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HomeMy WebLinkAboutCity of Tamarac Resolution R-2005-2341 Temp. Reso. #10850 11 /10/05 Page 1 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2005-�_ A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO AWARD RFP 05-13R AND EXECUTE AN AGREEMENT WITH JEFF ELLIS MANAGEMENT, LLC, FOR SWIMMING POOL MANAGEMENT SERVICES AT THE CAPORELLA AQUATIC CENTER, FOR AN AMOUNT NOT TO EXCEED $700,453.00, PLUS SHARED REVENUES, FOR A TWO-YEAR CONTRACT; APPROVING FUNDING FROM THE APPROPRIATE ACCOUNT; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Tamarac desires to provide its residents and visitors a higher level of service by enhancing and improving its outdoor recreation facilities and environment; and WHEREAS, in January 2002, the City of Tamarac received a grant from the Broward County Swim Central Program to design and build an aquatic complex; and WHEREAS, The Caporella Aquatic Center is currently under construction and is planned to open in the spring 2006; and WHEREAS, the City published Request for Proposails RFP #05-13R for the provision of Swimming Pool Management Services at the Caporella Aquatic Center; and WHEREAS, Request for Proposals RFP #05-13R is attached hereto as "Exhibit 1 "; and Temp. Reso. #10850 11/10/05 Page 2 WHEREAS, the City examined responses from Jeff Ellis & Associates d/b/a Jeff Ellis Management, LLC, and The Champion Corporation; and WHEREAS, the two above mentioned firms were requested to make formal presentations to the RFP Selection and Evaluation Committee consisting of Interim Director of Parks and Recreation Greg Warner, Parks Superintendent Lance H. Moll, Assistant Director of Public Works John Doherty, Safety Coordinator Vince Bernd, and Special Projects Coordinator Michael Gresek; and and WHEREAS, a copy of the ranking sheet is attached hereto as "Exhibit 2"; WHEREAS, the RFP Selection and Evaluation Committee determined that the response submitted by Jeff Ellis Management, LLC, attached hereto as "Exhibit 3" was best able to meet the needs of the City; and WHEREAS, the City of Tamarac has negotiated a contract with Jeff Ellis Management, LLC, for their services at a cost not to exceed $700,453.00, plus shared revenues, for a two-year contract, as outlined in the Scope of Services, attached hereto as "Exhibit 4"; and WHEREAS, it is the recommendation of the Interim Director of Parks and Recreation and the Purchasing and Contracts Manager that the contract for the Swimming Pool Management Services at the Caporella Aquatic Center be awarded to Jeff Ellis Management, LLC; and I Temp. Reso. #10850 11/10/05 Page 3 WHEREAS, the City Commission of the City of Tamarac, Florida, deems it to be in the best interest of the citizens and residents of the City of Tamarac to award the contract for the Swimming Pool Management Services at the Caporella Aquatic Center, at a cost not to exceed $700,453.00, plus shared revenues, for a two-year contract, as outlined in the Scope of Services. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: The foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. I SECTION 2: Jeff Ellis Management, LLC, is awarded the Request for Proposal for Swimming Pool Management Services at the Caporella Aquatic Center at a cost not to exceed $700,453.00, plus shared revenues, for a two-year contract, as outlined in the Scope of Services. SECTION 3: That the appropriate City officials are hereby authorized to execute an Agreement between Jeff Ellis Management, LLC, and the City of Tamarac for the Swimming Pool Management Services at the Caporella Aquatic Center (attached hereto as "Exhibit 4") SECTION 4: That funding will be available in the appropriate Parks and Recreation Department Operating Account. SECTION 5: All resolutions or parts of resolutions in conflict herewith are Ihereby repealed to the extent of such conflict. Temp. Reso. #10850 11/10/05 Page 4 SECTION 6: If any clause, section, other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. SECTION 7: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED AND APPROVED this day of PCcm1be(2005. JOE SCHREIBER MAYOR ATTEST: 1�4� � MARION SWENSON, CIVIC CITY CLERK RECORD OF COMMISSION VOTE: MAYOR SCHREIBER DIST 1: COMM. PORTNER DIST 2: V/M TALABISCO e-- DIST 3: COMM. SULTANOF 3S DIST 4: COMM. ROBEIRTS I HEREB y GER I I F Y inat I have approved this RESOLUTION as to form. SAMQEL S. GORI�N CITY ATTORNEY F1 I I 'Temp. xeso. 41ud-')u - Exhitart 1 INVITATION TO BID RFP 45-13R SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER Issued on behalf of the Parks & Recreation Department City of Tamarac Purchasing Division 7525 NW 88t" Avenue Room 108 Tamarac, Florida 33321-2401 (954) 724-2450 City of Tamarac IR t Purchasing and Contracts Division Date: May 9, 2005 "Committed to REQUEST FOR PROPOSALS ALL QUALIFIED PROPOSERS: RFP NO. 05-13R Sealed Proposals, addressed to the Purchasing and Contracts Manager of the City of Tamarac, Broward County, Florida, will be received in the Purchasing Office, 7525 NW 88th Avenue, Tamarac, Florida 33321-2401 until 4:00 PM local time, Wednesday, July 6,2005 for SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER. The City is soliciting proposals on behalf of the Tamarac Parks and Recreation Department to obtain the services of a qualified firm to provide management services at the Caporella Aquatic Center, 9300 NW 58th Street, Tamarac, Florida. Sealed Proposals must be received and time stamped in the Purchasing Office, either by mail or hand delivery, on or before the date and time referenced above. Any Proposals received after 4:00 p.m. on said date will not be accepted under any circumstances. Any uncertainty regarding the time a Proposal is received will be resolved against the Proposer. Official time will be measured by the time stamp in the Purchasing Office. A pre -proposal Conference will be held at 10:00 A.M., Thursday, June 23, 2005, in Room 105, at the Tamarac City Hall located at 7525 NW 88 th Ave., Tamarac, FL. City reserves the right to reject any or all Proposals, to waive any informalities or irregularities in any Proposals received, to re -advertise for Proposals, to award in whole or in part to one or more Proposers, or take any other such actions that may be deemed to be in the best interests of the City. Upon award, the City will require all vendors to obtain Performance & Payment Bonds equal to 100% of the value of the total Agreement. Proposal documents may be obtained from the Purchasing Office or via the Internet at hftp://www.tamarac.org/Dept/fin/purch/solicitations,html, For inquiries, contact the Purchasing Office at (954) 724-2450. Keith K. Glatz, CPPO Purchasing and Contracts Manager Publish Sun -Sentinel: Sunday, May 15, and Sunday, May 22, 2005 7525 NW 88th Avenue N Tamarac, Florida 33321-2401 0 (954) 724-2450 0 Fox (954) 724-2408 m www.tomorac.org Equal Opportunity Employer of Tamarac _AunqLqsing and Contracts Division REQUEST FOR PROPOSALS RFP 05-13R SWIMMING POOL MANAGEMENT SERVICES Definition: A Request for Proposal (RFP) is a method of procurement permitting discussions with responsible Offerors and revisions to proposals prior to award of a contract. Proposals will be opened in private. Award will be based on the criteria set forth herein. 1. INTRODUCTION The City is soliciting proposals on behalf of the Tamarac Parks and Recreation Department to obtain the services of a qualified firm to provide Swimming Pool Management Services for the Caporella Aquatic Center, located at 9300 NW 58 th Street, Tamarac, Florida. INFORMATION For information pertaining to this Request for Proposals (RFP), contact Purchasing at (954) 724-2450 or Mr. Greg Warner, Interim Director of Parks and Recreation at (954) 718-1782. Such contact shall be for clarification purposes only. Material changes, if any, to the scope of services or proposal procedures will be transmitted only by written addendum. It is preferred that all questions be submitted in writing, either via fax or email. Fax questions to (954) 724-2408 or email to 12urchasingCcD-tamarac.org. III. PRE -PROPOSAL CONFERENCE A Pre -proposal Conference shall be held on June 23, 2005 at 10:00 A.M. for answering questions related to this proposal. The conference will be held at Tamarac City Hall, 7525 NW 88th Ave (Pine Island Road), Tamarac, FL, Room 105, for purposes of familiarizing prospective vendors with the requirements of the proposal. Although the Pre -Proposal Conference is not mandatory, all prospective vendors shall be responsible for familiarizing themselves with all conditions and requirements of this proposal. IV. SCHEDULE OF EVENTS The schedule of events related to this Request for Proposals shall be as follows..- RFP Document issued June 17, 2005 Pre -Proposal Conference June 23, 2005 Deadline for Written Questions June 29, 2005 Deadline for Receipt of Proposals July 6, 2005 Evaluation of Proposals July 7 -- July 25, 2005 Presentations by Short-listed Proposers (if required) Week of August 8, 2005 Final Recommendation August 15, 2005 Anticipated Award by Commission September 14, 2005 All dates are tentative. City reserves the right to change scheduled dates. of Tamarac Purchasing and Contracts Division V. INSTRUCTIONS TO OFFERORS STANDARD TERMS AND CONDITIONS RFP 05-13R SWIMMING POOL MANAGEMENT SERVICES GENERAL TERMS AND CONDITIONS These General Terms and Conditions apply to all offers made to the City of Tamarac by all prospective Proposers, including but not limited to, Requests for Quotes, Requests for Proposal and Requests for Bid. As such the words "bid", 11proposal" and "offer" are used interchangeably in reference to all offers submitted by prospective Proposers. The City of Tamarac reserves the right to reject any or all proposals, to waive any informalities or irregularities in any proposals received, to re -advertise for proposals, to enter into contract negotiations with the selected Proposer or take any other actions that may be deemed to be in the best interest of the City of Tamarac. 2. DEFINED TERMS Terms used in these Instructions to Offerors are defined as follows: 2.1 "Offeror" - one who submits a Proposal in response to a solicitation, as distinct from a Sub -Offeror, who submits a Proposal to the Offeror. 2.2 "Proposee'— one who submits a Proposal in response to a solicitation. The terms "Offeror" and "Proposer' are used interchangeably and have the same meaning. 2.3 . "Successful Offeror" - the qualified, responsible and responsive Offeror to whom City (on the basis of City's evaluation as hereinafter provided) makes an award. 2.4 "City" - the City of Tamarac, a municipal corporation of the State of Florida. 2.5 "Proposal Documents" - the Request for Proposals, Instructions to Offerors, Offeror's Qualifications Statement, Non -Collusive Affidavit, Certified Resolution, Vendor Drug -Free Workplace, Offeror's Proposal, Proposal Security and Specifications, if any, and the proposed Contract Documents (including all Addenda issued prior to opening of Proposals). 2.6 "Contractor" - the individual(s) or firm(s) to whom the award is made and who executes the Contract Documents. 3. SPECIAL CONDITIONS Where there appears to be variances or conflicts between the General Terms and Conditions and the Special Conditions and/or Scope of Work outlined in this proposal, the Special Conditions and/or the Scope of Work shall prevail. City of Tamarac and Contracts Division .. . . . . . ................ 4. EXAMINATION OF CONTRACT DOCUMENTS AND SITE 4.1. Before submitting a Proposal, each Offeror must visit the site (if applicable to the project) to become familiar with the facilities and equipment that may in any manner affect cost or performance of the work; must consider federal, state and local laws, ordinances, rules and regulations that may in any manner affect cost or performance of the work, must carefully compare the Offeror's observations made during site visits or in review of applicable laws with the Proposal Documents; and must promptly notify the Purchasing and Contracts Manager of all conflicts, errors and discrepancies, if any, in the Proposal Documents. 4.2. The Offeror, by and through the submission of a Proposal, agrees that Offeror shall be held responsible for having examined the facilities and equipment (if applicable); is familiar with the nature and extent of the work and any local conditions that may affect the work, and is familiar with the equipment, materials, parts and labor required to successfully perform the work. S. OMISSION OF DETAILS / VARIANCES AND EXCEPTIONS 5.1 The apparent silence of the requirements as to any detail, or the apparent omission of a detailed description concerning any point, shall be regarded as meaning that only the best commercial practice is to prevail, and that only material and workmanship of the finest quality is to be used. All interpretations of the specifications shall be made on the basis of this statement. Omission of any essential details from these specifications will not relieve the Proposer of supplying such services or product(s) as specified. 5.2 For the purpose of evaluation, the Offeror must indicate any variance or exceptions to the stated requirements, no matter how slight. Deviations should be explained in detail. Absence of variations and/or corrections will be interpreted to mean that the Offeror meets all the requirements in every respect. 6. INTERPRETATIONS AND ADDENDA If the Offeror is in doubt as to the meaning of any of the Proposal Documents, believes that the General Conditions, Special Conditions and/or Technical Specifications contain errors, contradictions or obvious omissions, or has any questions concerning the information contained in the RFP documents, the Offeror shall submit a written request to the Purchasing Office for interpretation or clarification. Such request must reference RFP name and number, and should be received by the Purchasing Office at least ten (10) calendar days prior to the Proposal opening date. Questions received less than ten (10) calendar days prior to the Proposal opening may not be answered. Interpretations or clarifications in response to such questions will be issued in the form of a written addendum transmitted via either fax or email to all parties recorded by the Purchasing Office as having received the Proposal Documents. The issuance of a written addendum shall be the only official method whereby such an interpretation or clarification will be made. 7. COSTS AND COMPENSATION City of Tamarac Purchasing and Contracts Division 7.1. Costs and compensation shall be shown in both unit prices and extensions whenever applicable. In the event of discrepancies existing between unit prices and extensions or totals, the unit prices shall govern. 7.2. All costs and compensation shall remain firm and fixed for acceptance for 60 calendar days after the day of the Proposal opening. 7.3. The price proposal shall include all franchise fees, royalties, license fees, etc., as well as all costs for transportation or delivery as applicable within the scope of the solicitation. 7.4. Offeror shall provide information for components as shown in the Proposal Form. 8. NON -COLLUSIVE AFFIDAVIT Each Offeror shall complete the Non -Collusive Affidavit form and shall submit the form with their Proposal. City considers the failure of the Offeror to submit this document may be cause for rejection of the Proposal. 9. PUBLIC ENTITYCRIMES In accordance with Florida Statutes §287-133 (2)(a): A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Florida Statutes §287.017 for Category Two, for a period of 36 months from the date of being placed on the convicted vendor list. 10. CONFLICT OF INTEREST The award of any contract hereunder is subject to the provisions of Chapter 112, Florida Statutes. Offerors must disclose with their Proposal the name of any officer, director, partner, proprietor, associate or agent who is also an officer or employee of City or any of its agencies. Further, all Offerors must disclose the name of any officer or employee of City who owns, directly or indirectly, an interest of five percent (5%) or more in the Offeror's firm or any of its branches or affiliate companies. 11. PERFORMANCE BONDS AND INSURANCE Upon award of a contract, the Successful Cifferor, as required within the scope of the solicitation, may be required to submit performance bonds and/or payment bonds. Offeror shall provide certificates of insurance in the manner, form and amount(s) specified. 12. SUMMARY OF DOCUMENTS TO BE SUBMITTED WITH PROPOSALS of Tamarac Purchasing and Contracts Division . . . ....... . ... The following is a summary of documents required to be submitted for this proposal. Failure to include a technical proposal, cost proposal, bid surety (if required below), or any other document that, by its omission, may prejudice the rights of other respondents, may result in immediate rejection of your proposal. Other forms or documents which, by their nature do not impact price or the Offeror's cost of doing business should accompany the Proposal; but must be provided within three (3) business days of the City's request to be considered responsive. One (1) original and Six (6) copies are requested. 12.1 Technical Proposal & Work Plan 12.2 Cost Proposal (See "Proposal Form" herein) 12.3 Project schedule, including implementation and staffing plan. 12.4 Certification Forms 12.5 Certified Resolution Form (or firm's own Corporate Resolution) 12.6 Offeror's Qualifications Statement Form 12.7 References (Please provide a minimum of three (3) references) 12.8 Vendor Drug Free Workplace Form 12.9 Non -Collusive Affidavit Form 12.10 Proof of applicable insurance 12.11 Proposer's most recent audited financial statement, or additional documentation approved by the City providing for proof of financial viability. 13. SUBMISSION OF PROPOSALS 13.1 Proposals must be typed or printed in ink. Use of erasable ink is not permitted. All corrections to prices made by the Offeror should be initialed. 13.2 Proposals must contain a manual signature of a corporate officer or designee with the proven authority to bind the firm in matters of this nature. The address and telephone number for any communications regarding the Proposal must be included. 13.3 Proposals shall contain an acknowledgment of receipt of all addenda. 13.4 Proposals by corporations must be executed in the corporation's legal name by the President or other corporate officer, accompanied by evidence of authority to sign. Evidence of authority shall be provided on the enclosed Certified Resolution form, or by the company's own Corporate Resolution. 13.5 Proposals by partnerships must be executed in the partnership name and signed by a partner, whose title must appear under the signature. 13.6 Proposals shall be submitted to the Purchasing Office on or before the time indicated in the Request for Proposals, Proposals shall be submitted in a sealed envelope (faxed proposals will not be accepted under any circumstances). The City of Tamarac and Contracts Division envelope should be clearly marked on the exterior with the applicable solicitation name and number. The envelope should state the name and address of the Offeror and should be include all documents as specified in the Request for Proposals. Purchasing and Contracts Division staff is not responsible for the premature opening of a Proposal that is not properly addressed and identified. 13.7 In accordance with Florida Statutes, Chapter §1 19.07(l)(a) and except as may be provided by other applicable state and federal law, the Request for Proposals and the responses thereto are in the public domain. However, Proposers are requested to specifically identify in the submitted Proposal any financial information considered confidential and/or proprietary which may be considered exempt under Florida Statute §1 19.07(t). 13.8 All Proposals received from Offerors in response to the Request for Proposals will become the property of City and will not be returned. In the event of Contract award, all documentation produced as part of the Contract shall become the exclusive property of City. 13.9 The Proposer preparing a submittal in response to this RFP shall bear all expenses associated with its preparation. The Proposer shall prepare a submittal with the understanding that no claim for reimbursement shall be submitted to the City for the expense of proposal preparation and/or presentation. 14. MODIFICATION AND WITHDRAWAL OF PROPOSALS 14.1 Proposals may be modified or withdrawn by a duly executed document signed by a corporate officer or other employee with designated signature authority. Evidence of such authority must accompany the request for withdrawal or modification. The request must be delivered to the Purchasing Office at any time prior to the deadline for submitting Proposals. Withdrawal of a Proposal will not prejudice the rights of an Offeror to submit a new Proposal prior to the Proposal opening date and time. No Proposal may be withdrawn or modified after the date of proposal opening has passed. 14.2 If, within twenty-four (24) hours after Proposals are opened, any Offeror files a duly signed, written notice with the Purchasing Office, and within five (5) calendar days thereafter demonstrates to the reasonable satisfaction of City, by clear and convincing evidence, that there was a material and substantial mistake in the preparation of its Proposal, or that the mistake is clearly evident on the face of the Proposal, but the intended correct Proposal is not similarly evident, Offeror may withdraw its Proposal and any bid security will be returned. Thereafter, the Offeror will be disqualified from further bidding on the subject Contract. 15. REJECTION OF PROPOSALS 15.1 To the extent permitted by applicable state and federal laws and regulations, City reserves the right to reject any and all Proposals, to waive any and all informalities not involving price, time or changes in the work with the Successful City of Tamarac and Contracts Division Offeror, and to disregard all nonconforming, non -responsive, unbalanced or conditional Proposals. Proposals will be considered irregular and may be rejected if they show serious omissions, alterations in form, additions not called for, conditions or unauthorized alterations, or irregularities of any kind. 15.2 City reserves the right to reject the Proposal of any Offeror if City believes that it would not be in its best interest of to make an award to that Offeror, whether because the Proposal is not responsive, the Offeror is unqualified, of doubtful financial ability, or fails to meet any other pertinent criteria established by City within the scope of the solicitation. 16. QUALIFICATIONS OF PROPOSERS 16.1 Each Offeror shall complete the Offeror's Qualifications Statement and submit the form with the Proposal. Failure to submit the Offeror's Qualifications Statement and the documents required thereunder may constitute grounds for rejection of the Proposal. 16.2 As a part of the evaluation process, the City may conduct a background investigation including a criminal record check of Proposer's officers and/or employees. Proposer's submission of a proposal constitutes acknowledgement of and consent to such investigation. City shall be the sole judge in determining Proposer's qualifications. 16.3 No proposal shall be accepted from, nor will any contract be awarded to, any person who is in arrears to City for any debt or contract, who is a defaulter, as surety or otherwise, of any obligation to City, orwho is deemed irresponsible for unreliable by City. City will be the sole judge of said determination. 16.4 City reserves the right to make a pre -award inspection of the Offeror's facilities and equipment prior to award of Contract. 16.5 Employees of the Proposer shall at all times be under its sole direction and not an employee or agent of the City. The Proposer shall supply competent and physically capable employees. The City may require the Proposer to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable. Proposer shall be responsible to the City for the acts and omissions of all employees working under its directions. 17 REFERENCES Offeror shall provide reference data as requested herein along with proposal which shall include the following: 17.1 A minimum of three (3) references from Municipal or Public Pool Facilities. (References from private clubs, condominiums, hotels or apartment complexes will not be accepted.) 17.2 Facilities with pool water area equal to in size, or greater than that located at the City of Tamarac facility. 17.3 All Municipal or public pool references provided must have been operation for a minimum of five consecutive years. Offeror shall state their experience at each of Tamarac and Contracts Division of these facilities. 17.4 References shall include facility name, contact person and title, telephone number, address and number of years that facility was operated by Offeror. 18 INSURANCE 18.1 Offeror agrees to, in the performance of work and services under this Agreement, comply with all federal, state, and local laws and regulations now in effect, or hereinafter enacted during the term of this agreement that are applicable to Offeror, its employees, agents, or subcontractors, if any, with respect to the work and services described herein. 18.2 Offeror shall obtain at Offeror's expense all necessary insurance in such form and amount as required by this proposal or by the City's Risk Manager before beginning work under this Agreement. Offeror shall maintain such insurance in full force and effect during the life of this Agreement. Offeror shall provide to the City's Risk Manager current certificates of all insurance required under this section prior to beginning any work under this Agreement. 18.3 Offeror shall indemnify and save the City harmless from any damage resulting to it for failure of either Offeror or any Sub -Offeror to obtain or maintain such insurance. 18.4 The following are required types and minimum limits of insurance coverage, which the Offeror agrees to maintain during the term of this contract: Line of Business/ Coverage Occurrence Aggregate Commercial General Liability $2,000,000 $2,000,000 Including: Premises/Operations Contractual Liability Personal Injury Explosion, Collapse, Underground Hazard Fire Legal Liability Prod ucts/Completed Operations Broad Form Property Damage Cross Liability and Severability of Interest Clause Incidental Medical Malpractice Automobile Liability $1,000,000 $1,000,000 Workers' Compensation & Employer's Statutory Liability 18.5 The City reserves the right to require higher limits depending upon the scope of work under this Agreement. M City of Tamarac Purchasing and Contracts Division 18.6 Neither Offeror nor any Sub -Offeror shall commence work under this contract until they have obtained all insurance required under this section and have supplied the City with evidence of such coverage in the form of an insurance certificate and endorsement. The Offeror will ensure that all Sub -Offerors will comply with the above guidelines and will maintain the necessary coverages throughout the term of this Agreement, 18.7 All insurance carriers shall be rated at least A-VII per Best's Key Rating Guide and shall be licensed to do business in Florida. Policies shall be "Occurrence" form. Each carrier will give the City sixty (60) days notice prior to cancellation. 18.8 The Offeror's liability insurance policies shall be endorsed to add the City of Tamarac as an "additional insured". The Offeror's Workers' Compensation carrier will provide a Waiver of Subrogation to the City. 18.9 The Offeror shall be responsible for the payment of all deductibles and self - insured retentions. The City may require that the Offeror purchase a bond to cover the full amount of the deductible or self -insured retention. 18-10 If the Offeror is to provide professional services under this Agreement, the Offeror must provide the City with evidence of Professional Liability insurance with, at a minimum, a limit of $2,000,000 per occurrence and in the aggregate. "Claims -Made" forms are acceptable only for Professional Liability. 18.11 The Successful Offeror agrees to perform the work under the Contract as an independent contractor, and not as a subcontractor, agent or employee of City. 19 INDEMNIFICATION 19.1 GENERAL INDEMNIFICATION: Contractor shall, in addition to any other obligation to indemnify the City and to the fullest extent permitted by law, protect, defend, indemnify and hold harmless the City, it's agents, elected officials and employees from and against all claims, actions, liabilities, losses (including economic losses), damages and costs arising out of any actual or alleged: a). Bodily injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting therefrom, or any other damage or loss arising out of or resulting, or claimed to have resulted in whole or in part from any actual or alleged act or omission of the Contractor, any sub -Contractor, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable in the performance of the Work; or b). violation of law, statute, ordinance, governmental administration order, rule, regulation, or infringement of patent rights by Contractor in the performance of the Work; or c). liens, claims or actions made by the Contractor or any sub -contractor under workers compensation acts; disability benefit acts, other employee benefit acts or any statutory bar. Any and all cost and expenses, including attorney's fees, incurred by the City to enforce this agreement shall be the responsibility of 10 of Tamarac Purchasing and Contracts Division the Contractor. 19.2 Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 19.3 The Contractor shall pay all claims, losses, liens, settlements orjudgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 19.4 City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor under the indemnification agreement. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 20. DELIVERIES Any item requiring delivery by the Offeror or by sub -contractors shall be delivered F.O.B. destination to a specific City address. All delivery costs and charges must be included in the bid price. If delivery of an item is required, the City reserves the right to cancel the delivery order(s) or any part thereof, without obligation if delivery is not made at the time specified in the proposal 21. WARRANTIES 21.1 Successful Offeror warrants to City that the consummation of the work provided for in the Contract documents will not result in the breach of any term or provision of, or constitute a default under any indenture, mortgage, contract, or agreement to which Successful Offeror is a party. 21.2 Successful Offeror warrants to City that it is not insolvent, it is not in bankruptcy proceedings or receivership, nor is it engaged in or threatened with any litigation, arbitration or other legal or administrative proceedings or investigations of any kind which would have an adverse effect on its ability to perform its obligations under the Contract. 21.3 Successful Offeror warrants to City that it will comply with all applicable federal, state and local laws, regulations and orders in carrying out its obligations under the Contract. 21.4 All warranties made by Successful Offeror together with service warranties and guarantees shall run to City and the successors and assigns of City. 22. CONDITIONS OF MATERIAL All materials and products supplied by the Offeror in conjunction with this proposal shall be new, warranted for their merchantability, fit for a particular purpose, free from defects and consistent with industry standards. The products shall be delivered to the 11 of Tamarac Purchasing and Contracts Division . ................ ... City in excellent condition. In the event that any of the products supplied to the City are found to be defective or do not conform to the specifications, the City reserves the right to return the product to the Bidder at no cost to the City, Successful Offeror shall furnish all guarantees and warranties to the Purchasing Division prior to final acceptance and payment. The warranty period shall commence upon final acceptance of the product. 23. COPYRIGHTS OR PATENT RIGHTS The Offeror warrants that there has been no violation of copyrights or patent rights in manufacturing, producing or selling the goods shipped or ordered as a result of this bid, The seller agrees to hold the City harmless from all liability, loss or expense occasioned by any such violation. 24. SAFETY STANDARDS The Proposer warrants that any product(s) and / or services supplied to the City shall conform with all respects to the standards set forth in the Occupational Safety and Health Act and its amendments to any industry standards, if applicable. Successful Contractor shall maintain on -site, current IVISDS sheets for any and all chemicals purchased, maintained or utilized in connection with the performance of this any agreement resulting from this solicitation. 25. INSPECTION The City shall have the right to inspect any materials, components, equipment, supplies, services or completed work specified herein. Any of said items not complying with these specifications are subject to rejection at the option of the City. Any items rejected shall be removed from the premises of the City and/or replaced at the entire expense of the successful vendor. 26. NON-DISCRIMINATION AND EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Contract, the successful Offeror shall not discriminate against any employee or applicant for employment because of race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. The successful Offeror will take affirmative action to ensure that employees are treated during employment, without regard to their race, religion, color, gender or national original, or disability. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The successful Offeror(s) shall agree to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The successful Offeror further agrees that he/she will ensure that Subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 27. TAXES Successful Offeror shall pay all applicable sales, consumer use and other similar taxes 12 of Tamarac and Contracts Division required by law. 28. PERMITS, FEES AND NOTICES Successful Offeror shall secure and pay for all permits and fees, licenses and charges necessary for the proper execution and completion of the work, if applicable. The costs of all permits, fees, licenses and charges shall be included in the Price Proposal except where expressly noted in the specifications. 29. PERFORMANCE Failure on the part of the Offeror to comply with the conditions, terms, specifications and requirements of the bid shall bejust cause for cancellation of the proposal award. The City may, by written notice to the Proposal, terminate the contract for failure to perform. The date of termination shall be stated in the notice. The City shall be the sole judge of nonperformance. 30. TERMINATION FOR CAUSE AND DEFAULT 30.1 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City should the Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 30.2 Failure on the part of the Offeror to comply with the conditions, terms, specifications and requirements of the RFP shall be just cause for the cancellation of the RFP award. The City may, by written notice to the Offeror, terminate the contract for failure to perform. The date of termination shall be stated in the notice. The City shall be the sole judge of non-performance. 31. TERMINATION FOR CONVENIENCE OF CITY Upon ninety (90) calendar days written notice delivered by certified mail, return receipt requested, to Successful Offeror, City may without cause and without prejudice to any other right or remedy, terminate the agreement for City's convenience whenever City determines that such termination is in the best interests of City. Where the agreement is terminated for the convenience of City, the notice of termination to Successful Offeror must state that the Contract is being terminated for the convenience of City under the termination clause and the extent of termination. Upon receipt of the notice of termination for convenience, Successful Offeror shall promptly discontinue all work and, to the extent indicated on the notice of termination, shall terminate all outstanding subcontracts and purchase orders as they relate to the terminated portion of the Contract, shall refrain from placing further orders and/or contracting with subcontractors, and shall complete any continued portions of the work. 32. FUNDING OUT This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and 13 of Tamarac Purchasing and Contracts Division is subject to termination based on lack of funding. 33. AUDIT RIGHTS City reserves the right to audit the records of Successful Offeror, relating to this contract, at any time during the term of the Contract, and for a period of three (3) years after completion of contract. If required by City, Successful Offeror shall agree to submit to an audit by an independent Certified Public Accountant selected by City. Successful Offeror shall allow City to examine and review the records of Successful Offeror at any and all times during normal business hours during the term of the Contract. 34. ASSIGNMENT 34.1 Successful Offeror shall not assign, transfer or subject the Contract or its rights, title, interests or obligations therein without City's prior written approval. 34.2 Violation of the terms of this paragraph shall constitute a breach of the Contract by Successful Offeror and City may, at its discretion, cancel the Contract. All rights, title, interest and obligations of Successful Offeror shall thereupon cease and terminate. 35. EMPLOYEES / INDEPENDENT CONTRACTOR 35.1 Employees of the successful Contractor shall at all times be under its sole direction and not an employee or agent of the City. The Contractor shall supply competent and physically capable employees. The City may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable. Bidder shall be responsible to the City for the acts and omissions of all employees working under its directions. 35.2 Successful Contractor undertakes performance of the services as an independent contractor under this Agreement, and shall be wholly responsible for the methods of performance. The City shall have no right to supervise the methods used, but the City shall have the right to observe such performance. Contractor shall work closely with the City in performing services under this Agreement. Personal services provided by the Contractor shall be by employees of the Contractor and subject to supervision by the Contractor, and not as officers, employees, or agents of the City. Personnel policies, tax responsibilities, social security and health insurance, employee benefits, purchasing policies and other similar administrative procedures applicable to services rendered under this Agreement shall be those of the Contractor. 36. TAXES The City of Tamarac is exempt from all Federal, State, and Local taxes. An exemption certificate will be provided where applicable upon request. 37. GOVERNING LAW: The laws of the State of Florida shall govern this Agreement. Venue shall be Broward County, Florida. 14 of Tamarac Purchasing & Contracts Division . .. ....... V11. STATEMENT OF WORK SWIMMING POOL MANAGEMENT SERVICES A. SCOPE OF PROPOSAL The purpose of this Request for Proposals is to obtain the services of a qualified firm to provide Swimming Pool Management Services on behalf of the City of Tamarac Parks and Recreation Department, in conformity with the requirements contained herein. The City is seeking a contract for a term of two (2) years, with two (2) additional two- year renewal terms based upon satisfactory performance and mutual agreement of both parties. Background The City of Tamarac is seeking proposals from qualified swimming pool management firms, hereafter referred to as "Contractors". The City of.Tamarac has established minimum specifications which include special and specific firm qualifications to assure and maintain the quality of the programs provided at the facility. The successful pool management contractor shall possess municipal swimming pool management skills and experience with swimming facilities that are similar to the Caporella Aquatic Center. They shall have the ability to perform quality work, as solely determined by the City of Tamarac, which qualifies it to operate the Aquatic Center as detailed and specified. The City of Tamarac is planning on opening a new open aired swimming pool facility in April 2006, named the Caporella Aquatic Center. The facility is located at 9300 NW 58 th Street in Tamarac, Florida. Included in the facility is a 25yd.x 25 m. 8 lane heated pool, children's water activity area, picnic shelter, wellness center, locker rooms, office space, pool equipment/storage room, and concession stand. The center was designed and engineered by DeRose Design Consultants, Inc. in association with Scharf & Associates Inc. constructed by Seawood Builders. Successful contractor will provide all necessary staff and programming for the operation and management of the swimming pool and children's activity area. The City of Tamarac will provide an onsite manager responsible for overseeing the entire Aquatic Center, including the wellness center and revenue collection. City of Tamarac has four primary Aquatic Center Conceptual Objectives: Safety: To insure safety is maintained at a high level in both the pool area and the children's water activity area. 2. Customer Satisfaction: To be accomplished through creative marketing and effective management of the facility. 15 offeror's Qualification Statement City of Tamarac *­­--­--11­1-111 ­­ I----- Purchasing & Contracts Division 3. Creative Programming: To provide quality and creative programming that will attract a variety of patrons from throughout the City thereby increasing utilization and revenue. 4. Direction: It is the City's intent, under the contract resulting from this solicitation to provide the opportunity for public swimming in the same manner and with the same high regard for public interest as if the City managed, operated, and maintained the Aquatic Center itself. The Scope of Services included herein outlines this level of service. The evaluation of competing firms and individuals will put particular emphasis on determining which firm is most likely to be able to meet all four objectives listed above. Interested firms should assure that their proposals explain how, if selected, they will go about meeting these goals. In addition, Offerors shall clearly detail how their prior experience, and that of their key personnel, has equipped them to succeed in meeting the goals. The selected management firm will, from the onset, be held to a very high level of performance in management, operations, marketing, and maintaining the Aquatic Center. An innovative and effective marketing program that attracts patrons and operation which pleases the customers are both essential. B. SERVICES TO BE PROVIDED 1 . Stock and supply uniforms for all staff. 2. Complete a daily documented (written) safety check of Aquatic Center. 3. Check and test all safety equipment. 4. Develop, implement and supervise a swim instruction program for all ages and abilities, including those with special needs. Swim program must meet Broward County Swim Central Criteria. Group lessons will be made available to address special interest groups, with special attention to the disabled, elderly, low income and disadvantaged community, in concert with programs offered through or endorsed by the Tamarac Parks and Recreation Department. 5. Develop, implement and supervise a water aerobics program for varied ability levels. 6. Develop, implement and supervise aquatic activity programs and special events for the community and community groups. 7. Manage customer service complaints or inquiries according to the City protocol. 8. Provide set-up and take -down for special events, including swim meets. 9. Provide on -site or on -call management staff during special events. 10. Provide on -site or on -call management staff for after-hours emergency. 16 Offeror's Oualification Staternent of Tamarac Purchasing & Contracts Division 11. Maintain equipment and supplies. 12. Maintain cleanliness of all areas of the facility, including locker rooms, rest rooms, lobby, offices, pool deck, storage areas during operational hours. 13. Supply and insure adequate inventory of first aid kits adequate to the size and operation of the facility. 14. Maintain and operate the filter equipment in accordance with health department requirements. 15, Vacuum pools. Pool and water activity area will be vacuumed daily. Pools and water activity area will be vacuumed before the public enters. This includes before the public enters for swimming lessons. 16. Backwash the filter system as required by manufacturer. 17. Work with the City in handling complaints users may have, reporting all complaints to the Parks and Recreation Department. 18. Contractor will clean the hair and lint strainers on all pumps and associated filtering devices. This should be done as needed or when managers and or City personnel notice a reduction in flow. 19. Determine scheduling of courses and programs offered by the Caporella Aquatic Center to maximize service, revenue and participation, and to satisfy clients. 20. Maintain the swimming pools and related mechanical systems in accordance with recommended guidelines. The Aquatic Center Manager supplied by the Management Firm will be responsible for their routine cleaning, maintenance and water quality. 21. The Successful Contractor shall provide operator maintenance of pool and water activity area, and equipment that are a part of this Contract. At least twice per year, the Successful Contractor will inventory and report on the general condition of equipment. Notwithstanding this or any other section, nothing shall prevent the City of Tamarac from the right to inspect pool, buildings, fixtures, improvements, furnishings, machinery or equipment at any time, that are a part of this Contract. C. MINIMUM REQUIREMENTS The on -site Manager for the Contractor, and the Management Team must have, AT A MINIMUM, the following expertise, certification, or proven capability: I Certified Pool Operator (CPO) or Aquatic Facility Operator (AFO) certification. 2. Experience in the planning, organizing, and running of USA Swimming sanctioned competitions. 3. Lifeguard Instructor certification from a nationally recognized agency. 17 offeror's Qualification Statement City of Tamarac Purchasing & Contracts Division ..... . ... . .......... 4. Swim Instructor trainer certification from a nationally recognized agency. 5. Five (5) years experience. in managing an aquatic facility of comparable or greater size and budget of Caporella Aquatic Center. 6. Proficient with computers, database software, and other necessary software. 7. Experience in successfully implementing an aquatic risk management system that includes at a minimum, facility operations audits, lifeguard performance audits, and vigilance awareness validation. 8. Evidence of knowledge of current aquatic industry standards of care related to water chemistry and disease prevention procedures: lifeguard best practices; use of adjunct equipment (i.e. Emergency Oxygen, Automated External Defibrillator, etc.); Risk Management best practices, Community based programming, Competitive Swimming and Event Management. 9. Successful Contractor shall furnish an:appropriate�rium,,ber,df�.Person,nel, at detotmine�d���by.�thd�'��.Ci.ty', in':compliance With feddr.!Vor stafte:st'stotes, or local ord'i0ames, for the operation of a safe and sanitary Aquatic Center and who will be employed exclusively for the performance of said contract. All lifeguards will hold a minimum qualification of an advance lifeguard certificate from a nationally recognized certification program (such as Red Cross, Ellis or Starfish Aquatics), and preferably be at least 18 years of age. Said personnel will be furnished in a manner to operate the Aquatic Center in the safest manner possible and in the best interest of the City. All management personnel (pool manager, pool assistant manager and head guards) and lifeguards shall be trained and certified in operation of the City owned "Automatic External Defibrillator" unit. The City reserves the right to approve or disapprove any proposed staffing schedule. All personnel must be uniformly identified at all times. All personnel employed by the contractor in the performance of fulfilling the contract for the operation of the Aquatic Center shall be considered employees of the contractor and not of the City. All Federal (OSHA), State and Broward County standards must be followed for both the employees and participants (citizens) with respect to Bloodborne Pathogens and infectious diseases. All personnel employed by the contractor shall be paid in accordance with the minimum Federal Wage and Hour Laws. The contractor shall be responsible for the payment of all employment taxes and Social Security taxes related to the employment of said personnel. The City shall have the right to request replacemeht of any of the contractor's employees who's conduct, character or performance is detrimental to the best interest of the City, and the contractor agrees to make such replacement within five (5) days. 10. All employees are required to have First Aid and CPR Certification. Instructors providing lessons are required to have Life Guard and Water Safety Instructors (WSI) certification, or the equivalent, as well as training or certification in adaptive aquatics for the handicapped. 11. All employees will be expected to perform their duties in a professional, 18 Offeror's Qualification Statement of Tamarac Purchasing & Contracts Division service -oriented manner. Adherence to quality standards will be required. 12. Adequate personnel will be on duty at the facility daily to assure safety and good service. C. HOURS OF OPERATION Management Firm shall provide for the operation of the facility seven (7) days per week, Monday through Sunday from 9:00 A.M. to 6:00 P.M. The City reserves the right to extend the hours, with at least seven (7) days notice to the Contractor. The Management Firm shall operate the facility a minimum of 63 hours per week except for a holiday as authorized by the City (New Year's Day, Thanksgiving, Christmas). Any changes in hours of service (other than those dictated by emergencies) shall be made with prior approval of the City. Fine tuning to maximize revenues and minimum costs must be an ongoing priority. It shall be recognized that Commission budget decisions may reduce or extend operating hours. D. CONTRACTOR RESPONSIBILITIES The Management Firm shall perform minor adjustments and maintenance to the equipment as part of this management contract at their expense. All repairs and replacement of equipment needed to continue the operation of the Aquatic Center and to maintain health and safety standards shall also be performed by the contractor at their expense but not to exceed $1,000.00 per occurrence. The City will be responsible for the maintenance and replacement of the building, structures, utilities, and surrounding areas including shrubbery, except policing for trash, waste, garbage, and other debris while the facility is opened. 2. Management Firm shall be responsible for the care and repair of City property used for the operation of the Aquatic Center. The Contractor shall be held accountable for those losses and damages to buildings and City owned property due to theft or abuse during the hours of operation of the Aquatic Center. The Contractor shall take affirmative action to prevent losses and damages to City owned property during hours of operation. 3. Damaged or malfunctioning equipment shall be reported immediately to the Parks and Recreation Department. If not reported, Contractor shall be responsible for damages. 4. The highest standards of safety, hospitality, courtesy and instructional excellence are required. The facility shall be managed so that the needs and desires of "open swimmers" and "swimming teams" are recognized and accommodated. The Management Firm must recognize the City's objective of making the facility as self-supporting as possible. Attainment of this goal requires that the Aquatic Center Management Firm aggressively market the facility and assure that operations conform to the highest professional business management standards. 19 offeror's Qualification Statement of Tamarac Purchasing & Contracts Division 5. It is emphasized that the City requires the Management Firm to assure that the physical plant, particularly the mechanical systems, be maintained to a high standard. Emphasis must be placed on a carefully designed preventive maintenance program which will extend system life, save "down stream costs" and assure operational reliability. To this end, the Management Firm shall monitor the mechanical systems and provide due diligence in notifying the City of any potential problems. 6. Recruit, hire, train, schedule and supervise lifeguards and head lifeguards/duty managers. The contractor shall provide for criminal background checks for reference and for criminal behavior, including sexual offender checks. 7. Develop and implement operating policy and procedure. Operating policies will be consistent with public ownership and the public's interest in the pool complex. 8. Develop and implement emergency action plans for all possible emergencies, including procedures for heightened security alerts and hurricane preparedness. 9. Develop and implement water quality and pump room maintenance plan. 10. Develop and implement an in service training program as per guidelines of a nationally certified program. 11. Develop and implement an aquatic risk management system, 12. Notify the Parks and Recreation Department of necessary repairs/maintenance concerns and assist in coordinating and contracting work. 13. Develop and monitor user group schedules and lane assignments to maximize pool use and income. 14. Consult with the City's Parks and Recreation Department regarding preparation of annual operating budget and capital repairs. 15. Develop and implement a marketing and promotion plan. 16. Assume all risk and liability for the operation and management of the swimming pool and children's activity area ( excluding parking lot and areas outside swimming facility). 17. Enforce all rules and regulations stipulated by the City and suggest and advise with regard to additional rules and regulations for the operation of the pool. 18. Maintain tests and records as required by the State of Florida, Broward County, and the City of Tamarac and meet all requirements for such. 19. Maintain any additional records as reasonably required by the City. 20 Offeror's Qualification Statement City of Tamarac Purchasing & Contracts Division 20. The Contractor will retain a record of all problem situations (mechanical, structural, or in regards to staffing issues), as well as any incidents and /or claims that are brought to their attention and the steps taken to rectify the problem. The City will be provided a copy of this log to review at weekly (at a minimum) intervals. The City will be given a copy of any background documentation and / or records related to incidents and claims information for the facility at least quarterly. 21. Provide the required lifeguards, instructors, lesson coordinators, marketing, and any other employees which are required and necessary to operate the facility. 22. In conjunction with the Parks and Recreation Department, determine rental contract conditions and requirements and assure that user groups follow all safety practices. 23. The Contractor, at its own expense, shall provide all personnel necessary to perform the services of this contract; none of whom shall be employees of, nor have any contractual relationship with City of Tamarac. All of the services hereunder will be performed by the management firm under its supervision, and all personnel engaged in the work shall be fully qualified and shall be authorized or permitted under law to perform such services. 24. Assist in establishing the fee structure for the Aquatic Center and recommend changes, if any. 25. The management firm will establish a Drug -Free Workplace by requiring drug screening of all new employees and allow for drug testing. Drug testing will be at the expense of the Management Firm, and shall be administered in accordance with applicable Florida State statutes. 26. No physical improvements or changes to the Aquatic Center facility will be allowed without written authorization from the City of Tamarac. 27. The Contractor shall be responsible for obtaining and paying the costs of all necessary permits and licenses required by applicable laws, rules and/or regulations necessary for the operation of the facility provided, however, the contractor shall not be responsible for obtaining a use permit. 28. The Contractor shall meet all Health and Safety Standards regulations set forth by the Broward County Health Department and the City of Tamarac. The Aquatic Center will be maintained in a clean manner at all times, and all safety precautions shall be taken by the Contractor. The Contractor shall be responsible for maintaining the condition of the pool water in conformity with the standards specified by Broward County Health Department, the City of Tamarac and the operation shall be in accordance with all rules and regulations of the Health Department of the State of Florida. 29. In addition, the Contractor will also be required to participate in a complete aquatic review program as provided by a proven nationally recognized program. (Proposer shall provide information regarding such programs with 21 Offeror's Qualification Statement City of Tamarac Purchasing & Contracts Division ...... . ............ . ... . ..................... . . ... ..... proposal.) The costs to participate in such programs shall be borne by the contractor. 30. Management Firm shall be responsible for the purchasing of items necessary in the daily operation of the facility. These items include but are not limited to pool cleaning equipment, pool chemicals, filter media (when replacement is required), first aid supplies and cabinet, minor repair parts and service for pool equipment. E. RESPONSIBILITIES OF THE CITY OF TAMARAC 1. Office space is for on site manager, lifeguards and first aid. 2. All physical repair and maintenance services of the Aquatic Center necessary to assure a safe, attractive facility. The City will be responsible for custodial services supplied at night, once a day. . 3. The Parks and Recreation Department will be responsible for the collection and deposit of all revenue to the City's account. 4. In conjunction with the Management Firm, the Parks and Recreation Department will formulate a revenue and expense budget, 5. The Parks and Recreation Department, in conjunction with the management firm, will determine rental contract conditions, requirements, fees and assure that user groups follow industry standard safety practices in compliance with any applicable Federal, State of Florida, or other local codes and ordinances. 6. The City will provide security for the facility, including a monitored alarm. 7. The Parks and Recreation Department will supervise any City employees assigned to work at the Aquatic Center. 8. The City will provide all janitorial supplies (paper towels, soap, trash bags, toilet paper, cleaners, light bulbs) for the facility. 9. The City will furnish water, telephone, and electricity, and will be responsible for the payment of all utilities. Any employees who make unauthorized long distance phone may be required to reimburse the City. 10. City will be responsible for major repair of equipment that exceeds $1,000.00 per occurrence. F. DELIVERABLES I Proponent shall provide details of the firm's representative(s) who will deal directly with the City on a day-to-day basis. The name of the firm's Aquatic Center Manager (the resident manager who will assume day-to-day management), his/her experience, background and qualifications. 2. Provide an organizational chart that provides a visual delineation of the Firm's organizational structure and the names of those who are part of the management team. 22 Offeror's Qualification Statement Purchasing & Contracts Division of Tamarac 3. Provide a description or outline of your proposed structure to manage facility operations in accordance with the Scope of Services. This should include not only your assignment of personnel (by position not name) but also their working relationship with the Owner. 4. Keep detailed records of any pull outs / rescues, and describing the circumstances surrounding the incident and denoting the specific location of the pull out / rescue. 5. Obtain and maintain all permits and licenses as may be required for the operation of the facility. 6. Capital planning will apply to equipment replacement and other needed improvements within the City's budget cycle. The Successful Contractor, in conjunction with the Parks and Recreation Department, will prepare a Capital Improvement Plan that recommends equipment replacement and acquisition in current and future years. The plan will be presented in accordance with the City's budget schedule for the next fiscal year. 7. The Contractor shall keep and maintain proper and adequate books, records and accounts which accurately reflect chemical levels, injuries, staff dialogue of daily occurrences, maintenance information, payroll records, and all necessary data to properly manage the facility. These records are to be available for review by the City upon notice. Vill. PROPOSAL SELECTION The City Manager will appoint an Evaluation and Selection Committee to review Proposals. The City reserves the right to select the Proposer who represents the best value, and to accept or reject any proposal submitted in response to this solicitation. The City's Evaluation and Selection Committee will act in what they consider to be the best interest of the City and its residents. Price shall not be the sole determining factor for selection, as indicated in the following section. Vill. EVALUATION OF PROPOSALS A. EVALUATION METHOD AND CRITERIA A Selection/Negotiation Committee has been appointed by the City Manager and will be responsible for selecting the most qualified firm and negotiating a contract. The Proposers with the highest -ranked submittals may be asked to make a detailed presentation of their product/service to the Evaluation and Selection Committee. All Proposers are advised that in the event of receipt of an adequate number of Proposals which in the opinion of the Evaluation Committee require no clarification and/or supplementary information, such Proposals may be evaluated without discussion. Hence, proposals should be initially submitted on the most complete and favorable terms which Proposers are capable of offering to the City. After presentations, firms will be assigned a final score, with the highest -ranked firm 23 offeror's Qualification statement of Tamarac Purchasing & Contracts Division moving forward to the negotiation phase. Upon successful negotiation, a recommendation for award will be considered by the City Commission. No work on this project shall proceed without written authorization from the City of Tamarac. The City reserves the right to enter into contract negotiations with the selected Proposer. If the City and the selected Proposer cannot negotiate a successful contract, the City may terminate such negotiations and begin negotiations with the next selected Proposer. No Proposer shall have any rights against the City arising from such negotiations. The Offeror's Technical Proposal should include a project Methodology/Implementation Narrative, which describes the approach to rendering the required services as well as any special techniques, strategies, and capabilities proposed to be utilized for the project. The narrative should demonstrate the proposer's understanding of the Scope of Work described herein, and should also include but not necessarily be limited to the Offeror's proposed organizational structure, procedures utilized to provide the required services, software, materials, supplies, and equipment to be as well as a synopsis of possible problems or limitations in delivering all of the required services, as well as any expectations regarding the City's responsibilities and contributions under any agreement entered into as a result of this solicitation. The City's evaluation criteria may include, but shall not be limited to, the following: I Compliance.with Request for Proposals [Mandatory]. This refers to the adherence to all conditions and requirements of the Request for Proposals. 2. Quality of ResRonse i. Clearly demonstrated understanding of the work to be performed. ii. Completeness and reasonableness of the Offeror's plan/proposal for accomplishing the tasks. iii. Level of creativity demonstrated by the Offeror's proposed methodologies for meeting the requirements of this proposal. 3. Services to be Provided This refers to the exact type and nature of the Offeror's proposed services and how they accomplish the objectives of the project, as well as the ability to rapidly respond to the City's needs, as defined in the Evaluation Criteria set forth. 4. Qualifications of the Contractor Offeror's capability in all respects to perform fully the contract requirements, and the tenacity, perseverance, experience, integrity, and reliability which will assure good faith performance, as well as satisfactory reference verification. This criteria includes: 24 Offeror's Qualification Statement City of Tamarac Purchasing & Contracts Division a. The experience of the firm and its record on engagements of a similar nature, including the ability to serve in a similar capacity for other units of government or organizations. b. Personnel to be assigned to the project, and their education, capabilities, qualifications and experience with similar projects. C. Reference information gathered from other entities regarding the past experience of the firm. d. Financial stability of the Offeror. 0. Other areas addressed in the Statement of Work herein. 5. Costs (Price) This refers to the proposed contract fee and reimbursement expense budget. (Please note that price is only one factor for consideration of award). a. The Offeror shall propose a not -to -exceed amount for complete execution of this project as detailed in the Specifications or Statement of Work herein. b. If proposing costs which may include alternate programs or services not covered in the base bid pricing, the Offeror, when offering such alternative services must provide a detailed explanation of additional optional services to be offered. B. ACCEPTABLITY OF PROPOSALS The proposals shall be evaluated solely in accordance with the criteria set forth herein. The proposals shall be categorized as follows: Acceptable 2. Potentially Acceptable; that is reasonably susceptible to being made acceptable KV 3. Unacceptable C. AWARD OF AGREEMENT Award shall be made by the City to the responsible Offeror whose proposal is determined to be the most advantageous to the City, taking into consideration price and the evaluation criteria set forth herein below. The City of Tamarac reserves the right to accept the Proposal as a whole, or for any component thereof if it appears to be in the best interest of the City. 25 Offeror's Qualification statement of Tamarac Purchasing & Contracts Division A E. F. WEIGHTED CRITERIA Points will be assigned to each proposal based on the following weighted criteria: CRITERIA MAXIMUM POINTS 1. Compliance with Request for Proposal (Mandatory) N/A 2. Quality of Response 15 points 3. Services to be Provided 40 points 4. Qualifications of the Propose r/Experti se 25 points 5. Costs/(Price) 20 points These weighted criteria are provided to assist Proposers in the allocation of their time and efforts during the proposal preparation process. The criteria also guide the Evaluation Committee during the short -listing and final ranking of proposers by establishing a general framework for those deliberations. Once the Proposals are evaluated, a "short-list" may be selected to make presentations to the Evaluation and Selection Committee, prior to a recommendation for award. DISCUSSIONS & PRESENTATIONS The short-listed Proposers may be requested to make presentations to the Committee. The City may require additional information after evaluation of the submittals, and Proposers agree to furnish such information upon the City's request. All Proposers are advised that in the event of receipt of an adequate number of proposals, which in the opinion of the Evaluation Committee require no clarification and/or supplementary information, such proposals may be evaluated without discussion or need for presentations. Hence, proposals should be initially submitted on the most complete and favorable terms which Offerors are capable of offering to the City. The Evaluation Committee may conduct discussions with any Proposerwho submits an acceptable or potentially acceptable proposal. Proposers shall be accorded fair and equal treatment with respect to any opportunity for discussion and revision of proposals. The Evaluation Committee reserves the right to request the Proposer to provide additional information during this process. RIGHT TO REJECT PROPOSALS To the extent permitted by applicable state and federal laws and regulations, City reserves the right to reject any and all Proposals, to waive any and all informalities not involving price, time or changes in the work, and to disregard all nonconforming, non- responsive, unbalanced or conditional Proposals. Proposals will be considered irregular and may be rejected if they show serious omissions, alterations in form, additions not called for, conditions, unauthorized alterations, or irregularities of any kind. 26 Offeror's Qualification Statement of Tamarac Purchasing & Contracts Division ....... .. .. 0---- City reserves the right to reject any Proposal if City believes that it would not be in its best interest to make an award to a particular Proposer, either because the Proposal is not responsive, the Proposer is unqualified, of doubtful financial ability, or fails to meet any other pertinent criteria established by City within the scope of this solicitation. IX PROPOSAL COPIES Return One (1) Original and six (6) copies in an envelope marked with your firm's name and "RFP 05-13R, Swimming Pool Management Services" to the City of Tamarac, Purchasing & Contracts Division, 7525 NW 88th Avenue, Tamarac, Florida 33321, attention: Keith K. Glatz, CPPO, Purchasing & Contracts Manager. Any addenda become part of this Request of Proposal and the resulting agreement. The Proposal Form included herein should be signed by an authorized company representative, dated and returned with the Proposal. No negotiations, decisions or actions shall be initiated or executed by the Proposer as a result of any discussions with any City employee. Only those communications that are issued in writing from the Purchasing & Contracts Division may be considered as a duly authorized expression. Also, only communications from Proposers that are signed in and in writing will be recognized by the City as duly authorized expressions on behalf of the Proposer. Separate Sealed Envelope: The Cost/Price Proposal shall be submitted in a separate, sealed envelope separate from, but included with, the Technical Proposal. Failure to include a complete Technical and CostfPrice Proposal may result in disqualification of the Proposal. CONTACT WITH PERSONNEL OF THE CITY OF TAMARAC OTHER THAN THE PURCHASING AND CONTRACTS MANAGER OR DESIGNATED REPRESENTATIVE REGARDING THEIR REQUEST FOR PROPOSALS MAY BE GROUNDS FOR ELIMINATION FROM THE SELECTION PROCESS. 27 offeror's Qualification Statement of Tamarac Purchasing & Contracts Division PROPOSALFORM RFP 05-13R COST/PRICE PROPOSAL Personnel Costs (Direct salary expense, benefits, training) Operational Costs (Chemicals, supplies, equipment, rental, etc.) TOTAL COST NOT TO EXCEED COST OF Expenses Not to Exceed Cost of: $ Not to Exceed Cost of: $ (Personnel + Operational) $ Hourly rate (for provision of lifeguard services for swimming pool rentals/special programs) SUBMITTED BY: Company Name: Address: City: Phone: Email: State: FAX: Zip: NOTE. To be considered eligible for award, one (1) original of this Cost/Price Proposal form must be submitted with the Proposal. NO BID INDICATION (IF "NO BID" IS OFFERED): Please indicate reason(s) why a Proposal is not being submitted at this time. 28 Ofteror's Qualification Statement of Tamarac Purchasing & Contracts Division .... . . . ....... REFERENCES Please list government agencies and/or private firms with whom you have done business during the last five years: Your Company Name Address City State Zip Phone/Fax E-mail Agency/Firm Name: Address City State Zip Phone/Fax Contact Name Agency/Firm Name: Address City State Zip Phone/Fax Contact Name Agency/Firm Name: Address City State Zip Phone/Fax Contact Name Agency/Firm Name: Address City State Zip Phone/Fax Contact Name Agency/Firm Name: Address City State Zip Phone/Fax Contact Name 29 Offeror's Qualification Statement City of Tamarac Purchasing & Contracts Division . ..... . ................... . CERTIFICATION THIS DOCUMENT MUST BE SUBMITTED WITH THE PROPOSAL We (1), the undersigned, hereby agree to furnish the item(s)/service(s) described in the Invitation to Bid. We (1) certify that we(l) have read the entire document, including the Scope of Work, Additional Requirements, Supplemental Attachments, Instructions to Proposers, Terms and Conditions, and any addenda issued. We agree to comply with all of the requirements of the entire Request for Proposals. Indicate which type of organization below: INDIVIDUAL F If "Other", Explain - Authorized Signature Typed/Printed Name Telephone Fax PARTNERSHIP [:1 CORPORATION [_1 OTHERE] Email address for above signer (if any) Company Name Address City, State, ZIP Federal Tax ID Number 30 Offeror's Qualification Statement Purchasing & Contracts Division City of Tamarac .... ...... ........ . ..... - t CERTIFIED RESOLUTION (Name), the duly elected Secretary of (Corporate Title), a corporation organized and existing under the laws of the State of , do hereby certify that the following Resolution was unanimously adopted and passed by a quorum of the Board of Directors of the said corporation at a meeting held in accordance with law and the by-laws of the said corporation. "IT IS HEREBY RESOLVED THAT (Name)", the duly elected (Title of Officer) of (Corporate Title) be and is hereby authorized to execute and submit a Bid and/or Bid Bond, if such bond is required, to the City of Tamarac and such other instruments in writing as may be necessary on behalf of the said corporation; and that the Bid, Bid Bond, and other such instruments signed by him/her shall be binding upon the said corporation as its own acts and deeds, The secretary shall certify the names and signatures of those authorized to act by the foregoing resolution. The City of Tamarac shall be fully protected in relying upon such certification of the secretary and shall be indemnified and saved harmless from any and all claims, demands, expenses, loss or damage resulting from or growing out of honoring, the signature of any person so certified or for refusing to honor any signature not so certified. I further certify that the above resolution is in force and effect and has not been revised, revoked or rescinded. I further certify that the following are the name, titles and official signatures of those persons authorized to act by the foregoing resolution. NAME TITLE SIGNATURE Given under my hand and the Seal of the Said corporation this - day of 120 (SEAL) By: Secretary Corporate Title NOTE: The above is a suggested form of the type of Corporate Resolution desired. Such form need not be followed explicitly, but the Certified Resolution submitted must clearly show to the satisfaction of the City of Tamarac that the person signing the Bid and Bid Bond for the corporation has been properly empowered by the corporation to do so in its behalf. 31 offeror's Qualification Statement of Tamarac Purchasing & Contracts Division — ----- — - ---- --.— 0 -.111111111 -11 11 - 11 111-11-1-1-1-111-1 � --- OFFEROR'S QUALIFICATION STATEMENT The undersigned certifies under oath the truth and correctness of all statements and of all answers to questions made hereinafter: SUBMITTED TO: City of Tamarac Purchasing and Contracts Manager 7525 NW 88 th Avenue Tamarac, Florida 33321 Check One Submitted By: Name: Address: City, State, Zip Telephone No. Fax No. M Corporation F-1 Partnership F] Individual E] Other 1 State the true, exact, correct and complete name of the partnership, corporation, trade or fictitious name under which you do business and the address of the place of business. The correct name of the Offeror is: The address of the principal place of business is: 2. If Offeror is a corporation, answer the following: a) Date of Incorporation: . ..... b) State of Incorporation: c) President's d) Vice President's name: e) Secretary's name: f) Treasurer's name: g) Name and address of Resident Agent:__ 32 Offeror's Qualification Statement of Tamarac Purchasing & Contracts 01vision . .. . ...... . ...... . . ..... ... . ... . .... . . ....... ­11 3. If Offeror is an individual or a partnership, answer the following: h) Date of organization: i) Name, address and ownership units of all partners: j) State whether general or limited partnership: 4. If Offeror is other than an individual, corporation or partnership, describe the organization and give the name and address of principals: . . ...... ..................... . . ........................ . .. . ..... .. . ................ . .. . . .... ........................ I...'', . . .. ...... ...... ................ . . ................. ....................... .. . ... I ... . . . ...... .......... ...... . .................. . 5. If Offeror is operating under a fictitious name, submit evidence of compliance with the Florida Fictitious Name Statute. 6. How many years has your organization been in business under its present business name? a) Under what other former names has your organization operated? 7. Indicate registration, license numbers or certificate numbers for the businesses or professions, which are the subject of this Bid. Please attach certificate of competency and/or state registration. 8. Have you personally inspected the site of the proposed work? [:]YES [:] NO 9. Do you have a complete set of documents, including drawings and addenda? [] YES [:1 NO 10. Did you attend the Pre -Proposal Conference if any such conference was held? F-1 YES D NO 2 offeror�s Qualification Statement City of Tamarac 0--ll-ll-""-,----"Ill""I"---,-""-,,-,--- Purchasing & Contracts Division 11. Have you ever failed to complete any work awarded to you? If so, state when, where and why: 12. State the names, telephone numbers and last known addresses of three (3) owners, individuals or representatives of owners with the most knowledge of work which you have performed and to which you refer (government owners are preferred as references). Name Address Telenhone 13. List the pertinent experience of the key individuals of your organization (continue on insert sheet, if necessary). 14. State the name of the individual who will have personal supervision of the work: 15. State the name and address of attorney, if any, for the business of the Offeror: 16. State the names and addresses of all businesses and/or individuals who own an interest of more than five percent (5%) of the Offeror's business and indicate the percentage owned of each such business and/or individual: 17. State the names, addresses and the type of business of all firms that are partially or wholly owned by Offeror: 3 Ofterors QualificatiQn Statement of Tamarac Purchasing & Contracts Division 18, State the name of Surety Company which will be providing the bond, and name and address of agent: 19. Bank References: Bank Address Telephone ....... ..... ... .. . . ............. I I.."., - --- ------ 20. Attach a financial statement including Proposer's latest balance sheet and income statement showing the following items: a) Current Assets (e.g., cash, joint venture accounts, accounts receivable, notes receivable, accrued income, deposits, materials, real estate, stocks and bonds, equipment, furniture and fixtures, inventory and prepaid expenses): b) Net Fixed Assets c) Other Assets d) Current Liabilities (e.g., accounts payable, notes payable, accrued expenses, provision for income taxes, advances, accrued salaries, real estate encumbrances and accrued payroll taxes). e) Other Liabilities (e.g., capital, capital stock, authorized and outstanding shares par values, earned surplus, and retained earnings): 21. State the name of the firm preparing the financial statement and date thereof: 22. Is this financial statement for the identical organization named on page one? [_1 YES 0 NO 23. If not, explain the relationship and financial responsibility of the organization whose financial statement is provided (e.g., parent -subsidiary). 4 offeror's Qualification Statement City of Tamarac I I El", 4�1 Purchasing & Contracts Division The Offeror acknowledges and understands that the information contained in response to this Qualification Statement shall be relied upon by owner in awarding the contract and such information is warranted by Offeror to be true. The discovery of any omission or misstatement that materially affects the Offeror's qualifications to perform under the contract shall cause the owner to reject the proposal, and if after the award, to cancel and terminate the award and/or contract. Signature ACKNOWLEDGEMENT OFFEROR'S QUALIFICATION STATEMENT State of County of On this the day of , 20_, before me, the undersigned Notary Public of the State of Florida, personally appeared —and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: 36 NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) 0 Personally known to me, or 0 Produced identification: (Type of Identification Produced) 0 DID take an oath, or 0 DID NOT take an oath City of Tamarac Purchasing & Contracts Division 37 of Tamarac Purchasing & Contracts Division NON -COLLUSIVE AFFIDAVIT State of )ss. County of. being first duly sworn, deposes and says that: 24. He/she is the (Owner, Partner, Officer, Representative or Agent) of the Offeror that has submitted the attached Proposal; 25. He/she is fully informed respecting the preparation and contents of the attached Proposal and of all pertinent circumstances respecting such Proposal; 26. Such Proposal is genuine and is not a collusive or sham Proposal; 27, Neither the said Offeror nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, have in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Offeror, firm, or person to submit a collusive or sham Proposal in connection with the Work for which the attached Proposal has been submitted; or to refrain from bidding in connection with such Work; or have in any manner, directly or indirectly, sought by agreement or collusion, or communication, or conference with any Offeror, firm, or person to fix the price or prices in the attached Proposal or of any other Offeror, or to fix any overhead, profit, or cost elements of the Proposal price or the Proposal price of any other Offeror, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against (Recipient), or any person interested in the proposed Work; 28. The price or prices quoted in the attached Proposal are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Offeror or any other of its agents, representatives, owners, employees or parties in interest, including this affiant. Signed, sealed and delivered in the presence of: By Witness Witness Printed Name Title K-11 of Tamarac Purchasing & Contracts Division ACKNOWLEDGMENT NON -COLLUSIVE AFFIDAVIT State of Florida County of _ On this the day of , 20_, before me, the undersigned Notary Public of the State of Florida, personally appeared and (Name(s) of individual(s) who appeared before notary) whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE: NOTARY PUBLIC, STATE OF FLORIDA (Name of Notary Public: Print, Stamp, or Type as Commissioned) El Personally known to me, or 0 Produced identification: (Type of Identification Produced) El DID take an oath, or 0 DID NOT take an oath CA City of Tamarac Purchasing & Contracts Division VENDOR DRUG -FREE WORKPLACE Preference may be given to vendors submitting a certification with their bid/proposal certifying they have a drug -free workplace in accordance with Section 287.087, Florida Statutes. This requirement affects all public entities of the State and becomes effective January 1, 1991. The special condition is as follows: IDENTICAL TIE BIDS - Preference may be given to businesses with drug -free workplace programs. Whenever two or more bids that are equal with respect to price, quality, and service are received by the State or by any political subdivision for the procurement of commodities or contractual services, a bid received from a business that certifies that it has implemented a drug -free workplace program shall be given preference in the award process. Established procedures for processing tie bids will be followed if none of the tied vendors have a drug -free workplace program. In order to have a drug -free workplace program, a business shall: 29. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 30. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 31. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 32. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later that five (5) days after each conviction. 33. Impose a section on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, by any employee who is so convicted. 34. Make a good faith effort to continue to maintain a drug -free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this form complies fully with the above requirements. Authorized Signature 40 Company Name Purchasing & Contracts Division of Tamarac ....... ... SAMPLE AGREEMENT BETWEEN THE CITY OF TAMARAC UILe THIS AGREEMENT is made and entered into this — day Of 1 2004 by and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "CITY") and— a corporation with principal offices located at (the "Contractor") to provide for Swimmin� Pool Ave., Management Services at the Caporella Aquatic Center, 5300 NW 58 Tamarac, Florida. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Contractor agree as follows: The Contract Documents The Contract Documents consist of this Agreement, Proposal Document No. 05- 13R, "Swimming Pool Management Services", including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions), drawings, Technical Specifications, all addenda, the Contractor's bid/proposal included herein, and all modifications issued after execution of this Agreement. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. 2) The Work 2.1. The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to provide Swimming Pool Management Services for the Caporella Aquatic Center located at 9300 NW 58 th Ave., Tamarac, Florida. 2.1.2 Contractor shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Contractor shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Contractor's expense. 2.1.3 Contractor shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 41 City of Tamarac Purchasing & Contracts Division .... . . ..... . . ...... . ..... ... 10-111-1-1-1-1 - 3) 4) 5) 6) 2.1.4 Contractor shall comply with any and all Federal, State, and local laws and regulations now in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or subcontractors, if any, with respect to the work and services described herein. Insurance 3.1. Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, and all other insurance as required by the City, including Professional Liability when appropriate. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. 3.2. Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. Contract Term 4.1 The Agreement shall commence immediately upon execution by the City, and shall be in place for a period of two (2) years. 4.2 The City shall reserve the right to renew at the same terms, conditions and pricing as the original Agreement for up to two (2) additional renewal periods of two (2) years each. Contract Sum The Contract Sum for the above work is Dollars and cents ($ Payments Payment will be made on a accurate invoice. basis, upon receipt of a detailed, All payments shall be governed by the Florida Prompt Payment Act, F.S., Part V1 1, Chapter 218 42 City of Tamarac Purchasing & Contracts Division - . . ....... . 7) Indemnification 7.1 GENERAL INDEMNIFICATION: Contractor shall, in addition to any other obligation to indemnify the City and to the fullest extent permitted by law, protect, defend, indemnify and hold harmless the City, it's agents, elected officials and employees from and against all claims, actions, liabilities, losses (including economic losses), damages and costs arising out of any actual or alleged: a). Bodily injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting therefrom, or any other damage or loss arising out of or resulting, or claimed to have resulted in whole or in part from any actual or alleged act or omission of the Contractor, any sub -Contractor, anyone directly or indirectly employed by any of them, or anyone for whose acts any of them may be liable in the performance of the Work; or b). violation of law, statute, ordinance, governmental administration order, rule, regulation, or infringement of patent rights by Contractor in the performance of the Work; or c). liens, claims or actions made by the Contractor or any sub -contractor under workers compensation acts-, disability benefit acts, other employee benefit acts or any statutory bar. Any and all cost and expenses, including attorney's fees, incurred by the City to enforce this agreement shall be the responsibility of the Contractor. 7.2 Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 7.3 The Contractor shall pay all claims, losses, liens, settlements orjudgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 7.4 City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor under the indemnification agreement. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 8) Remedies 8.1 Damages: The City reserves the right to recover any ascertainable actual damages incurred as a result of the failure of the Contractor to perform in accordance with the requirements of this Agreement, or for losses sustained by the City resultant from the Contractor's failure to perform in accordance with the requirements of this Agreement. 8,2 Correction of Work: If, in the judgment of the City, work provided by the Contractor does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, the City reserves the right to require that the Contractor 43 of Tamarac Purchasing & Contracts Division correct all deficiencies in the work to bring the work into conformance without additional cost to the City, and / or replace any personnel who fail to perform in accordance with the requirements of this Agreement. The City shall be the sole judge of non-conformance and the quality of workmanship. 9) Change Orders Without invalidating the contract, without any monetary compensation, and without notice to any surety, the City reserves and shall have the right to make increases, decreases or other changes to the work as may be considered necessary or desirable to complete the proposed engagement in a satisfactory manner. The Contractor shall not start work pursuant to a change order until the change order setting forth the adjustments is approved by the City, and executed by the City and Contractor. Once the change order is so approved, the Contractor shall promptly proceed with the work. The Contract Price constitutes the total compensation (subject to authorized adjustments, if applicable) payable to the Contractor for performing the work. All duties, responsibilities and obligations assigned to or undertaken by the Contractor shall be at Contractor's expense without change in the Contract Price or Time except as approved in writing by the City. The Contract Price and/or Time may only be changed by a Change Order. A fully executed change order for any additional duties must exist before such extra duties are intiated. Any claim for an increase or decrease in the Contract Price shall be based on written notice delivered by the party making the claim to the other party promptly (but in no event later than 15 days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. The amount of the claim with supporting data shall be delivered (unless the City allows an additional period of time to ascertain more accurate data in support of the claim) and shall be accompanied by claimant's written statement that the amount claimed covers all known amounts to which the claimant is entitled as a result of the occurrence of said event. No claim for an adjustment in the Contract Price will be valid if not submitted in accordance with this Paragraph. In the event satisfactory adjustment cannot be reached by the City and the Contractor for any item requiring a change in the contract, and a change order has not been issued, the City reserves the right at its sole option to terminate the contract as it applies to these items in question and make such arrangements as the City deems necessary to complete the work. The cost of any work covered by a change order for an increase or decrease in the contract price shall be determined by mutual acceptance of a Guaranteed Maximum Price by the City and Contractor. If notice of any change in the contract or contract time is required to be given to a surety by the provisions of the bond, the giving of such notice shall be the Contractor's responsibility, and the amount of each applicable bond shall be adjusted accordingly. 44 of Tamarac Purchasing & Contracts Division The Contractor shall furnish proof of such adjustment to the City. Failure of the Contractor to obtain such approval from the Surety may be a basis for termination of this Contract by the City. 10) Non-Discrim i nation & Equal Opportunity Employment Contractor agrees not to discriminate against any employee or applicant for employment because of race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. The successful Offeror will take affirmative action to ensure that employees are treated during employment, without regard to their race, religion, color, gender or national original, or disability. Such actions must include, but not be limited to, the following: employment, promotion-, demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The successful Offeror(s) shall agree to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The successful Cifferor further agrees that he/she will ensure that Subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 11) Independent Contractor Contractor undertakes performance of the services as an independent contractor under this Agreement, and shall be wholly responsible for the methods of performance. The City shall have no right to supervise the methods used, but the City shall have the right to observe such performance. Contractor shall work closely with the City in performing services under this Agreement. Personal services provided by the Contractor shall be by employees of the Contractor and subject to supervision by the Contractor, and not as officers, employees, or agents of the City. Personnel policies, tax responsibilities, social security and health insurance, employee benefits, purchasing policies and other similar administrative procedures applicable to services rendered under this Agreement shall be those of the Contractor. 12) Assignment and Subcontracting Contractor shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the city. 13) Notice Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager 45 City of Tamarac Purchasing & Contracts Division City of Tamarac 7525 N.W. 88th Avenue Tamarac, FL 33321 With a copy to City Attorney at the same address. CONTRACTOR 14) Termination 14.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon sixty (60) days of written notice by the terminating party to the other party for such termination in which event the Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination, In the event that the Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify the city against loss pertaining to this termination. 14.2 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 15) Agreement Subject to Funding This Agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 16) Venue This Agreement shall be governed by the laws of the State of Florida as now and hereafter in force. The venue for actions arising out of this agreement is fixed in Broward County, Florida. 17) Signatory Authority The Contractor shall provide the City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. 18) Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in anyjurisdiction 46 City of Tamarac Purchasing & Contracts Division ____ . .... . ........ .... . .................. --- shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 19) Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and the City. 20) No Construction Against Drafting Party Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 47 City of Tamarac Purchasing & Contracts Division .............. . .. . ...... . .. . ... . ......... IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its duly authorized to execute same. ATTEST: Marion Swenson, CIVIC City Clerk Date F-11 I a 1 *16 Signature of Corporate Secretary Type/Print Name of Corporate Secy (CORPORATE SEAL) al,] CITY OF TAMARAC Joe Schreiber, Mayor Date Jeffrey L. Miller, City Manager Date Approved as to form and legal sufficiency: City Attorney Date Company Name Signature of President/Owner Type/Print Name of President/Owner Date City of Tamarac Purchasing & Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF :SS COUNTY OF I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared I of a Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this. day of 1 20_ Signature of Notary Public State of Florida at Large Print, Type or Stamp Name of Notary Public Personally known to me or F-� Produced Identification Type of I.D. Produced DID take an oath, or DID NOT take an oath. M-1 Purchasing and Contracts Division ADDENDUM NO. 1 RFP NO. 05-13R SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER DATE OF ADDENDUM: JUNE 23, 2005 TO RFP SUBMITTERS: The following clarifications, changes, additions and/or deletion ' s are hereby made part of the Contract Documents for RFP 05-13R, -- SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER. In addition to the lump sum not -to -exceed information, proposing vendor should provide the City with unit pricing for various program costs, including hourly rates for contractor's employees, and independent contractors, as well as incidental operational costs. The unit cost information shall also provide unit costs for life vests, and rescue supplies. 2. Part VI. STATEMENT OF WORK, Section C. MINIMUM REQUIREMENTS: Delete paragraph 2, "Experience in the planning, organizing, and running of USA Swimming competitions." 3. Please note that in the event the City requires payment of a fee for licensing, such fee shall either be waived by the City, or shall be billable as a direct pass - through cost. 4. Security cameras and mounting: The City shall supply required security cameras. Successful contractor shall assist the City in determining the most appropriate locations for such cameras. 5. Marketing costs: The City will provide marketing opportunities in the form of the its bi-monthly direct mail newsletter, "The Tam -a -gram", as well as recreation brochures and flyer distribution. Successful contractor shall be responsible for costs above and beyond these items. The successful contractor shall provide the City with input as part of their Marketing Plan, & Swimming Pool Depth: The swimming pool shall be no more than 6'deep at its deepest point. 7525 NW 88fh Avenue a Tamarac, Florida 33321-2401 a (954) 724-2450 S Fax (954) 724-2408 a www.famarac.org Equol Opportunity Employer 7. Plans and Drawings: The City has supplied drawings to plan holders attending the pre -proposal conference. Please contact the Purchasing Division in the event that additional plans are required. Firms in attendance at the Pre -Proposal Conference of June 23, 2005: Jeff Ellis Management The Champion Corporation All other terms, conditions and specifications remain unchanged for RFP No. 05-13R. Please acknowledge receipt of this Addendum when returning your proposal, by initialing this form below. Sincerely, Keith K. Glatz, CPPO Purchasing & Contracts Manager Purchasing and Contracts Division ADDENDUM NO. 2 RFP NO. 05-13R SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER DATE OF ADDENDUM: JUNE 29,2005 TO RFP SUBMITTERS: The following clarifications, changes, additions and/or deletions are hereby made part of the Contract Documents for RFP 05-13R, SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER. 1 . The play pool structure volume is 24,240 gallons with a bathing load of 52. 2. The City will accept corporate tax returns for the past three (3) years in lieu of CPA audited financial statements if not available from your firm. All other terms, conditions and specifications remain unchanged for RFP No. 05-13R. This Addendum No. 2 should be signed and returned with your Proposal and/or acknowledge receipt of this Addendum No. 2 within your Proposal, NAME OF FIRM: 7525 NW 88th Avenue 0 Tamarac, Florida 33321-2401 0 (954) 724-2450 N Fax (954) 724-2408 0 www.tamorac.org Equal Opportunity Employer Temp. Reso. #10850 - Exhibit 2 8/12/2005 SWIMMING POOL MANAGEMENT RFP 05-13R Committee Evaluation Totals AFTER PROPOSALS AND PRESENTATIONS Proposer's Name: Jeff Ellis & The Champion Associates Corporation No Conflict of Interest No No Adhered to the Instruction3 No - Minor No- Minor 1 wwmi-i " %jr mrzor-vivac, 1 Mall At-rKUAIUM. VVUKK I -LAN (115 POINTS) INTERIM PARKS & REC. DIRECTOR 14 14 PARKS SUPT. 10-- 13 ASST. DIRECTOR OF PUBLIC WORKS 12 14 SAFETY COORDINATOR 10 8 SPECIAL PROJECTS COORDINATOR 15 15 SERVICES TO BE PROVIDED (40 POINTS) INTERIM PARKS & REC. DIRECTOR 35 36 PARKS SUPT. 30 30 ASST. DIRECTOR OF PUBLIC WORKS 35 33 SAFETY COORDINATOR 30 35 SPECIAL PROJECTS COORDINATOR 40 30 QUALIFICATIONS OF THE PROPOSER/EXPERTISE (25 POINTS) INTERIM PARKS & REC. DIRECTOR 25 24 PARKS SUPT. 25 20 ASST. DIRECTOR OF PUBLIC WORKS 25 24 SAFETY COORDINATOR 25 15 SPECIAL PROJECTS COORDINATOR 25 20 COSTS (PRICE) (20 POINTS) INTERIM PARKS & REC, DIRECTOR 20 12 PARKS SUPT. 20 12 ASST. DIRECTOR OF PUBLIC WORKS 20 12 SAFETY COORDINATOR 20 12 ISPECIAL PROJECTS COORDINATOR 20 12 I TOTAL POINTS 94 86 85 75 92 83 85 70 1 1 100 77 ITOTAL POINTS 456 391 Udrive/2005 Bids/ 05-08P./05-13R Evaluation Total Worksheet 081105.xis Temp. Reso. #10850 Exhibit 3 City Tamarac PROPOSALFORM RFP 05-13R COST/PRICE PROPOSAL — Purchasing & ContrW Dimon Personnel Costs Not to Exceed Cost of: $645,253 (Direct salary expense, benefits, training) Operational Costs Not to Exceed Cost of. $127,200 (Chemicals, supplies, equipment, rental, etc.) TOTAL COST NOT TO EXCEED COST OF (Personnel +Operational) $772,453 Expenses for term of agreement $140,000 Hourly rate $50 (for provision of lifeguard services for swimming pool rentals/special programs) SUBMITTED BY: Jeffrey L. Ellis Company Name: Jeff Ellis & Associates, Inc. Dba Jeff Ellis Management, LLC. Address: 508 Goldenmoss Loop City: Ocoee State: Florida Zip, . 34761 Phone: (407) 654-1738 FAX: (281) 360-0869 Email: NOTE: To be considered eligible for award, one (1) original of this Cost/Price Proposal form must be submitted with the Proposal. NO BID INDICATION (IF "NO BID"IS OFFERED): Please indicate reason(s) why a Proposal is not being submitted at this time. N/A 28 — Offemes Qualftabon Stelermnt City Tamarac — Purchasing & Contract Division REFERENCES Please list government agencies and/or private firms with whom you have done business during the last five years: Your Company Name Jeff Ellis & Associates, Inc. Address 3506 Spruce Park Circle City State Zip Kingwood, Texas 77345-3033 Phone/Fax (281) 360-0606 / (281) 360-0869 E-mail elainec(a)-dellis.com Agency/Firm Name: Broward County Parks Address 950 N.W. 38 th Street City State Zip Oakland Park, FL 33309 Phone/Fax (954) 357-8108 / (954) 326-9639 Contact Name Mike Harlan, Assistant Director Agency/Firm Name: Hallandale Parks and Recreation Department Address 410 S.E. 3rdStreet City State Zip Hallandale Beach, FL 33009 Phone/Fax (954) 457-1409 / (954) 457-1467 Contact Name Luciana Santangelo, Director Agency/Firm Name: Fox Valley Park District Address 712 South River Street City State Zip Aurora, Illinois 60505 Phone/Fax (630) 292-3608 / Contact Name Tom Rowe, VAC Facility Manager Agency/Firm Name: Elgin Country Club Address 37 West 267 Weld Road City State Zip Eglin, Illinois 60123 Phone/Fax (847) 741-1716 / (847) 741-1736 Contact Name James Capek, General Manager Agency/Firm Name: North Woodland Hills Village Community Association Address 1102 Kingwood Drive — Suite 104 City State Zip Kingwood, Texas 77339 Phone/Fax (281) 527-7479 / (281) 361-7858 Contact Name Richard Marshall, Board of Directors Liaison 29 — OftrWs Quafirkabion Staterwnt City Tamarac — Purchasing & Con"d Division CERTIFICATION THIS DOCUMENT MUST BE SUBMITFED WITH THE PROPOSAL We (1), the undersigned, hereby agree to furnish the item(s)/service(s) described in the Invitation to Bid. We (1) certify that we(l) have read the entire document, including the Scope of Work, Additional Requirements, Supplemental Attachments, Instructions to Proposers, Terms and Conditions, and any addenda issued. We agree to comply with all of the requirements of the entire Request for Proposals. Indicate which type of organization below: INDIVIDUAL 0 PARTNERSHIP El CORPORATION 0 OTHER 2 If "Other", Explain: Jeff Ellis & Associates, Inc., a Texas Corporation chartered in 1985,4Kh�Aq business in Florida as Jeff Ellis Management, LLC, chartered in Signature Jeffrey L. Ellis Address: Telephone: (407) 6564-1738 Fax. (407) 654-1723 Jeff Ellis Management, LLC. Company Name 508 Goldenmoss Loop Ocoee, Florida 34761 Federal Tax ID Number: 20-1287437 Email address for above signer (if any) Leffe(ED-jellis.com 30 — oftmes Qualftabon Statement City Tamarac CERTIFIED RESOLUTION — Purchasing & Contract Division 1, Elaine Cinelli, the duly elected Secretary of Jeff Ellis Management, LLC., a limited liability company organized and existing under the laws of the State of Florida, do hereby certify that the following Resolution was unanimously adopted and passed by a quorum of the Board of Directors of the said corporation at a meeting held in accordance with law and the by-laws of the said corporation. "IT IS HEREBY RESOLVED THAT Jeffrey L. Ellis", the duly elected President of Jeff Ellis Management, LLC. be and is hereby authorized to execute and submit a Bid and/or Bid Bond, if such bond is required, to the City of Tamarac and such other instruments in writing as may be necessary on behalf of the said corporation; and that the Bid, Bid Bond, and other such instruments signed by him/her shall be binding upon the said corporation as its own acts and deeds. The secretary shall certify the names and signatures of those authorized to act by the foregoing resolution. The City of Tamarac shall be fully protected in relying upon such certification of the secretary and shall be indemnified and saved harmless from any and all claims, demands, expenses, loss or damage resulting from or growing out of honoring, the signature of any person so certified or for refusing to honor any signature not so certified. I further certify that the above resolution is in force and effect and has not been revised, revoked or rescinded. I further certify that the following are the name, titles and official signatures of those persons authorized to act by the foregoing resolution. 11111.11"T 1 919114 Jeffrey L. Ellis President Elaine Cinelli Secretary Johnny R.E. Quest Director Given under my hand and the Seal of the said corporation t,4 5 th day of July, 2005. By- CLC4--U (SEAL) Secretary NOTE: The above is a suggested form of the type of Corporate Resolution desired. Such form need not be followed explicitly, but the Certified Resolution submitted must clearly show to the satisfaction of the City of Tamarac that the person signing the Bid and Bid Bond for the corporation has been property empowered by the corporation to do so In its behaff. 31 — offeroris Quaft-ation Statement City Tamarac — Purchasing & Contract Division OFFEROR'S QUALIFICATION STATEMENT The undersigned certifies under oath the truth and correctness of all statements and of all answers to questions made hereinafter: SUBMITTED TO: City of Tamarac Purchasing and Contracts Manager 7525 NW th Avenue Tamarac, Florida 33321 Check One Submitted By: Jeffrey L. Ellis OCorporation Name: Jeff Ellis Management, LLC. El Partnership Address. 508 Goldenmoss Loop El Individual City, State, Zip Ocoee, Florida 34761 El Other Telephone No: (407) 654-1738 Fax No: (407) 654-1723 State the true, exact, correct and complete name of the partnership, corporation, trade or fictitious name under which you do business and the address of the place of business. The correct name of the Offeror is: Jeff Ellis Management, LLC. The address of the principal place of business is: 508 Golderimoss Loop in Ocoee, Orange County, Florida 34761 2. If Offeror is a corporation, answer the following: a) Date of Incorporation: September 23, 2003 b) State of Incorporation: Florida c) President's name: Jeffrey L. Ellis d) Vice President's name: Johnny Quest e) Secretary's name: Elaine Cinelli f) Treasurer's name: Elaine Cinelli g) Name and address of Resident Agent: Gary Brown, CPA, Finkelstein, Brown, Nemet & Rothchild, P.A., 6401 S.W. 87tn Avenue Suite 203, Miami, Florida 33173 — OfferWs Qualfibelion MbWnent City Tamarac — Purchasing & Contract Division 32 3. If Offeror is an individual or a partnership, answer the following: h) Date of organization: N/A i) Name, address and ownership units of all partners: N/A j) State whether general or limited partnership: N/A 4. If Offeror is other than an individual, corporation or partnership, describe the organization and give the name and address of principals: N/A 5. If Offeror is operating under a fictitious name, submit evidence of compliance with the Florida Fictitious Name Statute. N/A 6. How many years has your organization been in business under its present business name? Three years — 2003, 2004 and 2005 a) Under what other former names has your organization operated? Jeff Ellis & Associates, Inc. A Texas Corporation chartered in 1985. 7. Indicate registration, license numbers or certificate numbers for the businesses or professions, which are the subject of this Bid. Please attach certificate of competency and/or state registration. N/A 8. Have you personally inspected the site of the proposed work? oYES @NO 9. Do you have a complete set of documents, including drawings and addenda? 10YES oNO 10. Did you attend the Pre -Proposal Conference if any such conference was held? OYES oNO 2 — Oftemrs Qualftation Statement City Tamarac - Pumhasing & Contract Divimon Have you ever failed to complete any work awarded to you? If so, state when, where and why: No 12. State the names, telephone numbers and last known addresses of three (3) owners, individuals or representatives of owners with the most knowledge of work which you have performed and to which you refer (government owners are preferred as references). Name Luciana Santangelo Mike Harlan Tom Rowe. Address . Telephone Hallandale Beach, Florida (954) 457-1409 Broward County, Florida (954) 357-8108 Fox Valley Park District, Illinois (630) 466-4787 13. List the pertinent experience of the key individuals of your organization. Jeffrey Ellis, President, is an internationally recognized aquatic safety expert whose combined professional experiences since 1983 enable him to offer aquatic safety, operational, legal and risk management expertise. Mr. Ellis is credited with revolutionizing lifeguarding technology as well as developing an objective driven and comprehensive approach to aquatic safety and risk management. Ms. Cinelli, Mr. Quest and the other thirty-one associates of the firm hold bachelor degrees or higher from accredited US universfties. Each E&A team member possess unique aquatic related experiences (ranging from, 2 to 26 years) obtained at both public and private aquatic facilities throughout the United States and the world. Ms. Cinelli, Vice President for Business/Finance is a graduate of Central Florida University with a Bachelor's degree in finance. Prior to joining the firm in 2003, Ms. Cinelli worked for American Express Corporation. Mr. Quest, Director for Logistical Support, is a graduate of Central Florida University with a Bachelor's degree in criminal justice. Mr. Quest was employed as a lifeguard and head lifeguard for Broward County Parks prior to joining our firm in 1994. Mr. Quest also served as operations manager for Jeff Ellis International, Ltd. in Nassau, Bahamas for two years. During this tenure he provided oversight for our Atlantis Resort aquatic facility and beach operations. - Offemrs Qualftation Statement City Tamarac — Purchasing & Conftad Diwsion 13. State the name of the individual who will have personal supervision of the work: Jeffrey L. Ellis and Johnny Quest 15. State the name and address of attorney, if any, for the business of the Offeror: Aside from Mr. Ellis, the firm retains various legal firms to represent its interests for liability, tax, copyright, and financial purposes. The firm's general counsel is Russell Ramsey of Ramsey and Murray with offices at 800 Gessner Road, Suite 1100, in Houston, Harris County, Texas 77024-4257 (713) 613-5400 Ext. 338. The firm also retains Joel Bloom as business counsel of Bloom & Minsker, P.L. with offices at 1110 Brickell Avenue, 7tt' Floor, Miami, Dade Country, Florida 33131-3107 (305) 371-6800. 16. State the names and addresses of all businesses and/or individuals who own an interest of more than five percent (5%) of the Offeror's business and indicate the percentage owned of each such business and/or individual: Jeffrey L. Ellis Elaine Cinelli Johnny Quest Kingwood, Texas Ocoee, Florida Ocoee, Florida 65% ownership 20% ownership 15% ownership 17. State the names, addresses and the type of business of all firms that are partially or wholly owned by the Offeror: Jeff Ellis & Associates, Inc., is a Texas Corporation that is 100% owned by the Offeror, Jeffrey L. Ellis, with corporate offices at 3506 Spruce Park Circle, Kingwood, Harris County, Texas 77345. (281) 360-0606 18. State the name of Surety Company which will be providing the bond, and name and address of agent: Jeff Ellis Management, LLC. will obtain the services of a Surety Company should it be selected and upon notification of being awarded said contract. It is understood that this requirement must be met prior to executing a service agreement with the City of Tamarac. - offefws Quafft-afib" state"Ont City Tamarac 19.13ank References: Bank Bank of America Roxanne Bludgen Orlando, Florida American Express Wanda Perez Orlando, Florida Chase Bank Houston, Texas — Purch8sing & Contract Division Telephone (888) 852-5000 Ext 3393 (407) 579-6334 (800) 935-9935 20. Attach a financial statement including Proposer's latest balance sheet and income statement showing the following items: a) Current Assets (e.g., cash, joint venture accounts, accounts receivable, notes receivable, accrued income, deposits, materials, real estate, stocks and bonds, equipment, furniture and fixtures, inventory and prepaid expenses): b) Net Fixed Assets c) Other Assets d) Current Liabilities (e.g., accounts payable, notes payable, accrued expenses, provision for income taxes, advances, accrued salaries, real estate encumbrances and accrued payroll taxes). e) Other Liabilities (e.g., capital, capital stock, authorized and outstanding shares par values, earned surplus, and retained earnings): 21. State the name of the firm preparing the financial statemen . t and date thereof. Gar Brown, CPA. Finkelstein, Brown, Nemet & Rothchild, P.A., 6401 S.W. 87 h Avenue Suite 203, Miami, Florida 33173 (305) 595-2727 22. Is this financial statement for the identical organization named on page one? 0 YES 13 NO 23. If not, explain the relationship and financial responsibility of the organization whose financial statement is provided (e.g., parent -subsidiary). N/A — Offemes Qualftabon Statement City Tamarac - Purchasing & Contract Division The Offeror acknowledges and understands that the information contained in response to this Qualification Statement shall be relied upon by owner in awarding the contract and such information is warranted by Offeror to be true. The discovery of any omission or misstat nt that materially affects the Offeror's qualifications to perform under the contract,;a use the o n ct the proposal, and if after the award, to cancel 'w ;Fjo reje and.termni he qw'. priftr coritract. ACKNOWLEDGEMENT OFFEROR'S QUALIFICATION STATEMENT State of Florida County of Orange On this the 50'day of July2005, before me, the undersigned Notary Public of the State of Florida, personally appeared Jeffrey L. Ellis whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WI(vy: PubW- SI(mr of Floridt" 4. -rimon lb�izwes Sep 19,200B WITNESS my hand and official seal. ;A-V Commission # DD 356944 Boncled 9x NoWnal Nofar�y Ann.. ZN B LlC, STAT 0 1-1 ON11-JA e Elaine Cinelli (Name of Notary Public: Print, Stamp, or Type as Commissioned) NOTARY PUBLIC SEAL OF OFFICE: Wj '44 40, 36 0 Personally known to me. 0 DID take an oath, or ii DID NOT take an oath - offerors Quaffil-ption staternent 8.14 PM Jeff Ellis & Associates, Inc. 47/as/o5 Balance Sheet Accrual Basis As of July 5, 2005 Jul 5, 05 ASSETS Current Assets Checking/Savings First American 646.45 BOA -Merchant Account 140,566.91 Bank of America - Orlando 92,691.74 BOA - Corporate Account 14,365.20 Chase Bank of Texas 3,477.40 Total Checking/Savings 251,747.70 Accounts Receivable Accounts Receivable 519,050.18 Total Accounts Receivable 519,050.18 Other Current Assets Advance - Jeff Ellis 4,712.82 Inventory Asset 78,540.44 Undeposited Funds 57,304.67 Total Other Current Assets 140,557.93 Total Current Assets 911,355,81 Fixed Assets Fixed Assets Leasehold Improvements - Kingwo 245,843.17 Automobiles 601, 981.60 Electronic Equipment 269,717,49 Furniture 501,624.04 Leasehold Improvements - FL 13,120.19 Office Equipment 27,038.73 Safety Equipment 47,029.86 Water Equipment 17,564.64 Accum Depr - Automobiles -338,547.76 Accum Deprec - Leasehld KW -7,864.68 Accum Depr - Electronic Equip -270,645.49 Accum Dep - Furnit -364,461.63 Accum Deprec - LH Improvs FL -1,177.20 Accum Dep - Office Equip -20,392.10 Accum Depr - Safety Equip -46,374.86 Accum Depr - Water Equip -13,290.50 Total Fixed Assets 661,165.50 Total Fixed Assets 661,165.50 Other Assets Corporate Tax Deposits 32,600.00 Loan to stockholder -24,545.10 Memberships 10,900.00 Orlando Utility Deposit 400.00 Suspense 2,183.80 Total Other Assets 21,538.70 TOTAL ASSETS LIABILITIES & EQUITY Liabilities Current Liabilities Accounts Payable Accounts Payable Total Accounts Payable Credit Cards BOA -Rewards Card -4686 Citi Bank 88686579/-1895 Total Credit Cards Other Current Liabilities Wells Fargo LOC 1,594,060.01 70, 539.57 70, 539.57 1,328,59 9,904.48 11,233.07 41, 348.96 Page 1 8:14 PM Jeff Ellis & Associates, Inc. 17/05/05 Balance Sheet Accrual Basis As of July 5, 2005 Jul 5, 05 Due to Ellis Manag LLC -25,000,00 BOA -Premier Loan 91,695.73 Bank of America - Revolving LC 220,000.00 BankAm X5 Loan -1,448.96 Chase L.O.C. 20,386.32 Payroll Taxes Payable -53.56 Sales Tax Payable 618.94 Sun Trust L/C Loan - Textron 44,880.65 Total Other Current Liabilities 392,428.08 Total Current Liabilities 474,200,72 Long Term Liabilities Note BA - 7451 14,826.09 Note Payble - X52001 672.56 Total Long Term Liabilities 15,498.65 Total Liabilities 489,699.37 Equity Capital Stock 1,000,00 Opening Bal Equity 6,660.00 Retained Earnings 538,350.34 Net Income 558,350.30 Total Equity 1,104,360.64 TOTAL LIABILITIES S EQUITY 1,594,060.01 Page 2 ` 1 38 PM Jeff Ellis & Associates, Inc. 'i105105' Sales by Item Summary Accrual Basis January 1 through July 5, 2005 Jan 1 - Jul 5, 06 oty Amount % of Sales Avg Price Inventory Merchandise E&A Back Pack 18 440.00 0.0% 24.44 E&A Sall CAp 1 15,50 0.0% 15.50 E&A Bucket Hat 1 17.50 0-0% 17-50 E&A Easy Seal Hip Packs 132 1,953.00 0.1% 14-80 E&A Pon 10 100-00 0.0% 10-00 E&A Polo Shirt 5 125.00 0.0% 25,00 E&A Towel 1 29.00 0.0% 29.00 E&A W.Breaker-Pullovers 2 81.90 0.0% 40.95 Instructor T-Shirt 515 260.00 0.0% 0.50 Junior Lifeguard T-Shirt 171 0.00 0.0% 0.00 Lifeguard Emblem 284 1,136.00 0.0% 4.00 Oxygen Unit w /Regulaor 9 3,450,00 0.1% 383.33 Total Merchandise 7,607.90 0.3% New Instructor Training Course 312 79,938-00 3.1% 256.21 Publications BLT Manual 516 5,025.00 0,2% 9,74 BLT Manual + Certificate 405 5,490.00 0.2% 13.56 BLTF Manual 544 5,850.00 0.2% 10.75 IRM Manual 354 36.00 0.0% 0A0 JES Advanced -Level 3 15 225.00 0.0% 15-00 JES BEG -Level One Progress 37 705.00 0.0% 19-05 JES Inter Level 2 Progress 21 315.00 0.0% 15.00 JES Level I Completion 21 315,00 0.0% 15.00 JES Level 2 Completion 13 195,00 0.0% 15.00 JES Level 3 Completion 11 165.00 0+0% 15,00 JES Pre/Parent Progress 25 425.00 0,0% 17.00 JES Pre+Parent Completion 14 210.00 0.0% 15-00 Junior LGI Manual 16 240,00 0.0% 15�00 LG Manual 1,658 65,148,00 2.5% 39-29 Lifeguard Skills Training Video 18 1,242.00 0.0% 69.00 NSC AED Student 1 6.00 0.0% 6.00 NSC CPR Manual 16 80,00 0+0% 5,00 NSC CPR/AED 130 858.00 0,0% 6,60 NSC CPRIFA Manual 48 3%00 0.0% 7.48 NSC FA Manual 40 260.00 0.0% 6�50 Original Lifeguard online 21) 579.00 0.0% 28.95 Renewal Lifeguard Online 176 1,760.00 0.1% 10.00 Replacement Card -POOL 346 8,660m 0,3% 25.03 Replacement Card -SHALLOW 12 175.00 0.0% 14+58 Replacement Card -SPECIAL 15 375.00 0�0% 25.00 Training Video 44 5,676.00 0,2% 129,00 VAT Training DVD 15 750.00 0.0% 50.00 WSafety+ Manual 1 15.00 0.0% 15-00 Total Publications 105,139.00 4.1% RAST Kit 6 960,00 0.0% 160,00 Total Inventory 193,644.90 7.5% Parts ECSI Blood Born Pathogens 1 80-55 0.0% 80.55 ECSI CPR/AED Cart, & Manual 33 1,930.50 0.1% 58.50 ECSI CPRIAED Review 10 405.00 0.0% 40.50 ECSI FA CertfManual 5 337.50 0.0% 67.60 ECSI FA Teaching DVD 3 281-85 0.0% 93.95 ECSI FA/cPRIAED Cort/Manual 130 11,115.00 0.4% 85-50 ECSI FA/CPR/AED DVID 6 941,70 0-0% 156-95 ECSI PRO Rescuer CPR 72 3,217.60 0.1% 44-69 ECSI Pro Rescuer CPR1DVD 3 262.85 0.0% 87,62 Total Parts 18,572.55 0.7% Service Adminstration Fee 4 65.00 0.0% 16,25 Auditing Fees 433 303,070.00 11.8% 699.93 Page I 38 PM ,j7/05/05 Accrual Basis Jeff Ellis & Associates, Inc. Sales by Item Summary January I through July 5, 2005 Jan I - Jul 5, 05 aty- Amount % of Sales Avg Price Bad Debts -2 -608.45 -0.0% 304.23 Consulting Carroll, R. 33 27,795.00 1.1% 842.27 Ellis, J. 32.41666 5,138.50 0.2% 158.51 Minninger, J. 1 . 0.00 0,0% 0.00 Oostman, M. 19 11,176.00 0.4% 588.21 Renstrom,Randy 4 2,200�00 0.1% 550,00 Wadsworth, Marty 13 22,624.00 0.9% 1,740.31 Consulting - Other 2 500-00 0.0% 250-00 Total Consulting 69,433.50 2.7% Miscellaneous 179 13,861.79 0.5% 77.44 NASS 9 8,700.00 0.3% 966.67 Retainer Fees Retainer 01 2 3,600,00 0.1% 1,800.00 Retainer 02 2 1,500.00 0.1% 750.00 Retainer 03 4 3,200,00 0.1% 800.00 Retainer 04 1 300.00 0.0% 300.00 Retainer 05 7 3,760.00 0.1% 537.14 Retainer Fees - Other 22 19,685-00 0.8% 894.77 Total Retainer Fees 32,045-00 1.2% Training Sery ARP Certification 80 4,000-00 0.2% 50-00 ARPContract 6 48.00 0.0% 8.00 BLTCertification 65 905.00 0.0% 13.92 JES Instructor License 185 7,330-00 0.3% 39.62 JES Original Instructor Kit 83 2,490.00 0.1% 30-00 JES Original On-Sito Kit 1 50-00 0.0% 50,00 JES Program Coordinator 11 2,675.00 0.1% 243.18 JES Quick Start 1 175,00 0.0% 175.00 JES Renewal Coordinator 4 310,00 0.0% 77.50 Jr. Lifeguard Certificate 177 4,671.00 0.2% 26-39 Now Instructor License 352 37,428.00 1.5% 106.33 NSC CPRIFA INSTRUCTOR Cert 1 50.00 0.0% 50.00 Pool License 4,653 302,520,00 11.8% 65,02 Pool Lifeguard Completion Kit 1,316 12,882.00 0,5% 9.79 Renewal Contract Training 232 1,856.00 0.1% 8.00 Renewal Instructor License 227 53,316.00 2.1% 234,87 Renewal License- Special 3,921 223,315,00 8.7% 56.95 Renewal License -Shallow 1,322 75,145,00 2,9% 56,84 Renewal License - Pool 4,668 261,150,00 10,2% 65�94 Replacement License Charge 154 1,860.00 01% 12.08 Senior LG License -New & Renew 7 280.00 0.0% 40.00 Shallow Contract Pricing 76 2,052,00 0.1% 27,00 Shallow License 5,380 354,375.00 13.8% 65.87 Special Contract Training 818 22,086.00 0.9% 27.00 Special Facility License 7,058 516,930-00 20.1% 73-24 Special Lifeguard Completion ki 5 375.00 0.0% 75.00 Transfer License 108 1,019.00 0.0% 9.44 UPGRADE-Pool/Cert to License 55 2,750.00 0.1% 50.00 UPGRADE-Speclal/Cert to License 47 2,585.00 0.1% 55.00 WS+Certificate 21 210.00 0.0% 10.00 Total Training Sery 1,894,838.00 73.7% Upgrade License 215 2,214.00 0.1% 10.30 Total Service 2,323,618.84 90.4% Other Charges Fin Chg 18 1,497.44 0.1% 83.19 Shipping/Hand UPS Shipping 1,291 22,522.07 0,9% 17.45 ShIpping/Hand - Other 111 2,562.93 0.1% 23-09 Total Shipping/Hand 25,085.00 1.0% Travel Page 2 J Q:38 PM Jeff Ellis & Associates, Inc. .,rro6,05 Sales by Item Summary Accrual Basis January 1 through July 5, 2005 Jan 1 - Jul 5, 05 Qty Amount % of Sales Avg Price Air Travel 9 6,772.24 0.3% 752.47 Car Rental 5 448.72 0.0% 89.74 Gas 1 16.34 0.0% 16.34 Lodging 7 1,340.98 0.1% 191.57 Meals 10 695.00 0.0% 69.50 Parking 2 50.25 0.0% 25.13 Tolls 1 16.11 0.0% 16.11 Total Travel 9,339,64 0.4% Total Other Charges 35,922.08 1.4% Discounts Discount -2,179.00 -0.1 % Total Discounts -2,179.00 -0.1 % TOTAL 2,669,579.37 100.0% Page 3 R:01 PM JEFF ELLIS MANAGEMENT, LLC d7/05/05 Balance Sheet Accrual Basis As of July 5, 2005 wm, ,a ASSETS Current Assets Checking/Savings Checking Acct - BOA 48,957.88 Total Checking/Savings 48,957,88 Accounts Receivable Accounts Receivable 68,009,04 Total Accounts Receivable 68,009.04 Total Current Assets 116,966.92 Other Assets Due from Associates -25,000.00 Total Other Assets -25,000.00 TOTAL ASSETS 91,966.92 LIABILITIES & EQUITY Liabilities Current Liabilities Other Current Liabilities Payroll Liabilities 288.07 Total Other Current Liabilities 288.07 Total Current Liabilities 288.07 Total Liabilities 288.07 Equity Retained Earnings 36,339.68 Net Income 55,339.17 Total Equity 91,678.85 TOTAL LIABILITIES & EQUITY 91,966.92 Page 1 q:03 PM JEFF ELLIS MANAGEMENT, LLC .17105105 Sales by Item Summary Accrual Basis January 1 through July 5, 2005 Jan 1 - Jul 5, 05 City Amount % of Sales Avg Price Service Consulting 97 221,741.75 109.1% 2.286.00 Total Service 221,741.75 109.1% Other Charges Bad Debt -1-31,250,00 -15.4% 31,250,00 Reimbursed Expenses 447 12,616.65 6.2% 28.23 Shpping/Handling 4 225.25 0.1% 56.31 Total Other Charges -18.408.10 -9.1 % TOTAL 203,333.65 100.0% v Page 1 City Tamarac — Purchasing & Contract Division NON -COLLUSIVE AFFIDAVIT State of Florida )ss. County of Orange Jeffrey L. Ellis being first duly sworn deposes and says that: 24. He/she is the Representative, (Owner, Partner, Officer, Representative or Agent) of Jeff Ellis Management, LLC. the Offeror that has submitted the attached Proposal; 25. He/she is fully informed respecting the preparation and contents of the attached Proposal and of all pertinent circumstances respecting such Proposal; 26. Such Proposal is genuine and is not a collusive or sham Proposal; 27. Neither the said Offeror nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, have in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Offeror, firm, or person to submit a collusive or sham Proposal in connection with the Work for which the attached Proposal has been submitted; or to refrain from bidding in connection with such Work; or have in any manner, directly or indirectly, sought by agreement or collusion, or communication, or conference with any Offeror, firm, or person to fix the price or prices in the attached Proposal or of any other Offeror, or to fix any overhead, profit, or cost elements of the Proposal price or the Proposal price of any other Offeror, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against (Recipient), or any person interested in the proposed Work; 28 The price or prices quoted in the attached Proposal are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Offeror or any other of its agents, representatives, owners, employees or parties in interest, including this affiant. 'f S' i sealed qnd delivered in the presence Wi ss KI VV — Ofteroes QuaNkation Statement 0 City Tamarac ACKNOWLEDGMENT — Purchasing & Contract Division NON -COLLUSIVE AFFIDAVIT State of Florida County of Orange On this the 5th day of July, 2005, before me, the undersigned Notary Public of the State of Florida, personally appeared Jeffrey L. Ellis whose name(s) is/are Subscribed to within the instrument, and he/she/they acknowledge that he/she/they executed it. WITNESS my hand and official seal. NOTARY PUBLIC SEAL OF OFFICE. ELAINE B. CINELLI _ _Notary Public - State of Florida NlyCarm�sionBONSep 19, 200B Commission #t DD 3559ad F ° Sodded By Noflonal Notary Assn. 39 NOTARY PUBLIC, STATE OF FLORIDA Elaine Cinelli Stamp or Type as Commissioned) 0 Personally known to me. 0 DID take an oath, or ❑ DID NOT take an oath — Ofi'enWs Qualification Statement City Tamarac — Purchasing & Conftwt Division VENDOR DRUG -FREE WORKPLACE Preference may be given to vendors submitting a certification with their bid/proposal certifying they have a drug -free workplace in accordance with Section 287.087, Florida Statutes. This requirement affects all public entities of the State and becomes effective January 1, 1991. The special condition is as follows: IDENTICAL TIE BIDS . Preference may be given to businesses with drug -free workplace programs. Whenever two or more bids that are equal with respect to price, quality, and service are received by the State or by any political subdivision for the procurement of commodities or contractual services, a bid received from a business that certifies that it has implemented a drug -free workplace program shall be given preference in the award process. Established procedures for processing tie bids will be followed if none of the tied vendors have a drug -free workplace program. In order to have a drug -free workplace program, a business shall: 29. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 30. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 31. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection 0). 32. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contend ere to, any violation of chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later that five (5) days after each conviction. 33. Impose a section on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the — oftror's Qualftakin &atemant City Tamarac — Purchasing & Contract Division employee's community, by any employee who is so convicted. 34. Make a good faith effort to continue to maintain a drug -free workplace thr h implementation of this section. As the person authorized to sign tement, I certi that this form complies fully with the above rnrng%#i#& 14, CEO Jeff Ellis Management, LLC. Company Name — Oftroes Qualftation statement Purchasing and Contracts Division ADDENDUM NO. 2 RFP NO. 05-13R SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER DATE OF ADDENDUM: JUNE 29, 2005 TO RFP SUBMITTERS: The following clarifications, changes, additions and/or deletions are hereby made part of the Contract Documents for RFP 05-13R, SWIMMING POOL MANAGEMENT SERVICES FOR THE CAPORELLA AQUATIC CENTER. 1. The play pool structure volume is 24,240 gallons with a bathing load of 52. 2. The City will accept corporate tax returns for the past three (3) years in lieu of CPA audited financial statements if not available from your firm. All other terms, conditions and specifications remain unchanged for RFP No. 05-13R. This Addendum No. 2 should be signed and returned with your Proposal and/or acknowledge receipt of this Addendum No. 2 within your Proposal. Jeff Ellis Management, LLC. NAME OF FIRM: 7525 NW 88th Avenue z Tamarac, Florida 33321-2401 N (954) 724-2450 W Fax (954) 724-2408 a www.tamorac.org Equal Opportunity Employer it jjr ma- . . , Gi&. �10411:11 J111 1111S AUUAiIC MANAGEMENT JEFF ELLIS & ASSOCIATES, INC. "INTERNATIONAL AQUATIC SAFETY, OPERATIONAL AND RISK MANAGEMENT CONSULTANTS" AQUATIC FACILITY MANAGEMENT TECHNICAL PROPOSAL PREPARED FOR City of Tamarac 7525 NW 88h Avenue — Room 108 Tamarac, Florida 33321-2401 JiAy 2nd, 2005 Aquatic Facility Management Technical Proposal CITY OF TAMARAC, FLORIDA PROPOSAL OBJECTIVE . . . ..... .. ...... . ............................. jeff Ellis & Assod"Ites, Inc., a Texas Corporation, dba jeff Ellis Nlanageinent, LLG, a Florida Limited Liability Corporation and hereinafter referred to as 'jFT\4", desires to render professional aquatic facility management services to provide aquatic safety, operational, program and risk management services for the Caporella Aquatic Center owned by the City of Tamarac, Florida, hereinafter referred to as "Tamarac". Accordingly, "JEM" submits this technical aquatic facility management proposal for the consideration of officials representing "Tamarac". SCOPE AND TERM OF SERVICES ",JE1\1" proposes to provide "Tamarac" with the following professional services for operation of its aquatic facilities that include a leisure aquatic facility complex %ith lap swimming pooL activity pool and waterslides. located in Tamarac, Broward County, Florida commencing on or about January 1 s', 2006 and terminating on December 31 st, 2007: Aquatic Facility Management The "JENP and "Ellis" brand names are synonymous with aquatic safety and remain our primary professional focus. Our aquatic facility management chents possess stellar safety records that remain unmatched by any other service provider. We take pride in noting that no JEMrm client has ever experienced a catastrophic or drowning accident and remain the only national service provider that can factually make such a claim. The "state-of-the-art" aquatic management system developed by ",JENP 'incorporates five (5) integrated components exclusively designed to assure consistency and maintain the highest operating standards available in the industry for its clients. PREPARED FOR CITY OF TAMARAC, FLORIDA 2 We take pride in providing exceptional training for all of our professional lifeguard, swimming instructor, supervisor, and manager employees who will be assigned to effectively and safely operate the Caporella Aquatic Center owned by "Tamarac" for the term of the service agreement as follows: 1. "JENI" professionally trains and credentials all employees to satisfy regulatory requirements for both state and local health departments. 2. All ".jE1\1" employees are licensed and expected to adhere to the published national standards set forth by Jeff Ellis & Associates, Inc. and the National Pool & V'aterpark 1.1feguard'I'mining PrograrnTM. 3. All EIA" employees receive site -specific training to provide efficient operation of the Caporella Aquatic Center. It is noted that the standards developed and practiced by,jeff Ellis & Associates, Inc. and Jeff Ellis Management, LIA' _ continue to lead the industry for aquatic safety and risk management. Most aquatic professionals, including our competitors, generally recognize E&A(R) for revolutionizing aquatic safety and maintaining a twenty-three year safety record that remains unmatched by any other national service provider. "JENI" has a proven record of accomplishment for providing quality, efficient, econornical, and customer friendly aquatic facility management on a regional, national, and international stage. "JEIA" manages both public and private aquatic facilities including ocean beachfronts with more than six hundred employees worldwide. Our reference list contains well known and prestigious clients including all Walt Disney Company resorts and cruise ships (1989 to present), Atlantis Resort and Casino, and Bahamas (1998 to present) as well as local facilities Like Broward County Parks (1994 to ptesent), Sunrise (1999 to present) and Hallandale Beach (2003 to present). We invite, encourage, and recommend that you contact any of our client representatives for additional reference information concerning the consistent quality of our professional aquatic facility management services. Additionally, our employees receive guest relations and basic leadership training uniquely designed to enhance customer service for those whofrequent aquatic facilities operated by our firrm The customer service and leadership training provided to all "JENI" employees is modeled after the successful training curriculum we utilize for our Disney operations that annually trains 2000. lifeguards to service Walt Disney World and other Disney aquatic facilities located throughout the world. We have continually serviced the Disney organization since 1989 and submit that our long term history with this leading entertainment company attests to our consistent service delivery. Aquatic Safety and Risk Management Services Since beginning service to the aquatic industry in 1983, Jeff Ellis &Associates, Inc. has gained the reputation for becoming the most prestigious and innovative leader for PREPARED FOR CITY OF TAMARAC, FLORIDA 3 developing aquatic safety and risk management technology throughout the world. Industry trade associations, aquatic professionals and even our competitors agree that the "state-of-the-art" technology developed by our company has completely revolutionized aquatic safety and risk management throughout the international aquatic community. Todaywe train and license more then 40,000 lifeguards annually, service more then 800 public swimming pools and continue to be retained by more then 90% of the world's waterpark aquatic facilities. In 2004, over 43 million swimmers frequented an aquatic facility that utilizes E&A8 aquatic safety and risk management services without experiencing a drowning or catastrophic incident. We remain the only national aquatic service provider with mandatory accountability standards that continue to maintain our unmatched safety achievements. Accordingly, you may be assured that the Caporella Aquatic Center owned by "Tamarac" will be managed with the highest degree of operating safety available to the industry. Specifically, this service provides for five (5) unannounced and random aquatic safety operational audits on an annual basis (for the term of the service agreement). Said audits will include video surveillance, technical skill evaluations, simulated emergency drifis and vigilance awareness testing (VAT) for randomly selected lifeguards. These aquatic safety operational audits remain the cornerstone of our accountability program and help to distinguish the Ellis brand name from all other competitors. Aquatic Instructional Program Services 1\1" is equipped to provide professionalaquatic instructional programs for the Caporella Aquatic Center owned by "Tamarac" as follows: Swimming Lessons — "JEM" utilizes thejeff Ellis Swimming"" comprehensive swimming program developed in 1994, The program features four (4) levels of instruction including pre-school/parent, beginner, intermediate and advanced classes. Ibis flexible program offers ideal teaching ratios in an economical and fun way to teach swimming. The innovative teaching techniques used by JESTm instructors accelerate learning and maximize individual success. PREPARED FOR CITY OF TAMARAC, FLORIDA 4 "If,IM" will identify and develop strategic business relationships with local aquatic program provider; to offer outsource instructional activities that may include competitive swimtriing/diving, aquatic exercise, SCUBA, synchronized swinuning, and water therapy instruction. The scope of outsource aquatic programs offered will be based upon local community needs of Tamarac citizens. "JENF will identify local outsource providers to schedule, market, and conduct aquatic instructional program services based upon the specific needs of the Tamarac community. Modeled after our successful aquatic program marketing and operating plan for the Fox Valley Park District in Illinois, the process affords sufficient flexibility to identify local resources to provide expertise that leads to consistent and quality service delivery for those who frequent the Caporella Aquatic Center. "JENT will seek counsel from Louise Priest, E&A TM Media Director and Tom Merriman, outside marketing consultant on retainer to Jeff Ellis & As'sociates, Inc., to provide additional logistical support for marketing aquatic instructional programs on an as needed basis and at no additional charge to the City of Tamarac. Implementation Schedule Because "j ENV currently maintains a local office to support its Hallandale Beach facility management and Southern Florida client operations, we are uniquely positioned to complete training and employ personnel to operate the Caporella Aquatic Center within fifteen days of ngtigG fiMm the City of T=Ml;. It is noted that we maintain a supplemental staffing roster largely comprised of seasonal lifeguards from Broward County (aquatic facilities close in September) who desire to work for our firm during the off season. Some of these individuals are immediately available to engage in our customer service and basic leadership training components prior to receiving employment appointments to service the Caporella Aquatic Center. Our Disney operations office will provide additional logistical support to address opening issues for this new aquatic facility. PREPARED FOR CITY OF TAMARAC, FLORIDA SERVICE PROPOSAL FEE SCHEDULE DETAIL Assuniptions and Operating Criteria 'IF-M" submits the following service proposal fee schedule to "Tamarac" based upon assumption of the following facts and operating criteria: 1. Labor This proposed labor fee schedule is based upon the successful model that "JENI" uses for the City of Hallandale Beach aquatic management operations. It was modified to include the operating days/hours set forth in Section "C" of the Tamarac RFP and reflects a practical, economical, and realistic staffing plan to operate the Caporella Aquatic Center. Said staffing plan provides for an aquatic facility manager and/or aquatic supervisor and three (3) lifeguards to be "on -duty" at the premises of the Caporclla Aquatic Center at all times the facility is open for swimming activities. Pursuant to our review of the Caporella Aquatic Center plans submitted with the Tamarac RFP, we determined that a minimum of three (3) "on -duty" lifeguards are required to comply with our "10/20 Second Protection Rule" operating standard of care. Additional lifeguards (a minimum of three (3) lifeguards) are also required to operate the children's attraction in the a tivity pool and the waterslides as set forth below. Additionally, the staffing plan provides for three (3) auxiliary lifeguards to operate/supervise the children's activity pool attraction and waterslides for five (5) hours (between 1:00 PM and 6:00 PN� daily. Staff Labor Budget Item Description Year 1 Year 2 Total Management Salaries (Exempt) Manager - Caporella Aquatic Center $42,000 $46,400 $88,400 Management Salaries (Exempt) _S�ryisory — C!poreUa ASuatic Center $32,000 $35,000 $67,000 Salaries (Non -Exempt) (Lap Swimming Pool)* _Lfmards - Caporella Aquatic Center 9AM — 6 PM $98,280 $108,108 $206,388 Salaries (Non -Exempt) (Waterslides, Children's Activity Pool)* _LfT.uar& — Caporella Aquatic Center I I'M — 6 PM $54,750 $60,225 $114,975 Subtotal Labor $227�030 S249,,33 5476,763 Workers'Compensation/1-lealth Care $23,000 $26,300 $49,300 FICA, Taxes $56,757 $62,433 $119,190 LLa!!joll Total $306,787 $338,466 $645,B3 M -1 able. 3 enyce llroposal.V�es based upon a txvzyear a ,gmement. * - The hourly pay range for,JE��1111 lifeguards is $8 to $10 Pursuant to training credentials, performance evaluations and experience, PREPARED FOR CITY OF TAMARAC, FLORIDA 6 We designed the proposed labor fee and staffing plan to comply with requirements set forth in the Tamarac RFP. However, based upon our experience with similar aquatic facilities operated in Southern Florida for the past twenty years we believe the current RFP requirements deviate significantly from traditional operating practices and welcome the opportunity to discuss the overall aquatic facility operating plan prior to executing a final service agreement. 2. Operating Expenses The proposed operating expense fee schedule is based upon the successful model that "JE1*,X' uses for the City of Hallandale Beach aquatic management operations. It was modified to include the operating days/hours set forth in Section "C" of the Tamarac RFP and reflects a practical, econotnical, and realistic budget plan to operate the Caporella Aquatic Center. Operating Expense Budget Item Description Year I Year 2 Total Swimming Pool Sanitation (Chemicals) @ $1500 per month $18,000 $18,000 $36,000 Swirnming Pool Sanitation (Water Testing Mt , Testing Supplies and Vacuum Supplie!� $300 $300 $600 - Aquatic Facility Premises (Cleaning Supplies, Soap, Paper and Toiletry items) @ $200 per month $2,400 $2,400 $4,800 I Aquatic Facility Administrative Support (Office Supplies) @ $100 per month $1,200 $1,200 $2,400 Aquatic Facility Logistical Support (First Aid Supplies) @ $50 per month $600 $600 $1,200 Aquatic programs Logistical Support (Training Supplies) @ $50 per month $600 $600 $1,200 Aquatic Facility In -Service Training Support (Training Supplies) @ $50 per month $600 $600 $1,200 I Staff Uniforms @ $195 per employee (Estimated 20 employees annually.) $3,900 $3,900 $7,800 JEMrm Management Fee @ $3000 per month* 1 $36,000 $36,000 $72,000 Operating Expense Total $63,W $63,6W $U7.200 0 Table: Sermce Pmposal Fees based upon a hvo:year amgexent JEMTM offers to waive its annual management fee (in a similar way said fee is waived for the City of Hallandale Beach) for operating the CaporeUg Aquatic Center should the City of Tamarac desire to negotiate a revenue sharing agreement foradmission and aquatic program fees obtained during the term of the service agreement. Accordingly, we welcome the opportunity to explore this possibility believing it would be mutually bcaeficialto both parties of the management service agreement. Said monthly management fee includes cost recovery for general liability insurance requirements set forth in the Tamarac RFP. It is noted that "JEM" shall provide the Caporella Aquatic Center with the following emergency care equipment at no additional cost to the City of Tamarac for participation in the overall aquatic safety and risk management afforded by Jeff Ellis and Associates, Inc.! Item Descri tion Quantity Unit Cost. Total Cost to Client Automated Electronic Defibrillator (AED) Unit @ $2500 Provided at no additional charge PREPARED FOR CITY OF TAMARAC, FLORIDA 7 AED Trainer Unit 1 @ $400 — Provided at no additional charge Supplemental Oxygen Support Unit 2 @ $300 Provided at no additional charge Bag Valve Masks (Adult, Child, Infant) 12 @ $20 Provided at no additional charge Motorola two-way Radio 8 @ $450 Provided at no additional charge Cj — Spinal Backboard. with head immobilization 2 @ $400 Provided -at no additional charge Water Safety Products — Rescue Tube 20 @ $40 Provided at no additional charge Life jacket (US Coast Guard Approved PFD's for 40 @ $30 Provided —at no7 Children and Infants) additional charge I c at The cost for the in -kind equipment identified above is valued at $10,140 and provided at no additional charge to the City of Tarnmc. 3. Total Budget Fee Proposal The proposed operating expense fee schedule is based upon the successful model that "JEM" uses for the City of Hallandale Beach aquatic management operations. It was modified to include the operating days/hours set forth in Section "C" of the Tamarac RFP and reflects a practical, economical, and realistic budget plan to operate the Caporella Aquatic Center. 0 1 a0le., 3 emee Proposal Pees based upon a twoyear agreement. PREPARED FOR CITY OF TAMARAC, FLORIDA 8 My of Tamarac, porcha'sing & GonInm"Is Division .............. ...................................... . ............. —11-11.1.1 ............... ........ .................... ............ . . .......... ­ ........... I--, ................................................ ­­ ............ - -- ------------------ - ------ 0 . . . . ... .... .... Temp. Reso. #10850 AGREEMENT Exhibit 4 BETWEEN THE CITY OF TAMARAC AND JEFF ELLIS MANAGEMENT, LLC THIS AGREEMENT is made and entered into this JL�- day of.DCjC&MbC/ 1 2005 by and between the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "CITY") andJeff Ellis Management, LLC, a Florida Limited Liability corporation with principal offices located at 508 Goldenmoss Loop, Ocoee, Florida 34761, (the "Contractor") to provide for Swimming Pool Management Services at the Caporella Aquatic Center, 5300 NW 58 th Ave., Tamarac, Florida. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Contractor agree as follows: 1) 2) The Contract Documents The Contract Documents consist of this Agreement, Proposal Document No. 05- 13R, "Swimming Pool Management Services", including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions), drawings, Technical Specifications, all addenda, the Contractor's bid/proposal included herein, and all modifications issued after execution of this Agreement. In addition, a Schedule of Payments is included as part of this agreement attached as Exhibit A. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event that there is a conflict between the RFP 05-13R as issued by the City, and the Contractor's Proposal, RFP 05-13R as issued by the City shall take precedence over the Contractor's Proposal. Furthermore, in the event of a conflict between this document and any other contract documents, this Agreement shall prevail. The Work 2.1 The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to provide Swimming Pool Management Services for the Caporella Aquatic Center located at 9300 NW 58 1h Ave., Tamarac, Florida. 2.1.2 Contractor shall provide a lifeguard staff with minimum age of 16 years old. Cily of Taroarac Purchasing & ("Ontract's, Divislcm . .. ......... . ...... ...... ............................. - -------------- - ----- --------------- ............................. .. .............. . . . .. ... 0 ... ....... ___ ............................. ............. ........ . .... . ....................... ............. .......................... 2.1.3 Contractor shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Contractor shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Contractor's expense. 2.1.4 Contractor shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.5 Contractor shall comply with any and all Federal, State, and local laws and regulations now in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or subcontractors, if any, with respect to the work and services described herein. 3) Insurance 3.1 Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, and all other insurance as required by the City, including Professional Liability when appropriate. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. 3.2 Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. 4) Contract Term 4.1 The Agreement shall commence upon delivery of Notice To Proceed to the Contractor by the City, and shall be in place for a period of two (2) years. 2 of Tamarac 1, purchasin't-4 & ccw?h'acls Division ....................... 111.11 - -1-1--.1 ................ - ------------ - -------- - ----------- ....................... . ..... — . ­ ... . . . . ............. . ......... ................................. ­­,".1 ....... .... .... .... ................................... .............. ­­ 4.2 The City shall reserve the right to renew at the same terms, conditions and pricing as the original Agreement for subsequent renewal periods of two (2) years each at the discretion of the City. 5) Consideration 5.1 In consideration of the Contractor's Services provided to the City, the City agrees to pay the Contractor an Operational Fee, and a percentage of operating revenues in accordance with the provisions of the attached "Schedule of Payments" included herein as Exhibit A. 5.1.1 Annual Operational Fee: The City shall pay to the Contractor an operational fee not to exceed Three Hundred Thousand, Two Hundred and Twenty -Seven Dollars and no Cents ($350,227.00) in accordance with the "Schedule of Payments" included herein as Exhibit A. 5.1.2 Annual Management Fee: In addition to the Annual Operational Fee, upon opening of the facility, the City agrees to pay the Contractor Management Fee, which shall be in the form of shared revenues with the Contractor, based on the following requirements, in accordance with Exhibit A: 5.1-2.1 Gate Revenues: The City shall pay to the Contractor, a sum equaling 50% of all gate revenues related to the swimming pool facility as defined in the "Schedule of Payments" included herein as Exhibit A. The additional 50% of revenues shall be retained by the City. 5.1-2.2 Class/Program Revenues: The City shall pay to the Contractor a sum equaling 80% of all class/program revenues as defined in the "Schedule of Payments" included herein as Exhibit A. The additional 20% of revenues shall be retained by the City. 5.1-2.3 The Contractor shall be entitled to minimum guaranteed annual revenue of $36,000. In the event that the annual aggregate revenues in paragraphs 5.1.1 and 5.1.2 of this Agreement dispersed to the Contractor total less than $36, 000 at the end of the contract year, the City shall make a lump sum payment to the Contractor, which reflects the difference between $36,000 and the actual total of aggregate revenues dispersed. Such lump sum payment shall be made in arrears. 3 .................. .................. .............. I PLWGJM1,Sh;g & Gootracls Division ---------- ------------------------ . . . . ... ........................................... --- ................................................. ­­­11111.111 5.1.3 Cost to do Business: In consideration of an increase in the workman's compensation insurance cost to the Contractor, the City will increase the agreement in year two (2) in accordance with actual cost in an amount not to exceed $10,000.00 under the following conditions: 5.1-3.1 In the event Contractor experiences an increase in the cost to workman's compensation insurance, the Contractor must provide City with sufficient documentation to validate the claim. 5.1-3.2 City will increase amount of agreement by "actual" cost to the Contractor. Under no condition, will any amount of profit to the Contractor be included in this increase, 5.1.4 After Hours Facility Use By City: If the City schedules to use the pool facility during the established operating hours for a special program or activity, the City shall provide the Contractor a minimum of seven (7) days notice and compensate the Contractor as follows: 5.1-4.1 City shall compensate the Contractor at a rate of $25.00 per hour + actual labor costs. 5.1-4.2 Contractor will determine amount of lifeguards needed based on size and scope of program. 6) Payments Payment by the City will be made to the Contractor on a monthly basis in arrears, upon receipt of a detailed, accurate invoice from the Contractor, in accordance with the provisions of Section 5 "Consideration" of this agreement. All payments shall be dispersed prior to the 1 oth day of each month. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VI 1, Chapter 218 7) Indemnification 7.1 GENERAL INDEMNIFICATION: Contractor shall, in addition to any other obligation to indemnify the City and to the fullest extent permitted by law, protect, defend, indemnify and hold harmless the City, it's agents, elected officials and employees from and against all claims, actions, liabilities, losses (including economic losses), damages and costs arising out of any actual or alleged: a). Bodily injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting there from, or any other damage or loss arising out of or resulting, or claimed to have resulted in whole or in part from any actual or alleged act or omission of the Contractor, any sub -Contractor, anyone directly or indirectly 4 ot Tzimarac PurchashT & Contracis Djwsion 111-1111 ... "I'll��,�ll.�.111,�'ll'..,.,.,I ... . ................. — ------ - --------------- -------- .............. ------ ­­,­ --------- ------------ — - - -- - ----------- -------------------------------- ­, employed by any of them, or anyone for whose acts any of them may be liable in the performance of the Work; or b). violation of law, statute, ordinance, governmental administration order, rule, regulation, or infringement of patent rights by Contractor in the performance of the Work; or c). liens, claims or actions made by the Contractor or any sub- contractor under workers compensation acts; disability benefit acts, other employee benefit acts or any statutory bar. Any and all cost and expenses, including attorney's fees, incurred by the City to enforce this agreement shall be the responsibility of the Contractor. 7.2 Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 7.3 The Contractor shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 7.4 City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor under the indemnification agreement. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 8) Remedies 8.1 Damages: The City reserves the right to recover any ascertainable actual damages incurred as a result of the failure of the Contractor to perform in accordance with the requirements of this Agreement, or for losses sustained by the City resultant from the Contractor's failure to perform in accordance with the requirements of this Agreement. 8.2 Correction of Work: If, in the judgment of the City, work provided by the Contractor does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, the City reserves the right to require that the Contractor correct all deficiencies in the work to bring the work into conformance without additional cost to the City, and / or replace any personnel who fail to perform in accordance with the requirements of this Agreement. The City shall be the sole judge of non-conformance and the quality of workmanship. 9) Change Orders Without invalidating the contract, without any monetary compensation, and without notice to any surety, the City reserves and shall have the right to make increases, decreases or other changes to the work as may be considered necessary or desirable to complete the proposed engagement in a satisfactory 5 ("ity cd T"wr"'irac PW-(.J1J,1H7C & Cootra�,-,ts Division . .. . ........... ............ ... J -- 1-111-111111.11111.1"..., - --- ------- ---------- - - ------ . . ... . ....................... 1-11 . ............ . I.., ----------- ........ . ....... ..... -­ . ....... ­­­­­ ................ I ------ - --------------- ---- - — ---------------- --- ---- - - - manner. The Contractor shall not start work pursuant to a change order until the change order setting forth the adjustments is approved by the City, and executed by the City and Contractor. Once the change order is so approved, the Contractor shall promptly proceed with the work. The Contract Price constitutes the total compensation (subject to authorized adjustments, if applicable) payable to the Contractor for performing the work. All duties, responsibilities and obligations assigned to or undertaken by the Contractor shall be at Contractor's expense without change in the Contract Price or Time except as approved in writing by the City. The Contract Price and/or Time may only be changed by a Change Order, A fully executed change order for any additional duties must exist before such extra duties are initiated. Any claim for an increase or decrease in the Contract Price shall be based on written notice delivered by the party making the claim to the other party promptly (but in no event later than 15 days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. The amount of the claim with supporting data shall be delivered (unless the City allows an additional period of time to ascertain more accurate data in support of the claim) and shall be accompanied by claimant's written statement that the amount claimed covers all known amounts to which the claimant is entitled as a result of the occurrence of said event. No claim for an adjustment in the Contract Price will be valid if not submitted in accordance with this Paragraph. In the event satisfactory adjustment cannot be reached by the City and the Contractor for any item requiring a change in the contract, and a change order has not been issued, the City reserves the right at its sole option to terminate the contract as it applies to these items in question and make such arrangements as the City deems necessary to complete the work. The cost of any work covered by a change order for an increase or decrease in the contract price shall be determined by mutual acceptance of a Guaranteed Maximum Price by the City and Contractor. If notice of any change in the contract or contract time is required to be given to a surety by the provisions of the bond, the giving of such notice shall be the Contractor's responsibility, and the amount of each applicable bond shall be adjusted accordingly. The Contractor shall furnish proof of such adjustment to the City. Failure of the Contractor to obtain such approval from the Surety may be a basis for termination of this Contract by the City. 10) Non-D iscrim i nation & Equal Opportunity Employment Contractor agrees not to discriminate against any employee or applicant for employment because of race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. The successful Offeror will take affirmative action to ensure that employees are treated during employment, without regard to their race, religion, color, gender or national original, or disability. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The 101 of Purchasing & Cootri�kls Division ............. - - ---- ---------- . . . ............ ..................................... .......... - ------------------ - - -------------------------- --------- successful Offeror(s) shall agree to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The successful Offeror further agrees that he/she will ensure that Subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 11) Independent Contractor This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 12) Assignment and Subcontracting Contractor shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the city. 13) Notice Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 N.W. 88th Avenue Tamarac, FL 33321 VA of - --- ------------------ Purchasing & Conlrach, Divisp)n ......... .... ............. . .... - - - ------------------------ . .......... ...... With a copy to City Attorney at the following address: Goren, Cherof, Doody & Ezrol, P.A. 3099 East Commercial Blvd., Suite 200 Ft. Lauderdale, FL 33308 CONTRACTOR Jeffrey L. Ellis Jeff Ellis Management, LLC 508 Goldenmoss LooD Ocoee,FL 34761 14) Termination 14.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon sixty (60) days of written notice by the terminating party to the other party for such termination in which event the Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify the city against loss pertaining to this termination. 14.2 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 15) Agreement Subject to Funding This Agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 16) Venue This Agreement shall be governed by the laws of the State of Florida as now and hereafter in force. The venue for actions arising out of this agreement is fixed in Broward County, Florida. 17) Signatory Authority The Contractor shall provide the City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. E; of purdla""'mg & coobadi Divi'sion ----------- -- --- . . . .. . ...... ......... .... 11111-1--11.1- .............. .... --- —0, � . 1""1­­­­_1­­ --- 1111111.1.11.111.1- ............... .......... ............ ................ ...................... ­­­­­­'­"" 18) Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction, The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 19) Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and the City. 20) No Construction Against Drafting Party Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. Remainder of Page Intentionally Blank 4 City of & Gootr,�cts, Division - ----------------------------------- -- -------- ---- - ............ ................ -.11.111 1--, 1 .. ...................... .......................... IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its President/Owner duly authorized to execute same. ATTEST: City Clerk lgjaolo!�- Dr+e I ATTEST: Signature of Corporate Secretary Elaine B. Cinelli Printed Name of Corporate Secretary li K CITY OF TAMARAC ,,�',Schreiber, Mayor Datd Z. leffrey L"Milrer, City Manager u L2 d I)-atd I ApprcMed as to form jand legal sufficiency: -SUMP61 S. Gorefi, Interim City Attorney Date JEFF ELLIS MANAGEMENT, LLC agiq CompanyX, 7n)rf President/Owner Jeffrey L. Ellis Printed Nape of President/Owner - - 1112flejj-- Date/ City �,-V Tarnarw ParcIlasing & Contra(','ts Division ---------------------------------------------- . ........... I ---- - ---- — - - ------------------------ -.-I.I.I.....' ........... . ... ...... . . . . ... ... ............................................. . 1-1-1.1 1 .................................................. - CORPORATE ACKNOWLEDGEMENT STATE OF f1d fVdC, t&l CO U NTY OF 0 r4in!n -P-- C.-# I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Jeffrey L. Ellis, of Jeff Ellis Management, LLC, a Florida Limited Liability Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this. day of4q-4±e--1—t bet ZJ , 20 04 —9CLW--A ��. C"L- ..... ...... ELW B. CMEW Signature of Notary Public Public - Stale 0A Floftla �( 1: *1 State of Florida at Large SIP19,2= # DID :D355944 QC4 ine Print, Type or Stamp Name of Notary Public Ell' --personally known to me or F-i Produced Identification Type of I.D. Produced H--� DID take an oath, or r-1 DID NOT take an oath. 11 Exhibit A PAYMENT SCHEDULE Effective from the City designated notice to proceed date through Agreement Term: 1.1 Operational Fee: 1.1.1 YearOne: Fixed monthly operational Fee: $29,185.54/ month 1.1.2 YearTwo: Fixed monthly operational Fee: $29,185.54 month x 11 months 1.1.3 Final Month of Agreement Term: $29,185.58 1,2 Management Fee: 1.2.1 Gate Revenue: 0 50% of gate revenue to be paid to Contractor. 0 50% of gate revenue to be retained by City. 1.2.2 Class/Program Revenue: ** 0 80% of class/program revenue to be paid to Contractor. 0 20% of class/program revenue to be retained by City. 1.2.3 Minimum guarantee: • Contractor shall receive minimum guaranteed revenue of $36,000, • If annual aggregate revenues dispersed to Contractor are less than $36,000, City shall make a 1 -time lump sum payment to Contractor reflecting difference between annual revenues dispersed, and the $36,000 minimum guarantee. Such payment shall be made in arrears after the completion of each full year of the term of this Agreement. GateRevenue: Gate revenue is defined as monies taken in by the City for general admission into the pool. This includes individual and group entry fees, as well as any pool membership fees collected. Class/Program Revenue: Class/Program revenue is defined as participant registration fees collected by the City for instructional classes, swim lessons and Contractor initiated special events, In addition, this revenue includes reimbursement funds from the Broward County Swim Central Program swim lessons. & coolfact"", Division ................................. --- ................................ ......... ........ . ......................... I ..................... (0 - --- - ---- ..... ............ ........... .................................... ... . ............................. -,— I --------------- AGREEMENT BETWEEN THE CITY OF TAMARAC AND JEFF ELLIS MANAGEMENT, LLC THIS AGREEMENT is made and entered into this 1�_ day of Drj- ejyj - ey' , 2005 by and between the City of Tamarac, a municipal corporatonr principal offices located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "CITY") andJeff Ellis Management, LLC, a Florida Limited Liability corporation with principal offices located at 508 Goldenmoss Loop, Ocoee, Florida 34761, (the "Contractor") to provide for Swimming Pool Management Services at the Caporella Aquatic Center, 5300 NW 58 1h Ave., Tamarac, Florida. Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Contractor agree as follows: 1) The Contract Documents The Contract Documents consist of this Agreement, Proposal Document No. 05- 13R, "Swimming Pool Management Services", including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions), drawings, Technical Specifications, all addenda, the Contractor's bid/proposal included herein, and all modifications iss ' ued after execution of this Agreement. In addition, a Schedule of Payments is included as part of this agreement attached as Exhibit A. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event that there is a conflict between the RFP 05-13R as issued by the City, and the Contractor's Proposal, RFP 05-13R as issued by the City shall take precedence over the Contractor's Proposal. Furthermore, in the event of a conflict between this document and any other contract documents, this Agreement shall prevail. 2) The Work 2.1 The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to provide Swimming Pool Management Services for the Caporella Aquatic Center located at 9300 NW 58 th Ave., Tamarac, Florida. 2.1.2 Contractor shall provide a lifeguard staff with minimum age of 16 years old. Gity of T""Nnat oc Purcha�,,ing & Contracls Divhsion 1-1.1.1111 . .. .................................. 1_­­­ ............................................ ....................................... ... -- - - -------- ­­1­11111111 ........ ........................ . . . ...... ........... ­­­­ ........... ...... ...... ................................ 2.1.3 Contractor shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Contractor shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Contractor's expense. 2.1.4 Contractor shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.5 Contractor shall comply with any and all Federal, State, and local laws and regulations now in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or subcontractors, if any, with respect to the work and services described herein. 3) Insurance 3.1 Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, and all other insurance as required by the City, including Professional Liability when appropriate. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. 3.2 Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. 4) Contract Term 4.1 The Agreement shall commence upon delivery of Notice To Proceed to the Contractor by the City, and shall be in place for a period of two (2) years. 2 of Purchasing & coafnacls Diviskw'� .1 1 - I I I _­­­ 1. 1 1 1..". 1. 1 ........................ .................... ­­­­ ...... .. ...... ......................................... ....... - - ----------------------------------------------- ­­­ 1.111.111, ................................................ ­ 4.2 The City shall reserve the right to renew at the same terms, conditions and pricing as the original Agreement for subsequent renewal periods of two (2) years each at the discretion of the City. 5) Consideration 5.1 In consideration of the Contractor's Services provided to the City, the City agrees to pay the Contractor an Operational Fee, and a percentage of operating revenues in accordance with the provisions of the attached "Schedule of Payments" included herein as Exhibit A. 5.1.1 Annual Operational Fee: The City shall pay to the Contractor an operational fee not to exceed Three Hundred Thousand, Two Hundred and Twenty -Seven Dollars and no Cents ($350,227.00) in accordance with the "Schedule of Payments" included herein as Exhibit A. 5.1.2 Annual Management Fee: In addition to the Annual Operational Fee, upon opening of the facility, the City agrees to pay the Contractor Management Fee, which shall be in the form of shared revenues with the Contractor, based on the following requirements, in accordance with Exhibit A: 5.1-2.1 Gate Revenues: The City shall pay to the Contractor, a sum equaling 50% of all gate revenues related to the swimming pool facility as defined in the "Schedule of Payments" included herein as Exhibit A. The additional 50% of revenues shall be retained by the City. 5.1.2.2 Class/Program Revenues: The City shall pay to the Contractor a sum equaling 80% of all class/program revenues as defined in the "Schedule of Payments" included herein as Exhibit A. The additional 20% of revenues shall be retained by the City. 5.1-2.3 The Contractor shall be entitled to minimum guaranteed annual revenue of $36,000. In the event that the annual aggregate revenues in paragraphs 5.1.1 and 5.1 .2 of this Agreement dispersed to the Contractor total less than $36, 000 at the end of the contract year, the City shall make a lump sum payment to the Contractor, which reflects the difference between $36,000 and the actual total of aggregate revenues dispersed. Such lump sum payment shall be made in arrears. K of Tamarac Purchasing & Cootracis Division I .... ................................. .... . ...... . ............................................. ............. ...................................... t . . ....................................... ............ ...... ­­­_ .. . ............................................... .... ­­­­,".111111 ...... ............... 5.1.3 Cost to do Business: In consideration of an increase in the workman's compensation insurance cost to the Contractor, the City will increase the agreement in year two (2) in accordance with actual cost in an amount not to exceed $10,000.00 under the following conditions: 5.1.3.1 In the event Contractor experiences an increase in the cost to workman's compensation insurance, the Contractor must provide City with sufficient documentation to validate the claim. 5.1.3.2 City will increase amount of agreement by "actual" cost to the Contractor. Under no condition, will any amount of profit to the Contractor be included in this increase. 5.1.4 After Hours Facility Use By City: If the City schedules to use the pool facility during the established operating hours for a special program or activity, the City shall provide the Contractor a minimum of seven (7) days notice and compensate the Contractor as follows: 5.1.4.1 City shall compensate the Contractor at a rate of $25.00 per hour + actual labor costs. 5.1-4.2 Contractor will determine amount of lifeguards needed based on size and scope of program. 6) Payments Payment by the City will be made to the Contractor on a monthly basis in arrears, upon receipt of a detailed, accurate invoice from the Contractor, in accordance with the provisions of Section 5 "Consideration" of this agreement. All payments shall be dispersed prior to the 1 oth day of each month. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218 7) Indemnification 7.1 GENERAL INDEMNIFICATION: Contractor shall, in addition to any other obligation to indemnify the City and to the fullest extent permitted by law, protect, defend, indemnify and hold harmless the City, it's agents, elected officials and employees from and against all claims, actions, liabilities, losses (including economic losses), damages and costs arising out of any actual or alleged: a). Bodily injury, sickness, disease or death, or injury to or destruction of tangible property including the loss of use resulting there from, or any other damage or loss arising out of or resulting, or claimed to have resulted in whole or in part from any actual or alleged act or omission of the Contractor, any sub -Contractor, anyone directly or indirectly M City (.V 7 & Cnotract's Divisic)n .......................................... ............................................... ..... ... ................................ ........................... . . .... ............. 11 ­­ I I..., ................................................... employed by any of them, or anyone for whose acts any of them may be liable in the performance of the Work; or b). violation of law, statute, ordinance, governmental administration order, rule, regulation, or infringement of patent rights by Contractor in the performance of the Work; or c). liens, claims or actions made by the Contractor or any sub- contractor under workers compensation acts; disability benefit acts, other employee benefit acts or any statutory bar. Any and all cost and expenses, including attorney's fees, incurred by the City to enforce this agreement shall be the responsibility of the Contractor. 7.2 Upon completion of all Services, obligations and duties provided for in this Agreement, or in the event of termination of this Agreement for any reason, the terms and conditions of this Article shall survive indefinitely. 7.3 The Contractor shall pay all claims, losses, liens, settlements or judgments of any nature whatsoever in connection with the foregoing indemnifications including, but not limited to, reasonable attorney's fees (including appellate attorney's fees) and costs. 7.4 City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor under the indemnification agreement. Nothing contained herein is intended nor shall it be construed to waive City's rights and immunities under the common law or Florida Statute 768.28 as amended from time to time. 8) Remedies 8.1 Damages: The City reserves the right to recover any ascertainable actual damages incurred as a result of the failure of the Contractor to perform in accordance with the requirements of this Agreement, or for losses sustained by the City resultant from the Contractor's failure to perform in accordance with the requirements of this Agreement. 8.2 Correction of Work: If, in the judgment of the City, work provided by the Contractor does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, the City reserves the right to require that the Contractor correct all deficiencies in the work to bring the work into conformance without additional cost to the City, and / or replace any personnel who fail to perform in accordance with the requirements of this Agreement. The City shall be the sole judge of non-conformance and the quality of workmanship. 9) Change Orders Without invalidating the contract, without any monetary compensation, and without notice to any surety, the City reserves and shall have the right to make increases, decreases or other changes to the work as may be considered necessary or desirable to complete the proposed engagement in a satisfactory 61 <.V farnalac Purchasing & Contracts Division ........................................ . . ... -­­­­ ........................................ ............ ....... I-- ............................... ... .. .................. - -- ---------------------- --- ......................... ..................................... -- .......... I.." ............... manner. The Contractor shall not start work pursuant to a change order until the change order setting forth the adjustments is approved by the City, and executed by the City and Contractor. Once the change order is so approved, the Contractor shall promptly proceed with the work. The Contract Price constitutes the total compensation (subject to authorized adjustments, if applicable) payable to the Contractor for performing the work. All duties, responsibilities and obligations assigned to or undertaken by the Contractor shall be at Contractor's expense without change in the Contract Price or Time except as approved in writing by the City. The Contract Price and/or Time may only be changed by a Change Order. A fully executed change order for any additional duties must exist before such extra duties are initiated. Any claim for an increase or decrease in the Contract Price shall be based on written notice delivered by the party making the claim to the other party promptly (but in no event later than 15 days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. The amount of the claim with supporting data shall be delivered (unless the City allows an additional period of time to ascertain more accurate data in support of the claim) and shall be accompanied by claimant's written statement that the amount claimed covers all known amounts to which the claimant is entitled as a result of the occurrence of said event. No claim for an adjustment in the Contract Price will be valid if not submitted in accordance with this Paragraph. In the event satisfactory adjustment cannot be reached by the City and the Contractor for any item requiring a change in the contract, and a change order has not been issued, the City reserves the right at its sole option to terminate the contract as it applies to these items in question and make such arrangements as the City deems necessary to complete the work. The cost of any work covered by a change order for an increase or decrease in the contract price shall be determined by mutual acceptance of a Guaranteed Maximum Price by the City and Contractor, If notice of any change in the contract or contract time is required to be given to a surety by the provisions of the bond, the giving of such notice shall be the Contractor's responsibility, and the amount of each applicable bond shall be adjusted accordingly. The Contractor shall furnish proof of such adjustment to the City. Failure of the Contractor to obtain such approval from the Surety may be a basis for termination of this Contract by the City. 10) Non-Discrim i nation & Equal Opportunity Employment Contractor agrees not to discriminate against any employee or applicant for employment because of race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. The successful Offeror will take affirmative action to ensure that employees are treated during employment, without regard to their race, religion, color, gender or national original, or disability. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Cify ol Tarnarac purchasil)g & Contracts Divhs,�On ...................................................... ............................................. ......................................................... I- er ----------- . . ......... . ................. .. ---, 111.11 ................................................ ­­­­ .................. successful Offeror(s) shall agree to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The successful Offeror further agrees that he/she will ensure that Subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 11) Independent Contractor This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 12) Assignment and Subcontracting Contractor shall not transfer or assign the performance required by this Agreement without the prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the city. 13) Notice Whenever either party desires or is required under this Agreement to give notice to any other party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail, U.S. Express Mail, air or ground courier services, or by messenger service, as follows: CITY City Manager City of Tamarac 7525 N.W. 88th Avenue Tamarac, FL 33321 rA Cily of Tarnar,.'�(,, Purchash�g & Cordiach, Divh.;,ion -- - ----------------- --------------- 111---1111.111 ------------ - -------- ----- - ---------------- ­­­­ ................. ..... ................... With a copy to City Attorney at the following address: Goren, Cherof, Doody & Ezrol, P.A. 3099 East Commercial Blvd., Suite 200 Ft. Lauderdale, FL 33308 CONTRACTOR Jeffrey L. Ellis Jeff Ellis Management, LLC 508 Goldenmoss Loop Ocoee,FL 34761 14) Termination 14.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon sixty (60) days of written notice by the terminating party to the other party for such termination in which event the Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that the Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify the city against loss pertaining to this termination. 14.2 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 15) Agreement Subject to Funding This Agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Tamarac in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 16) Venue This Agreement shall be governed by the laws of the State of Florida as now and hereafter in force. The venue for actions arising out of this agreement is fixed in Broward County, Florida. 17) Signatory Authority The Contractor shall provide the City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. Cily of Tamarac PIV_07asing & Gonh,,�wh.",, Division ................................. I 1 11111-.1-1 - ........................................................ ........................................................ -- ------- - ----- ------------ ­­­­­ ......................................................... ........ ­­­1111.11.11 . ....................... 18) Severability; Waiver of Provisions Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction. The non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 19) Merger; Amendment This Agreement constitutes the entire Agreement between the Contractor and the City, and negotiations and oral understandings between the parties are merged herein. This Agreement can be supplemented and/or amended only by a written document executed by both the Contractor and the City. 20) No Construction Against Drafting Party Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 21) Uncontrollable Circumstances a. Neither the City nor Contractor shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions. b. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances Q* of Tatriarat"', & Gonlri,�ds Divi!�k-)n I..., ......................... .......... .... - ............. 11.1 ..... ...... ............................ . ............. ............... ...................................... --- I "..' ............................................. ---- and uncontrollable forces preventing continued performance of the obligations of this Agreement. c. In the event that the Aquatic Center facility is closed due to uncontrollable forces as indicated in Section 21.a of this Agreement, the Contractor shall not bill the City for the cost of hourly employees who are not working, unless such employees have been tasked to complete maintenance at the facility in an effort to restore the facility to operational status. Work provided by managerial and supervisory personnel who are working regardless of whether the facility is open, will continue to be compensated in a normal manner as provided by this Agreement. Remainder of Page Intentionally Blank 10 City ('V lamarac Purchasirig & Conlracts Divish.x? .............................................................. ..................... ........ .............. ....... .. .... ..................... . .............. - ---------- - -- - ---- ----- ------------------------- ................ ................ IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its President/Owner duly authorized to execute same. ATTEST: Marion Swenson, CIVIC City Clerk i /,I 10( '0 ba-t6` F-1111111=41 jj �Z. (� t"_a - Signature of Corporate Secretary Elaine B. Cinelli Printed Name of Corporate Secretary 11 CITY OF TAMARAC J�ie,$chreiber, Mayor o' Date t- Jeffrey Vgiller",' City Manager Lo Date Approved as to form and legal sufficiency: Sa—M-04 S. Goren, Interim City Attorney Date JEFF ELLIS MANAGEMENT, LLC y Name 11ofPr'esident/Owner I Jeffrey L. Ellis Printed Name of President/Owner Date City (.")f Tiwiwoc & Canir�wts ................................................. . ................................................................. ­­­­­ ............ . ..... t�- . . . . ........................... . . .................... ........................ CORPORATE ACKNOWLEDGEMENT STATE OF aQCt d C' :SS COUNTY OF Of-64 nq Q I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Jeffrey L. Ellis, of Jeff Ellis Management, LLC, a Florida Limited Liability Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. WITNESS my hand and official seal this, day of7?E-C-CnL6�-e?—j, 20A�— ... ... ELAINE B. CINELU Signature of Notary Public .�-A. Notary PutAIC - State of Fkxida Tt 'OF Commission # M 35594:4 9 ...Wcawnwn80%Sep19.2= State of Florida at Large Bonded 9V Natkmal NokxyAm M 5 JA Etc, -ttle Print, Type or Stamp Name of Notary Public E?,,- Personally known to me or m Produced Identification Type of I.D. Produced 19--� DID take an oath, or F-1 DID NOT take an oath. 19