following:
Page 5 of 6
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.
IN WITNESS WHEREOF, the Parties herein have executed this Agreement on the day
and year first above written.
PINELLAS COUNTY, FLORIDA CITY OF CLEARWATER
by and through its County Administrator
By: By: ( tl Y
Barry A. Burton Jen • irri'br, City Manager
Approved as to Form:
Melissa Isabel
Assistant City Attorney
Attest:
Bv:1�-��d-t!.CVL.GI%2 u -
Rosemarie Call, City Clerk
Page 6 of 6
Pinellas County TDC Elite Event Funding FY25
Benefits & Deliverables
Exhibit A
Event Name: Clearwater Sea -Blues Festival ("Event")
Event Dates: February 28 to March 2, 2025
Marketing & Advertising Up To Funding Amount: $25,000
Sponsorship Contribution: $25,000
Total Contribution: $50,000
I. VisitSPC will receive, in exchange for its financial support, the following benefits at
no additional charge, except as noted:
A. Official Designation Status
i. Official Tourism Partner
B. Marketing & Advertising Benefits
i. Pursuant to the marketing plan submitted by Event, a copy of which is attached
hereto as Exhibit B, VisitSPC will reimburse Event up to the sum of $25,000 for
pre- Event marketing deliverables upon submittal and acceptance of post -Event
proof of performance documentation. Proof of performance shall include 3rd party
invoice(s), proof of payment and proofs or samples that match the marketing plan
and other such documentation as may be required by VisitSPC.
C. Sponsorship Benefits
i. Pre -Event Marketing
a. VisitSPC brand messaging in all print and digital ads.
ii. Onsite Benefits
a. Exclusive sponsor of the Event's secondary stage with mentions
throughout Event recognizing VisitSPC.
b. Opportunity for VisitSPC representative to address the audience from
either the main stage or secondary stage.
c. Banners at each entrance/exit to the Event.
d. Banners in front of the main stage and VisitSPC stage.
e. Logo recognition on Event digital boards, if available.
f. Verbal recognition via public address announcements.
g. Opportunity for activation space. Location and size to be mutually
determined.
iii. VIP Experience
a. Packages to be referenced as the "Visit St. Pete -Clearwater Captains
Krewe" with guests receiving:
• Reserved seating in first rows in front of stage
• Private restroom/bar/rooftop lounge at the BayCare Sound
• Access to VIP tent with private side -stage bar
• Artist Meet and Greet
• (2) drink tickets and unlimited beverages
A-1
b. VisitSPC to receive (10) Captains Krewe packages for promotional or
business use.
c. Opportunity to provide swag bags for VIP guests.
D. Additional VisitSPC Requirements (unless superseded by deliverables
described above)
i. Brand Placements & Messaging
a. VisitSPC brand placement on the Event's website and any marketing
collateral where all of Event sponsors are recognized, at a minimum.
b. VisitSPC mention and/or logo placement in any press materials as an
official sponsor as outlined above. VisitSPC must review prior to
distribution.
c. Event to include a "Places to Stay" section on its website "sponsored by
Visit St. Pete -Clearwater" featuring a link or widget that links to VisitSPC
accommodations to encourage overnight visitation.
d. Inclusion in a minimum of two (2) dedicated Pre -Event and one (1)
dedicated Post -Event email messages to attendees. Timing and content to
be provided by VisitSPC.
ii. Talent & Media Access
a. Event to provide access to talent (e.g. player appearances, artists, etc.)
and, when required, gather VisitSPC releases and authorization for Event
promotional purposes (e.g. social media, etc.).
b. Event to provide VisitSPC a minimum of four (4) media access passes to
cover and promote the Event if requested by VisitSPC.
iii. Event Onsite
a. VisitSPC to provide a concert stage structure to be utilized in a mutually
agreeable location at Event. Signage to be produced by VisitSPC. Structure
and signage to be installed by VisitSPC vendor. Event to provide or
otherwise secure sound, audio/visual, talent, power, and permits, if
required, at no cost to VisitSPC.
iv. Data Collection & Reporting
a. Event to provide website Google analytics post -event upon request by
VisitSPC.
b. VisitSPC may implement crowd attendee technology services or resources
on site at the Event.
c. Any Ticketed Event to provide Zip Code Data in an Excel format post event
upon request by VisitSPC.
v. B2B / Networking Events
a. Event to provide VisitSPC a minimum of four (4) invitations to ancillary
sponsor events and initiate introductions to Event sponsors upon request
by VisitSPC.
A-2
EXHIBIT B
ELITE EVENT PROPOSED MARKETING & ADVERTISING PLAN
Media Category
Market
Media Placement
Timing
Media Cost Media Cost
(NET to Vendor) (IN-KIND)
Media Vendor/
Partner
Media Placement Detail
Print
Blues Music
Magazine
Clearwater
October
1/2 Page Color
$ 2,500.00
Print
Suncoast Blues
Society Bar Rag
Clearwater
January
Full Page
$ 500.00
Print
Creative Loafing
Clearwater
January/Feburary
$ 500.00
Social Media
Facebook / IG
State of Florida
October-Febuary
Clearwater Sea -Blues Festival - Contests
$ 7,500.00
Social Media
Blues Festival Guide
State of Florida
January-Febuary
Billboard Banner on e -guide (5 wks) +
Featured Festival Posting
$ 350.00
Social Media
Blues 411
State of Florida
January-Febuary
Festival Sponsors, 300x300 digital ad,
internet prog.
$ 750.00
Social Media
TBD Digital Ads
State of Florida
December-Febuary
Digital Ads & Ads on Music Platforms
$ 7,500.00
Print
TBD - Posters
Clearwater
December-Febuary
Printed Posters, flyers, and promotional
pieces handed out to local hotels,
restaraunts and establishments
$ 5,400.00
$ 25,000.00 $ -
Note: Media plan input document MUST INCLUDE - Vendor, Market, Timing, Placement Detail, Impressions by Placement Type, Total Net Spending
B-1