HomeMy Public PortalAboutRE Development- CRA Jack Frost Winter Fest:Pt.
City of Crestview Community Redevelopment Agency
March 10, 2017
Mr. Kyle Verner
RE Development, Inc.
6866 Caroline Street
Milton, FL 32570
RE: Crestview 'Jack Frost Winter Fest Event held February 18, 2017
Dear Mr. Verner:
This letter is to memorialize the outcome of the Jack Frost Winter Fest event held in the City of Crestview
on February 18, 2017. As you know, the purpose of thq event was to promote the City of Crestview, establish
Crestview as a destination for both locals and those living outside the City and generate funds to be used in the
Crestview Community Redevelopment Area. As you are also aware, the event did not generate funding as
forecast or anticipated: In light of that fact, this letter is to also serve to establish the repayment plan to the
Crestview Community Redevelopment Agency (CRA) from your company to reimburse the CRA for its expenses
incurred in promoting the event, -as such repayment is described in the Event Management Agreement entered
into by RE Development, Inc. and the CRA, dated January 5, 2017.
The CRA expenses incurred for the event total Twenty One Thousand One Hundred Sooty Seven Dollars
and 24 cents (S21,167.24 ). The CRA w
ill accept repayment of such expenses from RE Development at the rate
of $ 1,512.00 per month for a period of twelve (14) months, interest free with payments beginning April 28, 2017.
RE Development naay repay the amount earlier, at its own discretion. In addition, RE Development may choose
to repay the amount from proceeds generated from future events, in the City of Crestview or other location, as
RE Development deems appropriate.
We thank you for your continued interest 'in the development of Crestview as a destination city and look
forward to future projects between the City of Crestview, its CRA and RE Development. Please sign and return
a copy of this letter to acknowledge your agreement of the foregoing payment arrangement.
Sincerely,
Joe locker
President
Crestview Community Redevelopment Agency
I acknowlejl a and a to the repayment plan as described above.
Kyle Ver, President
RE Development, Inc.
Dated:
.37.2 7/zo / 2
� r
akaloosa Gas
Jack Frost Winterfest
February 1Ot", 2017
Financial and Event Information
Cash Sponsorships:
Event CRA Cash Depo
Total Event Funds
Direct event support
Others/non-cash $800
$7,500
Event Expenses:
RE Development $ 7,000.00
Artificial Ice $11,591.24
RE Development- Event Insurance $ 6,775.00
Petermann Marketing $ 3,600.00
Petermann Sponsorship Banners $ 598.00
Total Cost that CRA Paid $29,564.24
Less Total Event Funds collected:
Total Owed to CRA from
Rid Development
$21,167.24
Tw►o additional expenses not included in this final amount
but paid directly by RE Development to Public Services/City
of Crestview:
.,.taste {Pro $375.00
Johnny of the Spot $750.+00
Total Reimbursement $1,125.00
EVENT MANAGEMENT AGREEMENT
This Agreement (the "Agreement") is made and entered into this 5th day of January
2017, by and between RE Development Inc. a Florida corporation, ("Event Manager") and
the City of Crestview Community Redevelopment Agency, a public body, corporate and
politic ("CRA").
ACKNOWLEDGEMENTS
WHEREAS, the City of Crestview Community Redevelopment Agency seeks to
engage the Event Manager as an independent contractor, and not as an employee, to
perform certain services for an event to be known as the Jack Frost Winter Fest (the
"Event"), to be held in Crestview, Florida:
NOW, THEREFORE, for and in consideration of the mutual covenants contained
herein and for other good and valuable consideration, the receipt of which is hereby
acknowledged, the Event Manager and the CRA do hereby agree as follows:
AGREEMENTS
1. Services: Event Manager's primary responsibility shall be to plan, direct and
implement all aspects of the Jack Frost Winter Fest in accordance with the CRA
directions, policies and procedures. Specifically, during the term of this Agreement, as
set forth herein, the Event Manager shall, for the benefit of the CRA, provide the
services set forth in Attachment "A" ("Services"), attached hereto, which is
incorporated herein for all purposes. In connection therewith, Event Manager shall
execute a Conflict of Interest and Disclosure Statement contemporaneously with the
execution of this Agreement.
2. Term of Agreement: The term of this Agreement shall be effective from the date
first set forth above through Feb 18,2017 , the scheduled date for
completion of the Event ("Tenn"). However, the Event Manager's financial and
certain other obligations noted herein shall continue in effect until such
responsibilities have been completed.
3. Fees: As consideration for the Services provided hereunder by Event Manager, the
CRA shall pay Event Manager a fee of Fifteen Thousand Dollars ("Fee"), which
Fee will pay expenses as set forth in the Event budget, attached hereto as
Attachment "B", which is incorporated herein for all purposes. The CRA shall pay
the Fee to the Event Manager as follows:
0 Invoice 1: $7,000 due upon signing of the Agreement.
0 The remaining balance of the Fee will be due based upon total net profit
of the Event. If the Event proceeds, after payment of all Event expenses
exceeds $15,000, then the balance of the Fee in the amount of $8,000
will be due to the Event Manager. The profit from the Event, if any,
after payment of all Event expenses and reimbursement of the Fee to the
CRA will be split as follows: 40% to the CRA and 60% to the Event
Manager. Should the Event not generate sufficient revenue, after
payment of all Event expenses, to equal or exceed $15,000, Event
Manager agrees to refund the originally invoiced portion of the Fee in
the amount of $7,000, and Event Manager further agrees that the
remaining portion of the Fee of $8,000 is no longer due or payable by
the CRA to Event Manager.
4. Intentionally omitted.
5. Expenses:
Only authorized expenses incurred in connection with the services provided by
Event Manager hereunder and which are within the approved budget set forth in
Attachment "B" ("Expenses"). Any Expenses exceeding such budgeted amounts
must be pre -authorized, in writing, by the CRA. Event Manager must provide to
the CRA, receipts satisfactory to the CRA for all Expenses incurred by Event
Manager for which reimbursement is sought.
6. Invoices: Event Manager shall submit invoices to the CRA for Fees and the
reasonable and authorized Expenses incurred by Event Manager described above,
addressed to the CRA as described in Section 16, below.
7. Sponsorship: The CRA will secure sponsorship for the Event. Any proceeds
received by the CRA for such Event sponsorship shall be proceeds for the use of
the CRA for the payment of Event expenses. Sponsorship proceeds will serve to
offset CRA Event expenses. If there are sponsorship fees exceeding all Event
expenses, the proceeds will be added to the Event profit to be divided between
Event Manager and CRA as described in Section 3, above.
8. Representations and Warranties: Event Manager represents and warrants that it is a
Florida corporation. Event Manager further represents and warrants that all
services performed under this Agreement will be of professional quality
conforming to generally accepted industry practices. Services performed by Event
Manager which are determined by the CRA, or the CRA's authorized agent, to be
of less than professional quality shall, at the CRA's option, be corrected by Event
Manager, at Event Manager's expense. Event Manager acknowledges and agrees
that neither it nor any person performing services under this Agreement have been
placed on a convicted vendor list for a public entity crime, in violation of Florida
Statute Section 287.017.
9. Relationship of Parties: The parties to this Agreement are not joint venturers,
partners, agents, nor representatives of each other, and such parties have no legal
relationship other than as contracting parties to this Agreement. The Event Manager
shall not act or represent or hold itself out as having authority to act as an agent or
partner of the CRA or in any way bind or commit the CRA to any obligations,
without the prior written consent of the CRA.
10. Insurance: Both parties to this Agreement have and will maintain general
commercial liability insurance. The CRA will secure additional insurance to cover
2
the Event, the cost of which will be part of the CRA Event expenses to be paid
before Event profits are divided between the parties.
11. Waiver: The failure of either party to enforce any provision of this Agreement shall
not be construed as a waiver of any such provision, nor prevent such party thereafter
from enforcing such provision or any other provision of the Agreement. The rights
and remedies granted to both parties herein are cumulative and the election of one
shall not constitute a waiver of such party's rights to assert all other legal remedies
available under the circumstances.
12. Indemnification: The CRA agrees to indemnify and hold Event Manager harmless
from and against any and all costs, losses or expenses, including reasonable
attorneys' fees that Event Manager may incur by reason of any third -party claim or
suit arising out of or in connection with the CRA's gross negligence or intentional
misconduct relating to this Agreement.
Event Manager agrees to indemnify and hold the CRA harmless from and against
any and all costs, losses or expenses, including reasonable attorneys' fees, that the
CRA may incur by reason of any and all claims, third -party claims or suit arising
out of or in connection with Event Manager's performance of or failure to perform
pursuant to this Agreement, as well as the negligence, gross negligence, or
intentional misconduct of Event Manager, its employees, agents and
representatives, contractors or subcontractors, including the employees and
representatives of said contractors or subcontractors.
Nothing in this Agreement is intended to waive the CRA or City of Crestview's
rights of sovereign immunity under the Florida Constitution, common law or
Florida Statute Section 768.28, as such may be amended from time to time. This
Section shall survive the termination or expiration of this Agreement.
13. No Assignment: No party hereto may assign or transfer its rights or obligations
arising under this Agreement, without the prior written consent of the other party
hereto. This Agreement shall be binding upon and shall inure to the benefit of the
respective permitted successors and assigns of the parties.
14. Authority: Each party hereto represents and warrants to the other that it has the
authority to enter into this Agreement and that it is not a party to any other
Agreement which prohibits it from entering into this Agreement or which renders
any provision of this Agreement ineffective or unenforceable.
15. Governing Law and Forum: This Agreement and any dispute arising under or
relating to it directly or indirectly shall be governed and interpreted under Florida
State law, without giving effect to its conflict of law provisions.
16. Notice: Any notice by either party to the other under this Agreement shall be in
writing and shall be addressed as set forth below, provided, however, that if either
party shall have designated a different address by written notice to the other, then
such notice shall be provided to the last address so designated. In the event that
either party changes its mailing address, phone number, or fax number, such party
shall provide the other party a five (5) day advance written notice of such change.
3
f
If to the CRA, notice shall be addressed to:
Brenda Smith, CRA Director
City of Crestview Community Redevelopment Agency
198 N. Wilson Street
Crestview, FL 32536
If to the Event Manager, notice shall be addressed to:
Kyle Vernon, RE Development, 6866 Caroline St, Milton, FL 32570
17. Public Records: Event Manager agrees to comply with the Florida Statutes in
Chapter 119 regarding public records, as applicable to this Agreement, specifically, Event
Manager agrees to:
A. Keep and maintain public records required by the CRA.
B. Upon request from the CRA's custodian of public records, provide the CRA
with a copy of the requested records or allow the records to be inspected or copied within
a reasonable time at a cost that does not exceed the cost as provided by law.
C. Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by law for
the duration of the Term and following completion of the Agreement for records not
transferred to the CRA.
D. Upon completion of the Agreement, transfer, at no cost, to the CRA all public
records in possession of the Event Manager. If the Event Manager transfers all public
records to the CRA upon completion of the Agreement, the Event Manager shall destroy
any duplicate public records that are exempt or confidential and exempt from public
records disclosure requirements. If the Event Manager keeps and maintains public records
upon completion of the Agreement, the Event Manager shall meet all applicable
requirements for retaining public records. All records stored electronically must be
provided to the CRA, upon request from the CRA's custodian of public records, in a format
that is compatible with the information technology systems of the CRA.
CRA reserves the right to unilaterally cancel this Agreement for Event Manager's
refusal to allow public access to records when such access is required by law. IF THE
EVENT MANAGER HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE EVENT MANAGER'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE
CUSTODIAN OF PUBLIC RECORDS AT 198 N. WILSON STREET, CRESTVIEW,
FLORIDA.
18. Third Party Beneficiaries: This Agreement is for the sole benefit of the parties to this
Agreement and their permitted successors and assigns. Nothing in this Agreement, either
express or implied, is intended to or will confer upon any other person or entity any legal
or equitable right, benefit or remedy of any nature whatsoever under or by reason of this
Agreement.
19. Entire Agreement: This Agreement, with Attachments, supersedes any prior
understandings or oral agreements between the parties regarding the subject matter hereof
and constitutes the entire understanding and agreement between the parties with respect to
the subject matter hereof, and there are no agreements, understandings, representations or
warranties among the parties other than those set forth herein.
20. Counterparts: This Agreement may be executed in counterparts, each of which will
be deemed to be an original, and such counterparts will, together, constitute and be one and
the same instrument. A signed copy of this Agreement delivered by telecopy, electronic
transmission or other similar means will be deemed to have the same legal effect as delivery
of an original signed copy of this Agreement.
IN WITNESS THEREOF, Event Manager and CRA have executed this Agreement
as of the date shown above.
"EVENT MANAGER"
RE DEVELOPMENT, INC.,
a Florida corporation
By: /
Kyle Verner
President
"CRA„
/1,
CITY OF CRESTVIEW COMMUNITY REDEVELOPMENT AGENCY,
a public body, corporate and politic
Jo locker
Chair
ATTEST:
Brenda Smith
CRA Director
APPROVED AS TO FORM:
By:
Carol A. Leone, CRA Legal Counsel
5
ATTACHMENT "A"
Scope of Services
CRA of Crestview Florida RESPONSIBILITIES
• Approve acquisition of all rental equipment
• Secure permits with the appropriate government agencies
• Create all ad placement, copy and design
• Design, copy, layout and print posters, if appropriate
• Produce and implement public relations plan and oversee press relations
• Design event t-shirt
• Determine and order appropriate number of t-shirts
• Work with appropriate City agencies, including but not limited to city of Crestview,
Parks Department, EMS, etc.
EVENT MANAGEMENT COMPANY SERVICES REQUIRED For the Jack Frost
WINTER FEST PRODUCTION
A. Winter Festival Development, Operations, Production and Execution
• Work with CRA of Crestview Florida staff to ensure the Winter Festival success
• Communicate in a timely manner
• Work with other stakeholders, including City agencies, where appropriate
• Prepare and oversee event budget
• Assist with creating and managing day of event programming design and decor
• Coordinate and manage Pre Festival activities
• Coordinate and supervise all aspects of Festivals set-up and event day
• Source, select and manage all event vendors
• Manage warehousing, shipping, inventory and transportation
• Plan site and ground layouts and create maps
• Hire labor and install/strike all Run/Walk day equipment and materials
• Create and execute on -site staffing plan
• Manage volunteers and hire and pay non-CRA of Crestview Florida event staff
• Assist with recruiting and training of volunteers
• Assist with recruiting event sponsors
• Assist with coordinating and managing additional Festival services (AN, supplies,
equipment, rentals, and staging)
• Assist with management in the cleaning of Festival Grounds, if needed
• Coordinate all event day programming
• Assist in sourcing and hiring musical act(s), emcee, celebrities, speakers, and other talent
• Assist with management of Winter Festival start programs
• Create and manage all aspects of the family day
• Engage food vendors
• Develop stage program with local talent
6
Contract Exhibit B Addendum
Breakdown of Dollars to RE Development
In the Financial Breakdown (Exhibit) prepared by Brenda Smith of the Crestview
CRA. The dollars allocated to RE Development are $15000.00. Those dollars are
being used to execute the event in the follow areas.
a. Musical Talent
b. Sound and Lighting production
c. Event Security
d. Event staffing
The income and profit for RE Development will be performance driven. We
believe in our capabilities to execute and produce an event which people will
enjoy and spend disposable dollars at. Our profit will come from the revenues
created on the day of the event.