Okaloosa County BOCC — September 24, 2015 — I. g. City of FWB Interlocal for Landing — reading text

TOURIST DEVELOPMENT DEPARTMENT MEMORANDUM DATE: September 24, 2015 TO: Tourist Development Council FROM: Ed Schroeder, Tourist Development Department Director Charlotte Dunworth, Finance, Administration, & Compliance Manager SUBJECT: City of Fort Walton Beach Agmt for Landing Covered Performance Stage STATEMENT OF ISSUE: Request approval of the Interlocal Agreement for Landing Covered Performance Stage with the City of Fort Walton Beach for the period October 1, 2015 through September 30, 2016. BACKGROUND: The City of Fort Walton Beach is transforming the Landing into a cultural hub to meaningfully engage the interests of our visitors. Providing additional waterfront activities encourages tourists to stay longer and is an essential component of promoting the sub-county taxing district. The TDC previously voted to recommend funding $100,000 for a covered performance stage in the FY 2015-16 budget. Payment will be issued on a reimbursement basis. Pursuant to section E.200 of the TDD Manual, the TDC shall provide a recommendation on contracts presented to the Board for approval. OPTIONS: Approve or Deny RECOMMENDATION TO BCC: Approve the Interlocal Agreement for Landing Covered Performance Stage with the City of Fort Walton Beach in an amount not to exceed $100,000 for the period October 1, 2015 through September 30, 2016.  INTERLOCAL AGREEMENT FOR LANDING COVERED PERFORMANCE STAGE THIS INTERLOCAL AGREEMENT (the “Agreement”) is made and entered into on the effective date below by and between OKALOOSA COUNTY, FLORIDA, a political subdivision of the State of Florida (hereinafter referred to as “the County”) and CITY OF FORT WALTON BEACH, a Florida municipal corporation (hereinafter referred to as “the City”). WHEREAS, the County finds that making the Landing a cultural hub meaningfully engages the needs and interests of our visitors; and WHEREAS, providing water related activities and opportunities enhances visitors’ experiences and encourages them to stay longer; and WHEREAS, the City of Fort Walton Beach has the qualifications, experience and resources to provide such services; and WHEREAS, the County determines it would be in the best interest of its visitors to support the City for the purposes set forth herein. NOW, THEREFORE, acting pursuant to their statutory authority and in consideration of the mutual covenants and agreements of the parties, the County and the City agree as follows: Section 1. Recitals. The above recitals are true and accurate and are incorporated herein as essential terms of the Agreement. Section 2. City’s Responsibilities. The City shall provide the Waterfront Improvements noted in the Landing Master Plan as set forth in EXHIBIT A attached hereto and incorporated by reference. The City shall acknowledge funding provided by Okaloosa County tourist development taxes and place the Okaloosa County tourist development logo (“Logo”) alongside the covered performance stage. Additionally, the City agrees to work with the County to enhance marketing efforts of the sub-county taxing district. Such marketing efforts shall include, but not be limited to, social media development and interaction, public relations and publicity initiatives, webpage links and landing pages, and photograph and video. Section 3. County’s Responsibilities. The County agrees to reimburse the City an amount not to exceed ONE HUNDRED THOUSAND DOLLARS ($100,000.00) for actual costs and expenses incurred for the covered performance stage as set forth in EXHIBIT A. Reimbursement shall be paid to City after expenses have been incurred and upon receipt of an invoice. Invoicing detail shall be in sufficient detail for pre- and post-audit review (e.g. copies of vendor invoices) to insure the services were performed and that the correct amount has been invoiced. Reimbursement may be reduced as necessary in the event of a storm or other occurrence that results in decreased visitation and consequently a significant decrease in tourist development tax revenue. Page 1 of 5  This Agreement is for a one-time project and there is no continuing obligation by the County to provide such funds in the future. Section 4. Use of County Funds. The funds set forth in Section 3 above shall be used to pay for costs and expenses incurred for the covered performance stage as set forth in EXHIBIT A. Failure to provide the requisite documentation for payment by September 30, 2016 shall result in forfeiture of County funds. Section 5. Non-Appropriation of Funds. Notwithstanding anything contained in this Agreement to the contrary, in the event the funds appropriated by the County through the Tourist Development Department are insufficient to pay the costs of this Agreement, the Agreement shall terminate on the last fiscal quarter period for which appropriations were received, without penalty or expense to the County of any kind whatsoever. The County will immediately notify the City of such occurrence. Notwithstanding the foregoing, the restrictive covenants of this paragraph are limited to the Okaloosa County Tourist Development Council Trust Fund and nothing herein shall be applied to the General Fund or any other special fund controlled by the County. Section 6. Effective Date and Term of Agreement. This Agreement shall be effective upon the execution by the County and shall remain in effect until final payment is made. Section 7. Termination. Either party may terminate this Agreement by giving thirty (30) days’ written notice to the other party of its intent to terminate this Agreement. Section 8. Audit. The County shall have the right from time to time at its sole expense to audit the compliance by the City with the terms, conditions, obligations, limitations, restrictions and requirements of this Agreement and such right shall extend for a period of three (3) years after termination of this Agreement. Section 9. Disclaimer of Third Party Beneficiaries. This Agreement is solely for the benefit of the parties and no right or cause of action shall accrue to or for the benefit of any third party that is not a formal party hereto. Nothing in this Agreement, express or implied, is intended or shall be construed to confer upon or give any person or corporation other than the parties any right, remedy, or claim under or by reason of this Agreement or any provisions or conditions of it; and all of the provisions, covenants, and conditions herein contained shall inure to the sole benefit of and shall be binding upon the parties. Section 10. Authority. Each party represents and warrants that it, through its elected board, has the right, power, and authority to execute and deliver this Agreement and to perform all of the obligations stated herein. Section 11. Notice. If written notice to a party is required under this Agreement, such notice shall be given by hand delivery, recognized overnight delivery service, or by first class mail, registered and return receipt requested. As to the County as follows: County Administrator Okaloosa County 1250 Eglin Pkwy N Suite 102 Page 2 of 5  Shalimar, FL 32579 As to the City as follows: City Manager City of Fort Walton Beach 107 Miracle Strip Pkwy SW Fort Walton Beach, FL 32548 Section 12. Entire Agreement. This Agreement represents the entire understanding between the parties with respect to the undertakings covered hereunder and there are no oral or collateral agreements with respect thereto between the parties. Section 13. Governing Law and Venue. The validity, construction and performance of this Agreement shall be governed by the laws of the State of Florida. Venue for any action arising out of this Agreement shall be in Okaloosa County, Florida. Section 14. Construction. The parties acknowledge and agree that this Agreement has been drafted jointly by the parties and that no uncertainty or ambiguity as to the proper application or interpretation of the Agreement or any term herein is to be construed against either party as the drafter of the Agreement. Section 15. Assignment. This Agreement shall not be assigned except by consent of the parties. Section 16. Indemnification. Subject to the limitations provided in section 768.28, Florida Statutes, and without otherwise waiving sovereign immunity, both parties shall indemnify and hold harmless the other from and against any and all third party claims, demands, damages, losses, and expenses, including attorney’s fees and costs, arising out of this Agreement, except for those claims, demands, damages, losses, and expenses arising out of the other party’s negligence, malfeasance, nonfeasance, or misfeasance. Section 17. Severability. If any portion of the Agreement, the deletion of which would not adversely affect the receipt of any material benefit by either party, is for any reason held or declared to be invalid or unenforceable, such determination shall not affect the remaining portions of this Agreement. If this Agreement or any portion of this Agreement is held or declared to be inapplicable to any person, property or circumstance, such determination shall not affect its applicability to any other person, property or circumstance. IN WITNESS WHEREOF, the parties hereto, by and through the undersigned, have entered into this Agreement. CITY OF FORT WALTON BEACH By: _______________________________________ Mike Anderson, Mayor Dated: _____________________________________ Page 3 of 5  ATTEST: By: _______________________________________ Kim Barnes, City Clerk BOARD OF COUNTY COMMISSIONERS OF OKALOOSA COUNTY, FLORIDA By: _______________________________________ Nathan D. Boyles, Chairman Dated: __________________________ ATTEST: By: _______________________________________ J.D. Peacock, II Clerk of the Circuit Court Page 4 of 5  EXHIBIT A SCOPE OF SERVICES Page 5 of 5  1.d.a Attachment: I. d. FWB Landing Master Plan_PHASING (4118 : City of Fort Walton Beach CITY OF FORT WALTON BEACH LANDING MASTER PLAN Okaloosa County Tourist Development Council April 23, 2015 Packet Pg. 21  1.d.a Attachment: I. d. FWB Landing Master Plan_PHASING (4118 : City of Fort Walton Beach GOALS & OBJECTIVES • Make the Landing a cultural hub for land & water activities. • Increase the options of activities available to visitors at the Landing. • Enhance the park for community events. • Improve the park for residents and visitors. • Promote economic vitality through increased activity