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HomeMy WebLinkAboutCity of Tamarac Resolution R-2005-0671 Temp. Reso. #10680 March 22, 2005 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 05-01 R, "BUS SHELTER CONSTRUCTION, INSTALLATION AND MAINTENANCE, AND TO EXECUTE AN AGREEMENT WITH CULVER OUT OF HOME MEDIA, LLC, FOR A TEN (10) YEAR TERM BEGINNING MAY 1, 2005 THROUGH APRIL 30, 2015; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABLIITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Commission of the City of Tamarac authorized the termination, for default, of the most recent bus shelter Agreement with Shelter Ads Management Inc., by Resolution R2004-184 dated August 25, 2005, as evidenced by Exhibit 1 "; and WHEREAS, in response to this termination, the City was required to initiate a new solicitation for competitive proposals from qualified bus shelter firms by issuing Request for Proposals (RFP) 05-01 R, "Bus Shelter Construction, Installation and Maintenance"; and WHEREAS, the City of Tamarac publicly advertised RFP 05-01 R on November 7 and November 14, 2004, a copy of said RFP is attached hereto as Exhibit "2"; and; WHEREAS, two proposals were received and opened on January 20, 2005, from the following companies: and Temp. Reso. #10680 March 22, 2005 Page 2 1. Culver Out of Home Media, LLC (a/k/a Culver Amherst) 2. Clear Channel Communication; WHEREAS, upon review and consideration by an Evaluation Committee consisting of the Assistant City Manager, the Director of Community Development, the Building Official, and the Controller, and subsequent oral presentations by both firms, it was determined that Culver Out of Home Media LLC has provided the proposal response which best meets the requirements of the City, a copy of said Committee ranking, and vendor's RFP submittal are attached hereto as Exhibit "S' and Exhibit 'A" respectively; and WHEREAS, it is the recommendation of the Evaluation and Selection Committee and the Purchasing and Contracts Manager that RFP 05-01 R, "Bus Shelter Construction, Installation and Maintenance", be awarded to and an agreement executed with, Culver Out of Home Media LLC for a ten (10) year term beginning May 1, 2005 through April 30, 2015, with one additional five (5) year renewal option, based on the following revenue schedule: Year 1 Year 2 Year 3 Year 4 Years 5-10 and $20 per month per shelter $25 per month per shelter $30 per month per shelter $35 per month per shelter $40 per month per shelter; WHEREAS, based on the construction of 27 bus shelters and the above - referenced schedule of franchise fees, it is anticipated that the City will realize I F I I I Temp. Reso. #10680 March 22, 2005 Page 3 minimum revenues of approximately $113,400 over the ten year term of the Agreement; and WHEREAS, beginning in Year 3 of the Agreement, the City will receive revenue equal to the established rates as shown above, or a figure equal to ten percent (10%) of net advertising revenues, whichever is greater; and 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 RFP 05-01 R, "Bus Shelter Construction, Installation and Maintenance, and to execute an Agreement with Culver Out of Home Media, LLC, a copy of said Agreement is attached hereto as.Exhibit "5". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: That the foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution. SECTION 2: That the award of RFP 05-01 R, Bus Shelter Construction, Installation and Maintenance", and the execution of the Agreement with Culver Out of Home Media, LLC for a ten (10) year term beginning May 1, 2005 through April 30, 2015 is hereby approved. SECTION 3: All Resolutions or parts of Resolutions in conflict Iherewith are hereby repealed to the extent of such conflict. Temp. Reso. #10680 March 22, 2005 Page 1 SECTION 4: 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 5: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED AND APPROVED this 13 th day of April, 2005. ATTEST: MARION SWENSON, CMC CITY CLERK I HEREBY CERTIFY that I have approved this RESOLUTION as to form MITCHELL S,4<RAF CITY ATTORNEY JOE SCHREIBER MAYOR RECORD OF COMMISSION VOTE: MAYOR SCHREIBER �4 DIST 1: COMM. PORTNER DIST 2: V/M TALABISCO DIST 3: COMM. SULTANO DIST 4: COMM. ROBERTS E I I EXHIBIT I Temp. Reso #10510 To Rs 10680 Revision 1 — Auyu.,t o, f-vv, Page 1 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2004- 194 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO TERMINATE THE EXISTING AGREEMENT BETWEEN THE CITY OF TAMARAC AND SHELTER ADS MANAGEMENT INC., FOR THE DESIGN, CONSTRUCTION, INSTALLATION AND MAINTENANCE OF BUS SHELTERS; DUE TO NON-PERFORMANCE BY SHELTER ADS MANAGEMENT INC. PROVIDING FOR CONFLICTS: PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on June 25,2003, the City of Tamarac entered into an Agreement with Street Furniture Advertising Group, Inc. for the design, construction, instillation and C ni entenance of bus shelters, as authorized by Resolution R2003-141, attached hereto as Exhibit 1; and WHEREAS, the City Commission, at the request of Street Furniture Advertising Group, Inc., approved, and executed the Assignment, Delegation and Release Agreement for the design, construction, installation and maintenance of bus shelters, including all rights, duties and obligations under the Agreement, to Shelter Ads Management, Inc., by Resolution R2004-24 on February 11, 2004, attached hereto as Exhibit 2; and WHEREAS, the City Commission, at the request of Shelter Ads Management, Inc., approved and executed Amendment #1 to the Agreement between the City of ITamarac and Shelter Ads Management, Inc, for the design, construction, installation Temp. Reso #10510 July 29, 2004 Revision 1 — August 3, 2004 Page 3 WHEREAS, during the thirty (30) day cure period, Shelter Ads Management, Inc. failed to cure their performance deficiencies under the Agreement; and WHEREAS, the City provided proper written notice to ShelterAds Management, Inc. on July 20, 2004, informing the firm that the City of Tamarac will begin formal default proceedings, attached hereto as Exhibit 6, and WHEREAS, the Director of Building & Code Compliance and the Purchasing & Contracts Manager recommend that the Agreement with Shelter Ads Management, Inc. be terminated due to default by Shelter Ads Management, Inc., as a result of their failure to perform; and 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 terminate the Agreement between the City of Tamarac and Shelter Ads Management, Inc., for the design, construction, installation and maintenance of bus shelters due to non-performance. 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. SECTION 2: The appropriate City officials are hereby authorized to terminate the Agreement between the City of Tamarac and Shelter Ads Management, Inc for the design, construction, installation and maintenance of bus shelters due to Inon-performance by Shelter Ads Management, Inc. .:x 118 ""1"" 1 10510 Temp. Reso, #10165 —June 11, 2003 1 page 1 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2003-141 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA AWARDING RFP NO. 03-10R TO AND AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE AN AGREEMENT WITH STREET FURNITURE ADVERTISING GROUP, INC. TO FURNISH BUS SHELTERS FOR THE CITY OF TAMARAC FOR A TEN YEAR PERIOD BEGINNING JULY 3,2003 THROUGH JULY 2,2013 WITH AN OPTION TO RENEW FOR AN ADDITIONAL FIVE YEAR PERIOD; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the current agreement for bus shelters expires on July 2, 2003; and WHEREAS, a competitive process was undertaken to solicit proposals from qualified companies to provide bus -shelters for the citizens and residents of the City of Tamarac, and WHEREAS, the City of Tamarac published RFP # 03-1 OR on February 28, 2003, attached hereto as Exhibit "'I" of Attachment "11" to provide for Bus Bench and Shelter Design, Construction, Installation and Maintenance; and WHEREAS, the City reserved the right to award separate agreements for the provision of bus benches and bus shelters; and WHEREAS, no companies proposed to provide both bus benches and bus shelters; and IWHEREAS, only one proposal was submitted to provide for bus shelters; and Tern p. Reso, # 10 165 —1 une 11, 2003 Page 3 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1, That the foregoing "WHEREAS" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution. SECTIONI; That the appropriate City Officials are hereby authorized to award the Request for Proposal (RFP # 03-1 OR), hereto attached as Exhibit "I" of Attachment "I", and execute the agreement between the City of Tamarac and Street Furniture Advertising Group, Inc., hereto attached as Attachment 1", for providing bus shelters in the City of Tamarac for a tan year period beginning July 3, 2003 through July 2, 2013, with and option to renew for an additional five year period, SECTION 3: All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. SECTION 4: 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, 7 1 I, TR 10165 Attachmen't I Division City of Tarno-rac Punchasing and Contract, AGREEMENT BETWEEN THE CITY OF TAMARAC AND STREET FURNITURE ADVERTISING GROUP, INC. THIS AGREEMENT is made and entered into this o25_ day of JQAe, 20 03 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 Street Furniture Advertising Group, Inc., a Florida corporation with principal offices located at 4040 N. 29thAvenue, Hollywood (the "CONTRACTOR") to provide for Bus Shelter Design, Construction, Installation and Maintenance, pursuant to RFP No.. 03-1 OR. 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, conditions of the RFP No. 03- 1 OR set forth in Exhibit 1 , attached hereto and incorporated herein as if set forth in full,(General, Supplementary and other Conditions), drawings, specifications, all addenda issued prior to, and all modifications issued after execution of this Agreement. These contract documents form the Agreement, and all are as if fully a part of the Agreement as if attached to this Agreement or repeated therein. This agreement shall supercede any conflicting terms and conditions included in RFP No. 03-1 OR. 2. TERM The initial term of this Agreement shall be for a Ten (10) year period commencing on July 3, 2003 and ending July 2, 2013. CONTRACTOR shall begin installation of shelters not later than ninety (90) days from execution of agreement or on a space available basis. CITY shall have the sole option to renew this Agreement for one (1) additional five (5) year term. Written notice of the CITY's intent to renew shall be provided to CONTRACTOR one hundred twenty (120) days prior to the expiration of this Agreement. 3. TERMINATION This Agreement may be terminated by CITY or CONTRACTOR for cause or by the City for convenience, upon thirty (30) 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 I v to this termination. 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. 4. THE WORK The CONTRACTOR shall perform all work for the CITY as set forth in CONTRACTOR's proposal and as required by the contract documents as set forth below: a) CONTRACTOR shall furnish all labor, materials, and equipment necessary to install and maintain bus shelters at public transit stops within the City limits. b) CONTRACTOR shall have the exclusive right to construct, erect, install, repair and maintain public bus shelters at no cost to the CITY, and to place such shelters at locations on public property or within the public right-of-way approved by the CITY. The shelters shall remain the sole property of the CONTRACTOR and must be removed within sixty (60) days of termination of this Agreement. Upon termination of this Agreement, the CONTRACTOR shall no longer possess the right to maintain, operate or install shelters within the City .The CITY has approved placing and/or replacing shelters at the locations set forth in Exhibit "A" to this Agreement. Placement of shelters at additional locations are subject to the approval and/or direction of the City. All locations shall be public transit stops. All locations and shelter installations must conform to federal, state, county and municipal laws, ordinances and rules and regulations, including but not limited to the American's With Disabilities Act, and have the approval of the CITY prior to installation of the shelters in accordance with the provisions of this Agreement. CONTRACTOR shall have the sole responsibility, at its sole cost expense, to obtain all necessary local, county, state and federal permits. All shelters shall be located within twenty-five (25) feet of a bus stop. Only one (1) shelter is permitted at a bus stop, unless agreed by CITY and CONTRACTOR that it is necessary to have more than one shelter at a location. There shall not be an advertising bus bench allowed at the same transit location as a permitted bus shelter. It is not the intent of the CITY to allow unrestricted advertising. c) All shelters shall be constructed of top grade materials and conform to the Florida Building Code as well as all applicable state, county and municipal codes, as described in the specifications and model as set forth in Exhibit "B" to this Agreement, attached hereto and incorporated herein as if set forth in full. The CONTRACTOR shall obtain all necessary permits for all shelter construction. However, the City shall cooperate with the CONTRACTOR on permitting to the fullest extent possible and in accordance with the Florida Building Code and State Statutes. d) The CONTRACTOR shall install new shelters at all locations, as specified in Exhibit "A". CONTRACTOR shall install a minimum of five shelters per month. Shelter locations and order of replacement to be agreed upon between the CITY and CONTRACTOR. City of T arnarac °��a aisho air ` Contracts Division The CONTRACTOR shall not be responsible for the removal of the existing bus shelters installed by the previous bus shelter contractor; nor shall the CONTRACTOR be responsible for removing any previous improvements, concrete pads or any other additions utilized for the benefit of the previous bus shelter contractor. e) The CONTRACTOR shall at its sole cost and expense maintain all such shelters in good and serviceable condition duringthe entire term of this Agreement. Each shelter shall be routinely visited for maintenance a minimum of every three days. Each shelter and associated pad shall be power washed as needed however on a minimum of one time per year. The CITY reserves the right to periodically inspect such shelters to determine their condition. The CONTRACTOR shall remove, replace or recondition, to the satisfaction of the CITY, any shelters, which the CITY determines, are not at an approved location or no longer in good or serviceable condition. The style and construction of any replacement shelters shall be the same as the shelter replaced, unless prior written CITY approval is received. In the event CITY inspects and determines that shelter is in need of cleaning or maintenance, CITY shall notify CONTRACTOR who shall perform maintenance within 2 business days. This section shall supercede any conflicting terms and conditions included in RFP No. 03-1OR. fl 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. g) 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. h 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. 5. RE PA I R/RE PLAC E M E NT/REMOVA L In the event the CITY shall determine that a shelter should be repaired or replaced, or constitutes unrestricted advertising in the CITY's sole opinion, or that a shelter does not comply with this Agreement, it shall give the CONTRACTOR notice, identifying the exact location of the shelter and corrective measure to be taken. a) CONTRACTOR shall repair, replace, remove the shelter or take corrective 3 arc measures specified by CITY within two (2) business days of receipt of such notice. b) In the event the CITY determines that a shelter or advertisement within a shelter, constitutes a hazard to persons, pedestrians, property or vehicular traffic or seriously disrupts the public right-of-way, the CITY shall notify CONTRACTOR who shall remove the shelter or advertisement immediately upon receipt of - notice, but no longer than two (2) business days from receipt of verbal or written notification, whichever occurs first. c) In the event the CONTRACTOR fails to repair, replace or remove the shelter within the above -specified periods, the CITY shall have the right to repair, replace or remove and store the shelter at the expense of the CONTRACTOR. d) If a shelter is to be removed under this provision, it may be moved to another location agreed upon between the CITY and CONTRACTOR. e) Upon termination CONTRACTOR shall have sixty (60) days to remove shelters. Upon expiration of sixty (60) days CITY shall have the option to remove and store shelters at CONTRACTORS expense. After sixty (60) days storage CITY shall have the option to dispose of shelters at CONTRACTORS expense. 6. MAINTENANCE It will be the CONTRACTOR's responsibility, at CONTRACTOR's expense, to maintain the shelter site and surrounding area for a minimum distance of ten (10) feet from the shelter to insure that the site is free of trash, high grass, weeds or other rubbish, fumigating the shelter as needed. Trash receptacles shall be located at all shelter sites; the "CONTRACTOR" will provide trash pick up and disposal at no cost to City. Collection and disposal service to be provided by CONTRACTOR on at a minimum one time per week or on a more frequent basis as determined by the City. 7. REPAIR/REPLACEMENT OF PUBLIC/PRIVATE PROPERTY The CONTRACTOR shall repair or replace all structures or facilities on public or private property, which may have been damaged during construction, operation or removal of bus shelters owned by the CONTRACTOR. The work shall include but not be limited to sidewalks, driveways, posts, poles, walls, fences, gates, footing, trees, shrubs, lawns, sprinklers, curbs, gutters, utilities (both overhead and underground), manholes, catch basins, inlets, parkways, parkway drains, street surfaces, and landscaping in the parkway areas. The work shall include furnishing and replacing planting soil, trees, shrubs, grass sod and other ground cover planting as required to conform to the original surface condition and cross-section as specified, and cleanup and removal of all surplus materials, rubbish and trash of every nature remaining after the construction has been completed. The CONTRACTOR further agrees to repair or replace public or private property in a manner acceptable to the CITY. All repairs and replacements shall incorporate materials and methods similar to those used in the original structure, unless otherwise specified. This section shall survive termination of the agreement. is chyo;� Cama."ac Purchasing and Contracts Divi ion 8. RELOCATION OF SHELTERS In the event of a change in transit stops or other transportation system designations, changes in street design or rights -of -way or changes the CITY deems necessary for the public health, safety, welfare and convenience, or changes in demographics which materially affect the pedestrian and vehicular traffic flow at or near shelters established in connection herewith, the CONTRACTOR, at the CITY's written request, shall relocate a designated shelter to another location mutually agreed to by the CITY and the CONTRACTOR. The expense in connection with such relocation shall be borne by the CONTRACTOR, and the CONTRACTOR shall act expeditiously in order to relocate such shelters, and in the event that a change of street design or right-of-way location shall require the relocation of a shelter, the CONTRACTOR shall coordinate its work with the CONTRACTORS or other personnel performing labor in connection with the change of street design or right -of way location in order to accomplish the relocation expeditiously and without interference to the work in connection with the relocation of streets or right-of- way. CONTRACTOR shall not place, remove or relocate shelters unless directed to do so in writing by the City. 9. ADVERTISING The CONTRACTOR shall be authorized to sell and install professionally designed, commercial advertising to be placed upon specified shelters as set forth in Exhibit "A". Provided, however, that advertising of tobacco, firearms, massage parlors, adult book stores, adult theaters, adult escort services and pornographic or obscene matters are prohibited. The determination of objectionable, obscene or pornographic advertising shall be the right of the CITY whose decisions on these matters shall be final. All advertising signs shall have a maximum size of forty-eight (48) inches by sixty-nine (69) inches. CONTRACTOR shall provide at a minimum two non advertising shelters at locations designated by City. The CONTRACTOR shall not be obligated to pay CITY for these shelters. CONTRACTOR shall provide space for CITY sponsored advertising messages on a space available basis. In the event space is available for CITY sponsored advertising messages, the CONTRACTOR shall provide the CITY with one (1) advertising panel, per month, for each three (3) shelter locations that are in place from time to time. In no event shall a paying customer be removed from an ad space that the CITY wants to utilize for CITY messages. The CONTRACTOR shall not be responsible for paying for public service message material. The CITY shall provide all necessary materials at its sole cost and expense. However, the CONTRACTOR, will install at no additional cost to the CITY, such public service advertisements within a reasonable time after said advertisements are provided to the CONTRACTOR for installation. 5 I 'r? City Of T�, �; 10. SHELTER IDENTIFICATION Each shelter shall be identified with a shelter number, the name of the CONTRACTOR and an 800 or local telephone number. 11. TELEPHONE SERVICE CONTRACTOR shall have during working hours personnel to answer the phone when citizens call concerning shelters. A log of complaints about shelters, including the subject of the complaint and the action taken, shall be kept and made available upon CITY request. 12. AVAILABILITY CONTRACTOR shall maintain an office in Broward County and shall within 10 days of award of contract provide with the name, address, phone and fax number of local supervising employee whom City may contact on a 24 hour basis. 13. REPORTS/INSTALLATIONSIMAINTENANCE The CONTRACTOR shall submit to the CITY a quarterly report within fifteen (115) days of the end of each contract quarter with first report due by October 15, 2003. Each report shall contain the following: (a) The location and date of installation of shelters installed during the prior quarter. (b) The location and date of removal of shelters removed during the prior quarter. (c) A listing of all shelters located within the CITY and their locations, at the end of the prior quarter. (d) A record of all maintenance performed including date, shelter location(s) and type of work performed. All reports shall be sent to the CITY's Building Official. The form of the report to be developed by the CONTRACTOR is subject to the approval of the CITY. The CITY's approval shall not be unreasonably withheld. 14. CONSENT OF PROPERTY OWNER In the event the proposed location or removal of the shelter is on private property or on property owned by a governmental agency other than the CITY, the CONTRACTOR shall provide written consent from the property owner or governmental agency for the W1 ` is vh;;si o al # tContra-ts Div, C".li�=yj location or removal of the shelter on the property. Such written consent shall be submitted with the CONTRACTOR's application for permission to install or remove the shelter. The CITY agrees to cooperate with the CONTRACTOR to help secure said written consent. In the event that a State Shelter Permit is required the CITY shall submit all necessary paper work for said permit on CONTRACTOR's behalf. All costs associated with securing the state permit shall be borne by the CONTRACTOR. Further, the CONTRACTOR shall be responsible for preparing all necessary paper work submitted by the CITY. 15. PAYMENT In consideration of the right, privilege, and license to display advertising on transit bus shelters throughout the CITY, CONTRACTOR agrees to pay CITY a guaranteed rate of: Year 1-3 130 per shelter per month Year 4-5 $40 per shelter per month Year 6-7 $50 per shelter per month Year 8-9 $57 per shelter per month Year 10 $65 per shelter per month a) CONTRACTOR shall compensate the CITY at the guaranteed rate as set out above or 15% of the net advertising revenues, whichever is greater, beginning on the date the shelter is placed in service or advertising panel installed, whichever is sooner. b) Net Advertising Revenues -The gross annual amount of revenues generated by the CONTRACTOR pursuant to this agreement, less an industry standard deduction of fifteen percent (15%) for licensed marketing and advertising agency commissions when applicable. No other deductions shall be permitted under the term net advertising revenues. c} CONTRACTOR shall remit payment to the CITY on a semi-annual basis with first payment being due January 15, 2004. CONTRACTOR shall submit a report with payment to the CITY's Director of Finance documenting basis of and verifying accuracy of payment. At a minimum, report shall detail the number and location of shelter sites, name(s) of advertiser(s) and the total advertising revenue for the previous six month period. d) Upon renewals guaranteed rate to be remitted by CONTRACTOR to CITY shall increase to $75 per shelter per month for the term of the renewal. 16. DELIQUENCY In the event CONTRACTOR fails to make the payment within 10 business days of date due as hereinabove provided, CONTRACTOR shall pay an interest charge for each day, or a fraction thereof, that payment is late. An Interest Factor shall be based on the prime rate for the Chase Manhattan Bank, N.A. plus one percent (1%). Calculation will be illustrated as follows: 7 Cfty Of- -Tav"?,l 0- /(C Prime rate + 1%/365 days = Daily Interest Rate, DIRxDays Payment Late = Interest charge (DIR) n­,­id Con-frceicts Divi-sj"01, Note: Regardless of the foregoing, the interest rate referred to in this section will comply with all applicable state'laws 17. INSURANCE The CONTRACTOR shall not commence work -under this Agreement until it has obtained all insurance under this Paragraph and evidence of such insurance coverage has been approved by the CITY. CONTRACTOR shall obtain at CONTRACTOR's expense all necessary insurance in such form and amount as required by the CITY's Risk and Safety Officer 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 Officer 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. 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. a. COMMERCIAL GENERAL LIABILITY; The minimum limits of liability shall be as follows: General Aggregate Each Occurrence Personal & Advertising Injury $17000,000 $17000,000 $1 000,000 aggregate $1,000,000 each occurrence The CITY shall be named as an additional insured on each policy. b. COMPREHENSIVE AUTOMOBILE LIABILITY: CONTRACTOR shall also carry comprehensive Automobile Liability Insurance, which shall include coverage for Itany auto" within minimum combined single limit of $1,000,000. C. WORKERS' COMPENSATION: The CONTRACTOR and its subcontractors shall annually furnish proof of Workers' Compensation and Employer's Liability insurance to the CITY in no less than the minimum limits required by the State of Florida. d. CERTIFICATE OF INSURANCE: The CONTRACTOR and subcontractors shall annually furnish the CITY proof of the insurance required. The COMPANY has provided proof of existing insurance and the certificate is attached as ' Exhibit "C" to this Agreement. To be acceptable to the CITY each insurance certificate shall name the CITY as an 8 Cify 0,107a 1 81 ra c urchiasit�r,�, and Contracts Division additional insured and should contain a clause substantially as follows: Should any of the above -described policies be canceled or undergo material change before the expiration date, the issuing insurance CONTRACTOR will mail thirty (30) days' written notice to the Risk Manager of the CITY of Tamarac, FL. 18. AMENDMENTS/ ASSIGNMENT OF AGREEMENT a) The Agreement, or any portion of the Agreement, shall not be assigned by CONTRACTOR without prior written consent of CITY, which consent will not be unreasonably withheld. b) Amendments which are consistent with the purposes of this Agreement may be made with the mutual consent of the parties which consent shall be contained in a wriften document executed with the same formality as the Agreement. 19. NO CONTINGENT FEE CONTRACTOR warrants that it has not unlawfully employed or retained any company or person, other than bona fide employees, consultants or advisors to solicit or secure this Agreement and that it has not unlawfully paid or agreed to pay any company or person any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of this Agreement. This language is not intended to prevent the CONTRACTOR from retaining bona fide consultants and advisors. For the breach or violation of this provision, CITY shall have the right to terminate the Agreement without liability at its discretion and to otherwise recover damages it incur as a result of the termination. 20. RECORDS RETENTION CONTRACTOR shall keep at a location within Broward County accurate and complete records and accounts of all advertising sales, expenses and other business being transacted under this contract throughout the term of the contract, including any options, terms, and for two (2) years following its expiration or cancellation including all extensions. The CONTRACTOR agrees to allow duly authorized agents of the CITY to access any books, documents, papers or records which are directly pertinent to the Agreement for the purposes of making audit examinations, excerpts, and transactions and to maintain all required records for one (1) year after the CITY's final payment and all other pending matters are closed. 21. BANKRUPTCY This agreement shall terminate in the case of bankruptcy (voluntary or involuntary) or insolvency of CONTRACTOR. In the case of bankruptcy, such termination shall take effect on the day and at the time that the bankruptcy action is filed. L;/4, U7 22. HEADINGS r purcfta_,Sh,�g Headings hereon are for convenience of reference only and shall not be considered on any interpretation of this Agreement. 23. COMPLIANCE CONTRACTOR shall promptly comply with all statutes, ordinances, rules, orders, regulations and requirements of all local, state and federal agencies that are applicable to the services rendered under the terms of this Agreement. Furthermore, CONTRACTOR shall secure all applicable permits necessary for the fulfillment of CONTRACTOR's obligations under the terms and conditions of this Agreement. 24. CONSTRUCTION The parties to this Agreement hereby acknowledge that they have fully reviewed this Agreement and have had the opportunity to consult with legal counsel of their choice, have participated in the negotiation and drafting of this Agreement, and therefore, this Agreement is not to be construed against either party as if they were the drafter of this Agreement. 25. LIQUIDATED DAMAGES The CONTRACTOR shall pay to the CITY $150.00 per day in liquidated damages for any non -monetary breach not cured within the required time frames as set forth in this Agreement. This liquidated damages provision shall not apply to the CONTRACTOR's failure to pay fees as required in Section 15 herein. The liquidated damages shall accrue and be payable on a per them basis until the breach is corrected. The imposition of liquidated damages is based on the inability of the parties to ascertain the losses the CITY will suffer because of this non -monetary breach. - 26. TIME OF COMMENCEMENT AND SUBSTANTIAL COMPLETION The work to be performed under this Agreement shall. be commenced no later than thirty (30) days after execution of the Agreement by the CITY. Shelter installations shall begin within ninety (90) days of execution and be substantially completed no later than April 30, 2004. 27. INDEMNIFICATION The CONTRACTOR shall indemnify and hold harmless the CITY, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys" fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the 10 City of -T-arnarac S100 -3 Put, a sing , J a!,d Conti,- cts Div;; operations of the CONTRACTOR or its officers, employees, agents, subcontractors, or independent CONTRACTORS, excepting only such loss of life, bodily or personal injury,, or property damage solely attributable to the gross negligence or willful misconduct of the CITY or its elected or appointed officials and employeeS. The above provisions shall survive the -termination of this Agreement and shall pertain to any occurrence during the term of this Agreement, even though the claim may be made after the termination hereof. Nothing contained herein is intended nor shall be construed to waive CITY's rights and immunities under the common law or Florida Statutes 768.28, as amended from time to time. 28. NON-DISCRIMINATION The CONTRACTOR agrees that it shall not discriminate against any of its employees or applicants for employment because of their age, handicap, race, color, religion, sex, or national origin, and to abide by all federal and State laws regarding non- discrimination. The CONTRACTOR further agrees to insert the foregoing provisions in all subcontracts hereunder except subcontracts for standard commercial supplies or raw materials. Any violation of such provisions shall constitute a material breach of this Agreement. 29. INDEPENDENT CONTRACTOR CONTRACTOR is an independent CONTRACTOR 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. 30. 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. 31. 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, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended at the following addresses. CITY City Manager City of Tamarac 7525 N.W. 88th Avenue i i C;� 7 �Iiiy of arriara," Tamarac, FL 33321 With a copy to City Attorney at the same address. CONTRACTOR Barry Kutun, President Street Furniture Advertising Group, Inc 4040 N. 29 Ave. Hollywood, Florida 33020 With a Copy to: Bar Kutun 2012 Fisher Island Dr. Fisher Island, FL 33105 32. AGREEMENT SUBJECT TO FUNDING P I S;rvf a"-7 - 3onracts 'Diu.'si r) urchv- .*. �zj d CC, iii, 1- V �".'>Jpoj I 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. 33. 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. 34. 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. 35. 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. 36. MERGER; AMENDMENT This Agreement constitutes the entire Agreement between the CONTRACTOR and 12 -Tamamc .7 t-,� I !-�Iurchas,ing and Contracts Di i ' vision the CITY, and negotiations and oral understandings between the parties herein. This Agreement can be supplemented and/or amended only document executed by both the CONTRACTOR and the CITY. are merged by a wriften 13 City of Tamarac Purchasing and C017tracts Division ni IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, through its Mayor and signing by and through its duly authorized to execute same. ATTEST: Marion Swen City Clerk Date A17EST: CITY OF TAMARAC 1%. /'/J�(e Schreiber, Mayor Date Jeffre/ f. Mher, City Manager y on, CIVIC Date f Ita. R Lt, V< L.-�-r%-* W...j Type/Print Name of Corporate Secy. (CORPORATE SEAL) Approved as to form and legal sufficiency: Mitchell S. Kraft, City Atfor'ney Date CONTRACTOR: STRee."r r%J(LW%0rVae.' Contractor Signatvre-Cof Presi er **-� Q. t< V %-P —%. &..# N...j Type/Phnt Name of President/Owner Date 6 /";? 0 /0 14 City of Tamarac a W." Purchasing and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF FLORIDA :SS COUNTY OF 6r-6W CA- d 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 \< L..? Vk."f,�-3 M--- I a-- 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 ZO day of QL�� 12003 I/ 98909*11*9969*6806 "goes HEIDYIE E. PiEtWE COmmiftiOn 0 000`16M24 E*m 1=2M SoMed through Rxide Notary Assn., Ire ignature of Notary Public State of Florida at Large Print, Type or Stamp Name of Notary Public Personally known to me or Produced Identification ��50- 0( .0 6 - k4 1.- 31(3- o Type of I.D. Produced DID take an oath, or DID NOT take an oath '15 EXH §F".0*'Street . P-1 urn itu re Ac vertising SPECIFICATIONS 9'DOME ROOF BUS SHELTER MODEL 9ALD-VICPM1 Tolar Mfg..Co, Inc. Advertising Model with Perforated Metal Walls * Roof dimensions: 8' 7 7/8" x 4' 8" Height: 7' to bottom of roof perimeter * The roof designi'eaturt., two �,ircular -hapes running horizontally, one is used as a rair, other houses the electrical wiring in those shelters which feature lighting in the roof * The one-piece roof is welded from four lengths of aluminum extrusion, no snap together corners which can be vandalized. 9 Two roof beams are welded to the roof perimeter for placement of the supporting legs. Roof beams arc pre -drilled to facilitate field installation. * Shelter advertising kiosk illuminated by solar lighting provided by others. a 1/4" bronze tint double -wall Lexan Thermoclear twin wall acrylic panels in the roof allow approximately 20% light transmission while completely blocking ultra violet and infrared rays. Lexan panels are secured with flat bars and rubber gaskets, attached by Tak screws. No silicone sealer is required. 6 16 gauge perforated metal panels with a custom Victorian style design form the rear wall. The panels are radiuscd at the top with three 1 1/4" tubes supporting the top panel. Two of the tubes are 44 degrees from center. Two 4" diameter rings accent each side of the perforated panel. The perforated panels have K" diameter holes on 3/8" centers and arc held in place with stainless steel glass supports which anchor to the concrete pad or sidewalk. 9 Adjustable leveling shoes allow for up to 12" grade variation. a The 2-sided flat back-to-back advertising kiosk features 3/16" clear tempered Wety glass panels in the two side -hinged display doors. Tamper proof fasteners secure the doors. 9 All materials are top quality - we use only ASTM A-36 grade 3.5" schedule 40 pipe for structural steel members and 6063-T6 grade aluminum extrusion with a minimum thickness of 1/8 inch. The color selected for the City of Tamarac is RAL 6005 Moss Green 9 All of the structure's metal surfaces feature a durable baked polyester powder coat finish, 4-5 ml thick. The powder coating process produces no volatile organic compounds (VOCs), Powder coat finish was created for durability in outdoor use and to withstand graffiti removal solvents. a The shelter is supplied with all hardware, concrete anchors and electrical wiring for site installation. Perforated Metal Bench 40" perforated metal bench. No back, one anti vagrant bar, durable baked powder coat finish color RAL 6005 Moss Green, zinc anchors Trash Receptacle 0 16 Gallon smooth side pole mount trash receptacle. hinged lid, durable baked powder coat finish color RAL 6005 Moss Green, hardware Temp. Reso ;F 10334 - January 20, 2004 Page 2 Revision 1 — February 5, 2004 WHEREAS, the City, Street Furniture Advertising Group, Inc. and Shelter Ads Management, Inc. desire to enter into the Assignment, Delegation and Release Agreement to formalize the assignment of Street Furniture Advertising, Inc.'s rights, obligations and responsibilities to Shelter Ads Management, Inc. as they pertain to the design, construction, installation and maintenance of bus shelters, a copy of said assignment agreement is attached hereto as Exhibit E; and WHEREAS, the Director of Finance and the Purchasing and Contracts Manager recommend approval and execution of the Assignment, Delegation and Release Agreement among the City of Tamarac, Street Furniture Advertising Group, Inc. and Shelter Ads Management Inc.; and 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 approve and execute the Assignment, Delegation and Release Agreement among the City of Tamarac, Street Furniture Advertising Group, Inc. and ShelterAds Management, Inc. for the design, construction, installation and maintenance of bus shelters. 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. SECTION 2: The appropriate City officials are hereby authorized to execute the Assignment, Delegation and Release Agreement among the City of Tamarac, Street Furniture Advertising Group, Inc. and Shelter Ads Management, I nc. for the design, construction, installation and maintenance of bus shelters. City Of TW77ar8C -..— 0 PLj1-0haSi,'7g 2MIC1011MROS CiVI-Sioll ASSIGNMENT, DELEGATION AND RELEASE AGREEMENT Among CITY OF TAMARAC And /x#-,oz� STREET FURNITU71E ADVERTISING GROUP INC., A FLORIDA CORPORATION And A FLORIDA 1O.RPORATION SHELTER ADS MAtyA—GE1�-.'--NT INC., For r%c:l -,L� E�_RS FOR THE SlGt.-, INSTALLATION AND MAINTENANCE OF 13��' SHJELT CITY OF TAMARAC—. fN S nment THIS ASSIGNMENT, DELt=UA i;,7�: .... . :L.� �­LLEASE AGREEMENT ("A Sig Agreement") is made by and among CITY OF TAMA ' 7-14C, a political subdivision of the State of Florida with principal offices located at 7525 NW 88': lkv?nue, Tamarac FL 33321, its successors and assigns, hereinafter referred to as "CITY," through its City Con-irnission. AND STREET FURNITURE ADVERTISING GROUP INC., A FLORIDA CORPORATION, authorized to do business in the State of Florida, with principal offices located at 4040 N. 291hAvenue, Hollywood FL 33020, its successors and assigns, hereinafter referred to as "CONTRACTOR" F.11 M S H E LTE R ADS MA NAG EM E NT I N C .. A F LO RI DA CO RPO RATI 0 N, autho rized to do business in the State of Florida, with principal offices located at 19589 NE 10,h Avenue, North Miami FL 33179, its successors and assigns, hereinafter referred to as "ASSIGNEE." WITNESSETH WHEREAS, CITY utilized due diligence in seeking responses from qualified firms to design, install and maintain bus shelters for the citizens of the City of Tamarac; and WHEREAS, CONTRACTOR, on the basis of Proposal made to CITY (dated March 26, 2003) was selected by CITY to provide this service and entered into an agreement ("Agreement") with CITY dated June 25, 2003, with an effective date of July 3, 2003; and WHEREAS, CONTRACTOR has requested the assignment of all rights, duties and obligations of CONTRACTOR under said Agreement; and .7 und Con tfo cts 4. ASSIGNMENT AND DELEGATION 4,11 CONTRACTOR does hereby assign and delegate to ASSIGNEE, all of its right, title and interest in and to the Agreement including all right, title and interest in all reports, documents, or other data prepared and/or provided by CONTRACTOR thereunder in connection with or related to the Agreement. 4.2 ASSIGNEE hereby accepts the assignment and delegation of the Agreement and releases CONTRACTOR from all its obligations under the Agreement after the Effective Date of this Assignment Agreement. ASSIGNEE further agrees to assume all of CONTRACTOR's obligations thereunder and agrees to perform and keep all of the terms, conditions, covenants, agreements, liabilities and obligations to be performed thereunder from and after the Effective Date of this Assignment Agreement. 4.3 CITY hereby acknowledges and consents to the assignment and delegation by CONTRACTOR to ASSIGNEE of the Agreement as set forth herein, and ASSIGNEE agrees to perform its obligations hereunder and be bound to CITY pursuant to the terms of the Agreement. RELEASE CITY and CONTRACTOR hereby release and forever discharge each other for all agreements, promises and obligations which each party had, now has or may have, against each other arising out of, related to, or in connection with the rights and obligations granted and accruing under the Agreement. 6. AMENDMENT OF TERMS AND CONDITIONS OF ORIGINAL AGREEMENT 6.1 On the Effective Date of this Assignment Agreement, all references in the Agreement to "CONTRACTOR" shall be deemed to refer to "ASSIGNEE" in order to effectuate the intent of the parties under this Assignment Agreement. 6.2 ARTICLE 5, NOTICE, of the Agreement is hereby amended by deleting the address for the current CONTRACTOR and inserting the following for ASSIGNEE deemed CONTRACTOR after the Effective Date of this Assignment Agreement: CONTRACTOR Eric Nadel, President Shelter Ads Management, Inc. 19589 NE 110t' Avenue North Miami FL 33179 husilla and ('ontra(,-ts 01m;!Or! City of runlaror, .... ...... IN WITNESS WHEREOF, the parties hereto have made and executed this Assignment: CITY OF TAMARAC signing by and through its Mayor and City Manager, duly authorized to execute same; CONTRACTOR, signing by and through its President, duly authorized to execute same and ASSIGNEE, signing by and through its President, duly authorized to executed same. ATTEST: Marion Swenson, CIVIC City Clerk Date CITY OF TAMARAC hreiber, Mayor Joe S� IV( -ate je f C iller, City Manage r I, r: C� V Date: P rov dpi Mitchell Kraft f m d Vle g uffi iency: At ey Irctla).07(i '10d celf7tra"Is 010"viul, j . ... .... -.— .. ..... . ACKNOWLEDGEMENT STREET FURNITURE ADVERTISING GROUP, INC. STATE OF FLORIDA : :SS COUNTY OF ?DR-�cZJD 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 Barry Kutun, President of Street Furniture Advertising Group, Inc,, a Florida Corporation, to me known to be the person(s) described herein and who executed the foregoing instrument and acknowledged before me that he/she executed the same, WITNESS my hand and official seal this 20CH - % 9 V SODTT C. my Comm UP. 41105 No. DO OP97 day of 6U NOIA4:R PUBLIC State of Florida at Large (Name of Notary Public: Print, Stamp, or Type as Commissioned) El P onally known to me or Produced Identification Type of I.D. Produced XDID take an oath, or 0 DID NOT take an oath. street Furniture Advertising Street Furriihire AdvurtiAoi Group Inc December 3rd, 2003 Hon. Jeffrey L. Miller City Manager City of Tamarac 7525 N.W. 88'h Ave. Tamarac, FL 33321 EXHIBIT "C' RECEAfFFE CC T.R. 10335 Aii [I,;-2g (Oria inal Sent by Registered Mail, RetutFff e8,�-Rxquested) PAC "bEPT E3 U I'L D: "i RE: Notice of Assi-nment and Transfer of Bus Skelter Contract 0 Dear Mr. Miller: Pursuant to Paragraph 31 of the agreement between the City of Tamarac and Street Furniture Advertising Group, Inc. for the installation and maintenance of bus shelters, effective July.3rd, 2003, please be advised of the following: I . Street Furniture Advertising Group, Inc. has entered into an agreement to assign and transfer all of its rights and obligations under said contract with the City, subject to Paragraph 30 of said agreement providing for the prior consent of the City, to Shelter Ads Managcmcnt, Inc., a Florida corporation with offices at 19589 N.E. 10" Ave., Miami, FL 33179. 2. The assignment and transfer of the contract is subject to the consent of the City and approval of the bus shelter design being modified to the use of 133 foot shelters, in place of 9 foot shelters, where applicable, with a V-Box designed illuminated ad panel. The bus shelter is the exact design and same manufacturer as approved under the existing contract. We are prepared to meet with the dcsignated appropriate personnel to discuss approval of the revised shelter size, 3. Shelter Ads Management, Inc. is prepared to begin installation of the bus shelters at the rate of 5 per nionth. pursuant to Paragraph 4(d) of the contract beginning on March I 2004. Could you please call me to set up meetings regarding design approval of the bus shelter size Z2 change as soon as possible? S. I in re Y, v, ee' WI, B rr K t cc: Mitchell Kraft, Esq,, Tamarac City Attomey Gary B. Jones, Director. Tamarac Building Dept. Eric Nadel, President, Shelter Ads Management, Inc. 1111� 3 1 / 0 3 16:41 F.AX 954 "1 2408 (' ITY-TAWAC-PURCHASINU IQ UO Z A OL EXHIBIT "D MR Ox City of Tamarac T.R. 10335 "Cornrnitted to Exce11enCe_..A1W1OY3 Purohagna and Confrocts Division December V. 2003 mr. F-ric Nadel Shelter Ads Management, Inc. 19582 NE I 01h Avenue North MiaMI, FL 33179 Subject. Assignment of Contract for Fumishing of Bus Shakers Dear Mr. Nadel: This letter 13 written In confirmation of the undennandings reached during the DecarnDer 30. 2003, oonjerence call between you, City of Tamarac Building & Code Compliance Diremr Gary Jones, and myself. During the meeting, we discussed issues related to the requested cOntr2cl assignment from Street Furniturc Advertising Group, Incorpomled, and your firm, sen0h Ads, Incorporated, as well issues related to the scope of the contmal. As a result of our wnference oall, we arrived sit conaansus on the follovAng Issues: 1 The faGaimilo noft to Keith "Gantz", daled December 23, 2003. W no longer applicable to the contract The fax was replaced by a f sea Imile note dated December 23, 2003, to 2. In confimintlon of, and In addition to the lacalmile to Mr. Jones. we have agreed to the following: a. Tho contract assignr nant shag be amorni-nodated through a three -party Assignment Agreement to be owsidered by the Tamarac City Commission during Januetry, 2004, the text of which Is ourmntly under review by the city Attorney. b. Any changes to the contract saope shall boami5mpllshed under a separate Agreement, and shall be considered by the City Commission separately f rorn tne Assignment request. C. All shelterx shall be uniform in size for purpo3as of consistency and standardization, The current de*lgn featuring O'shalters with flat illuminated panels will be replaaed by 13' shelters Wth illuminated V-hox panels, d. The locations for the sh(Ater installation sihaff remain sit twenty-eight (28) as indieMed In the current contract agreement. 9. The commencement of shelter inftllation will be poSVonod 10 Marc 1, 2004. f. The ah sitars shall! bo exclusively powered by use of solar pane!s. "s 7525 poW 88im Avenue 8 TOP==, Ficrido 3=1 CY05d) 724-2A5C a, -ex (9541) 72 408 0 wwwx 'ma. 1175 A/ -2zol. 'j . 0 roc-019 .-wo' QPP1W'6n"1f EPVIOVLr C4 71) 'F�� C Al Changes to agreement: E Commencement of installation sbould be 90 days from city fimsfer of the asreement F. Unless approved by the city for the use of electric power instea& ( zz /1, Street urn itu re c -"ising ver SPECIFICATIONS 9'DOME ROOF BUS SHELTER MODEL 9ALD-VICPM1 Tolar Mfg. Co., Inc. Advertising Model with Perforated Metal Walls • Roof dimensions: 8' 7 7/8" x 4- 8" Height: 7' to bottom of roof perimetc • The mof dcqign fleati.-re, two J,-.-ulAr 5hapess running hotiLontally. One is used As is rail. loirlf-r, Lit other houses the electrical wiring in those shelters which feature lighting in the roof • The one-piece roof is welded from four lengths of aluminum extrusion, no snap together comer which can be vandalized. • Two roof beams are welded to the roof perimeter for placement of the supporting legs, Roof beam are pre -drilled to facilitate field installation. • Shelter advertising kiosk illuminated by solar lighting provided by others. 1/4" bronze tint double -wall Lexan Thermoclear twin wall acrylic panels in tile roof allov approximately 20% light transmission while completely blocking ultra violet and infrared rays Lexan panels are secured with flat bars and rubber gaskets, attached by Tek screws. No silicon( scaler is required. 0 16 gauge perforated metal'pancls with a custom Victorian style design form the rear wall. Tilt panels are radiused at the top with three 1 1/4" tubes supporting the top panel. Two of tile tubes are 44 degrees from center. Two 4" diameter rings accent each side of the perforated panel. The perforated panels have 1/4" diameter holes on 3/8" centers and arc held in place with stainless steel glass supports which anchor to the concrete pad or sidewalk. • Adjustable leveling shoes allow for up to 12" grade variation. • The 2-sided flat back-to-back advertising kiosk features Y 16" clear tempered safety glass panels in the Mo side -hinged display doors. Tamper proof fasteners secure the doors. • All materials are top quality - we use only ASTM A-36 grade 3.5" schedule 40 pipe for structural steel members and 6063-T6 grade aluminum extrusion with a minimum thickness of 1/8 inch, The color selected for the City of Tamarac is R.Al. 6005 Moss Green • All of the structure's metal surfaces feature a durable baked polyester powder coat finish, 4-5 rn, thick. The powder coating process produces no volatile organic compounds (VOCs), Powder coat finish was created for durability in outdoor use and to withstand graffiti removal solvents. • The shelter is supplied with all hardware, concrete anchors and electrical wiring for site installation. Perforated Metal Bench 40" perforated metal bench. No back, one anti vagrant bar, durable baked powder coat finish color F—,kL 6005 Moss Green, zinc anchors Trash Receptacle 16 Gallon smooth side pole mount trash receptacle. hinged lid, durable baked povk-dejr coat finish color RAL 6005 Moss Green, hardware FLAR M�q T11C 0 - I N C. MODEL 13ALD-VICPMSFL 13'ADVERTISING BUS SHELTER - TAMARAC Dome Roof Model -Custom Victorian Style Perforated Metal SPECIFICATIONS • Roof dimensions: 12'7 7/8" x 4'8" Height: 7' to bottom of roof perimeter • The roof design features two circular shapes running horizontally. One is used as a rain gutter, the other houses electric wiring for the overhead security lighting. • The one piece roof is welded from four lengths of aluminum extrusion; there are no snap together corners which can be easily vandalized. • Two roof beams are welded to the roof perimeter; one for placement of the advertising kiosk, the other for placement of the supporting legs. The supporting leg beam also houses the overhead security lighting fixture. • Standard shelter lighting is solar provided by others. • Roof beams are pre -drilled to facilitate field installation. 1/4" bronze tint double -wall Lexan Then-noclear twin wall acrylic panels in the roof allow approximately 20% light transmission while completely blocking ultra violet and infra -red rays. Lexan panels are secured with flat bars and rubber gaskets, attached by Tek screws. No silicone sealer is required, 16 gauge perforated metal panels with a custom Victorian style design form the rear wall. The panels are radiused at the top with three I 'A" tubes supporting the top panel. Two of the tubes are 44 degrees from center, Two 4" diameter rings accent each side of the perforated panel. The perforated panels have 114" diameter holes on 3/8" centers and are held in place with stainless steel glass supports which anchor to the concrete pad or sidewalk. a Two 3" steel pipe legs support the roof structure opposite the advertising kiosk, the advertising kiosk has three legs. C7 0 The 2-sided 48" "Senni-W angled advertising kiosk features fluorescent lighting and holds the standard size bus shelter poster 48" x 68", 0 The two side- hinged advertising kiosk doors have 3/16" clear tempered safety glass panels. Tamper proof fasteners are used to secure the doors. a Five adjustable leveling feet allow,up to 12" variations in grade. a The shelter is supplied with all hardware, concrete anchors and electrical wiring for site installatial, * All materials are top quality - we use only ASTM A-36 grade 3.5" minimuni schedule 40 pipe for structural steel members and 6063-T6 grade aluminum extrusion with a minimum thickness of 1/8 inch. a All of tile structure's metal surfaces feature a durable baked polyester powder coat finish, 4-5 m I thick. The powder coating process produces no volatile organic compounds (VOCs). Powder coat f ini sh was created for durability in outdoor use and to withstand graffiti removal solvents. The city of Tamarac has selected RAL 6005 Moss Green All bolts. washers and hardware are included. Temp. Reso i7 10335 - January 20, 2004 Page 2 Revision 1 — February 5, 2004 WHEREAS, Shelter Ads Management, Inc. has validated the request to assign and transfer the agreement, modify the shelter design and adjust the time of installation commencement, as evidenced by Shelter Ads Management Inc,'s signature of acknowledgement on City correspondence dated December 31, 2003, a copy of said correspondence is attached hereto as Exhibit D, and WHEREAS, the requested modifications to the shelter design, from a 9' shelter with, flat advertising panels to a 13' panel with V-box advertising panel, do not materially alter the architectural style or aesthetics of the original shelter design, as evidenced by specifications and renderings provided by the manufacturer, Tolar Manufacturing Co., Inc., attached hereto as Exhibit E; and WHEREAS, City staff has determined that the extension of time to begin installation of the shelters within ninety (90) days of execution of the assignment agreement, and subsequent modification of the installation completion deadline to October 31, 2004 is not unreasonable under the circumstances; and WHEREAS, there are no other changes to the terms or conditions of the original Agreement; and WHEREAS, Shelter Ads Management, Inc. has executed Amendment #1 to the Agreement, a copy of said amendment is attached hereto as Exhibit F; and WHEREAS, the Director of Finance and the Purchasing and Contracts Manager recommend approval and execution of Amendment #1 to the Agreement between the City of Tamarac and Shelter Ads Management Inc.; and Temp. Reso # 10335 - January 20, 2004 Page 4 Revision 1 — February 5, 2004 SECT —ION 5: This Resolution shall become effective immediately upon its passage and adoption. PASSED, ADOPTED AND APPROVED this 11"' day of February, 2004. MAF�16N SWEN'SON', bMC CITY CLERK I HEREBY CERTIFY that I have approved this RESOLUTION as to f6cm. .77 MITCHELL S. KRAFT CITY ATTORNEY/ . k.- JOE SCHREIBER Mayor RECORD OF COMMISSION VOTE. - MAYOR SCHREIBER DIST 1: COMM. PORTNER DIST 2: COMM. FLANSBAUM-TALABIS 0 OIST 3: COMM. SULTANOF DIST 4: V/M ROBERTS cit1d IN WITNESS WHEREOF, the parties hereby have made and executed this Amendment to Agreement on the respective dates under each signature, the City of Tamarac signing by and through its Mayor and City Manager, and Shelter Ads Management, Inc., signing by and through its President, duly authorized to execute same. ATTEST: Marion Swenson, CM�8 City Clerk Date CITY OF TAMARAC Joe Schreiber, Mayor 1/ 0 Date Zier, Cit'Mana J e # r e Yvf.Mwi y . ger Date V Mitchell 9 raft, ity A� ? bate ey sufficiency: REVISED EXHIBIT "B" M fO . LOA. P. M F r INC-1 MODEL 13ALD-VICPMSFL IYADVERTIS ING BUS SHELTER - TAMARAC Dome Roof Model-Custorn Victorian Style Perforated Metal SPECIFICATIONS • Roof dimensions: 127 7/8" x 4'8" Height: 7' to bottom of roof perimeter • The roof design features two circular shapes running horizontally. One is used as a rain gutter, the other houses electric wiring for the overhead security lighting. • The one piece roof is welded from four lengths of aluminum extrusion; there are no snap together corners which can be easily vandalized. • Two roof beams are welded to the roof perimeter; one for placement of the advertising kiosk, the other for placement of the supporting legs. The supporting leg beam also houses the overhead security lighting fixture. Standard shelter lighting is solar provided by others. Roof beams are pre -drilled to facilitate field installation. 0 1/4" bronze tint double -wall Lexan Thermoclear twin wall acrylic panels in the roof allow approximately 20% light transmission while completely blocking ultra violet and infra -red rays. Lexan panels are secured with flat bars and rubber gaskets, attached by Tek screws. No silicone scaler is required. * 16 gauge perforated metal panels with a custom Victorian style design form the rear wall. The panels arc radiused at the top with three 1 Y4­ tubes supporting the top pancl. Two of the tubcs are 44 degrees from center. Two 4" diameter rings accent each side of the perforated panel. 'Me perforated panels have 1/4" diameter holes on 3/8" centers and are held in place with stainless steel glass supports which anche, f�e concrete pad or sidewalk. 0 Two pipe legs support the roof structure opposite the advertising kiosk, the advertising kiosk has three legs. 0 The 2-sided 48" "Semi-W' angledAdvertising kiosk features fluorescent lighting and holds the standard size bus shelter poster 48" x 68". 0 The two side- hinged advertising kiosk doors have 3/16" c!z:.­, temnered safety glass panel- Tamper proof fasteners are used to secure the doors. 0 Five adjustable leveling feet allow up to 12" variations in grade. a The shelter is supplied with all hardware, concrete anchors and electrical wiring for site installation. * All materials are top quality - we use only ASTM A-36 grade 3.5" minimum schedule 40 pipe for structural steel members and 6063-T6 grade aluminum cxtrusion with a minimum thickness of 1/8 inch. 0 All of the structure's metal surfaces feature a durable baked polyester powder coat finish, 4-5 ml thick. The powder coating process produces no volatile organic compounds (VOCs). Powder coat finish was created for durability in outdoor use and to withstand graffiti removal solvents. The city of Tamarac has selected RAL 6005 Moss Green All bolts, washers and hardware are included. Perforated Metal Bench 40" perforated metal bench. No back, one anti vagrant bar, durable baked powder coat finish EXHIBIT I t Aure ti s i ng SPEcIFICATIONS 9'DONTIE 'ROOF BUS SHELTER '%ALD-VICPM1 IODIEL Tolar M!'� - *.o., Inc. Advertising Model with p(-.,. **ated Metal Walls * Roof dimensions: 8' 7 7/8" x 4' 8" .11-!ight: 7' to bottom of roof perimeter * The rcw)f de%isn 1"eaturt- two,�kculw :;hapes running horizo-,:,, C)r,e is used ;,!; a rai.-, r.,un-r, (Le other houses the electrical wiring in those shelters which feature h&, 'q in the roof 0 The one-piece roof is welded from four lengths of aluminum extru:,;; . n snap together cz.incr� which can be vandalized. Q '' 0 Two roof beams are welded to the roof perimeter for placement of the supporting leg.. bearris are pre-dril led to facilitate field installation. 0 Shelter advertising kiosk illuminated by solar lighting provided by others. a 1/4" bronze tint double -wall Lexan Thermoclear twin wall acrylic panels in the roof al approximately 20% light transmission white completely blocking ultra violet and infrared r,-, Lexan panels are secured with flat bars and rubber gaskets, attached by Tek screws. No silic, sealer is required. • 16 gauge perforated metal panels with a custom Victorian style design form the rear wall. 1-he panels am radiused at the top with three 1 14" tubes supporting the top panel. Two of the tubes are 44 degrees from center. Two 4" diameter rings accent each side of the perforated panel. The perforated panels have V4" diameter holes on 3/8" centers and are held in place with stainless steel glass supports which anchor to the concrete pad or sidewalk. • Adjustable leveling shoes allow for up to 12" grade variation. red safety glass panels in • The 2-sided flat back-to-back advertising kiosk features 3/16" clear tempe the two side -hinged display doors. Tamper proof fasteners secure the doors. r structural • All materials are top quality - we use only ASTM A-36 grade 3.5" schedule 40 pipe fo steel members and 6063-T6 grade aluminum extrusion with a minimum thickness of 1/8 inch. The color selected for the City of Tamarac is PLAL 6005 Moss Green • All of the structure's metal surfaces feature a durable baked polyester powder coat finish, 4-5 ml thick. The powder coating process produces no volatile organic compounds (VOCs). powdcr coat finish was created for durability in outdoor use and to withstand graffiti removal solvents. • The shelter is supplied with all hardware, concrete anchors and electrical wiring for site installation. Perforated Metal Bench 0 4011 perforated metal bench. No back, one anti vagrant bar, durable baked powder coat finish color RAL 6005 Moss Green, zinc anchors Trash Receptacle r coat finist 0 16 Gallon smooth side pole mount trash receptacle, hinged lid, durable baked powde color RAL 6005 Moss Green, hardware RIV Purchasing and Contracts Division June 15, 2004 Mr. Eric Nadel Shelter Ads Management, Inc. 19589 NE 1 Ot" Avenue North Miami, FIL 33179 Dear Mr. Nadel: of Tarr --lrac r n "Committed to Excellence- Always !X IS = NY n 1'05'0 Via Registered Mail, Return Receipt Requested The City Building Official has notified me that your firm has not shown any evidence of performance in accordance with the requirements of your City of Tamarac Agreement for the provision of bus shefters, A letter was sent to you on April 15, 2004, which outlined the specific areas of non-performance. As a reiteration of that correspondence, you were given until April 22, 2004 to submit requests for permits to the City Building and Code Compliance Dapartment, in order to meet your May 11, 2004 deadline for commencement of work under the Agreement. As of June 14, 2004, you have taken no action to affect compliance with your Agreement, and therefore your firm is in breach of contract. As a result of this failure to perform on your part, the City has no choice but to consider termination of your Agreement, as outlined in Section 3 "Termination" of the Agreement. Accordingly, you now have thirly (30) calendar days from the date of this letter, to cure this situation by demonstrating compliance with the terms and requirements of the Agreement. After that date. if no specific performance has occurred which is acceptable to the City, the City will take action to find your firm in default, and terminate your Agreement, Please contact me if you have any questions at (954) 724-1322, or Mr. Gary Jones, the City Building Official at (954) 724-1265. Sincerely; Keith K. Glatz, CPPO Purchasing & Contracts Manager Jeffrey Miller, City Manager Mitch Kraft, City Attorney Vanessa Steinerts, Assistance City Attorney Diane Phillips, Assistant to the City Manager Gary Jones, Building Official Ken McIntyre, Building Operations Manager Dona Newman, Director of Finance 7525 NW 88th Avenue a Tamarac. Florida 33321-2401 a (954) 724-2450 0 Fax (954) 724-24C)8 0 www,tc3mcDroc_org . ..... N City of Tamarac "Committed to Excellence... Always" :X I 1p 06" an I r10500 Purchasing and C ntracts Division July 20, 2004 Via Registered Mail, Return Receipt Requested Mr. Eric Nadel Shelter Ads Management, Inc. 19589 NE 1 01h Avenue North Miami, FIL 33179 Dear Mr. Nadel: We are in receipt of your July 15, 2004 letter regarding your City of Tamarac Agreement for the provision of bus shelters. Following is the City's response to the various points of that letter. You indicated that you were told that you needed two (2) sets of engineering drawings per permit, signed and sealed, and that only one permit would be issued for both the concrete pads and shelters. This is a true statement. The concrete pad and the shelter are both integral components of the overall shelter design. The concrete pad must be designed and constructed in a manner that will accommodate the load of the shelter, and as such, must be submitted for review and approval together. The Building Official has informed me that you have not submitted drawings specifically detailing the exact design features of the shelter/pad configuration. The drawings that you did submit were copies of preliminary drawings that were prepared by the City and illustrate the loca Fio—n of previously existing shelters as well as other information related to the geometry of the right-of-way line and site line triangle analysis. Your responsibility as the Contractor is to provide plans that show the exact location and configuration of the proposed shelters, and demonstrate compliance with the State of Florida Building Code, as amended by Broward County. The City cannot accept anything other than actual and complete drawings and specifications that include such information. You state in your letter that you are "complying with our contract to provide bus shelters and as your leffer stated that there has been no activity with regards to the bus bench shelter contract, is not accurate." The first task in performance under your Agreement refers to the actual start of construction of the shelter. Per the terms of AmeqdMent #1. Paragrar)h 2. amending Time of qQ.M_Mencement and SubstarlUl Qompletion, work was to commence within 30 days after execution of the Assignment Agreement. The Amendment was executed by the City on February 12, 2004. Your firm has not yet commenced any Work under the terms of the Agreement. Therefore, there has been no specific performance as defined by the terms of said Agreement. Based on this definition, even if you had submitted properly executed plans and drawings, there would still not be specific performance, since the permitting process is only a regulatory requirement that you must meet prior to actual construction. You have stated that you are not prepared to forfeit your investment of thirty thousand dollars in this project. Your proposal preparation expenses, or any other expenses related to the execution of the Work, are strictly the responsibility of Shelter Ads Management, Inc. Regardless of what your company has expended, there is still no tangible evidence of performance under the terms of the Agreement. For the record, I have contacted Mr. Patrick Merrick of Tolar Manufacturing. During a July 15. 2004 telephone conversation, Mr. Merrick indicated to me that he had not yet received the required $1,500.00 deposit for engineering services and calculations. Additionally, Mr. Merrick indicated that you had committed to the purchase of only six (6) of the required twenty-seven (27) shelters. The lead tirne for those shelters provides for a delivery in mid -September, which means that actual construction of the shelters cannot begin until then. In addition, Mr. Merrick has indicated that you have yet to pay the manufacturer the 50% deposit required to begin fabrication of the units. 7525 NW 88th Avenue 0 Tamarac, Florida 33321-2401 8 (954) 724-2450 a Fox (954) 724,2408 E www.tomarac.org &UNITEDSWES POSTAL SERVICE,, "A Track & Con Shipment Details You entered AB12 9 Your item was delive Here is what hapPer ACCEPTANC FL 33351 Notification Optionj 0 Track & Confirm by POSTALINSPECTORS Preserving the Trust ER; COMPLEI-EltHIS SECF/QN S i 16 _aMpwq---l%ffii 1, 2, and 3. Also conlPle a item 4 if Restricted Delivery is desired. 0 Print your name and address on the reverse so that we can return the card to you. 11 Attach this card to the back of the mailpiece, or on the front if space permits. D. Is 1� Article Addressed to: It by (PteasIrprint Clearly) B. C3 At 0 Ac 4 a dress differantNMA61YI ? 0 Ye ss below: 0 Ni MR. ERIC NADEL SHELTER ADS MANAGEMENT, INC 3. Service Type 19589 NE 1 OTH AVENUE E3 Certified Mail C3 Express Mail NORTH MIAMI, FL 33179 Registered 0 Ratum Receipt for Mer 016insuredMail 0 C.O.D. 4. Restricted Delivery? (Extry Fee) y 2- Article Number (COPY from Service label) K.R, 12.7 1)2-0 rY PS Form 3811. juiy 1999 Domestic Return Receipt 5. U-3 Ul) rraoucL isle Description Qty 141ANI FL 33179 First-Cldss Return Receipt Registered Insured Value Article Value Label Serial W1 I I L . ....# Price Price $0.37 $1.75 $7.50 $0.00 S0.00 R81290209'14US Issue PVI: Total; Paid by. Debit Card Account # XXXXXXxxXxXX'1674 Approval #.'. Transacti0l) 23 903520823 Receipt#: Bm#: 1001002020037 Clerk. 17 Exp- 02/06 461344 490 000541 $9.62 — All sales final on StdMPS and post&9e. Refunds for guaranteed services only. Thank You for your business, Customer CoPY EXHIBIT 2 ToRt 10680 REQUEST FOR PROPOSALS RFP NO. 05-01 R BUS SHELTER CONSTRUCTION, INSTALLATION AND MAINTENANCE City of Tamarac Purchasing Division 7525 NW 88th Avenue Room 108 Tamarac, Florida 33321-2401 (954) 724-2450 of Tamarac Purrhasing & Contracts Division 1. PURPOSE, BACKGROUND, TERM AND SCOPE OF SERVICE A. PURPOSE The City of Tamarac is soliciting proposals from qualified firms to provide all required labor, materials, equipment and services necessary to provide, install, repair and maintain --at no cost to the City --attractive, clean and safe bus passenger shelters within the City of Tamarac. B. INTRODUCTION AND BACKGROUND In an effort to improve the quality of life in Tamarac, over the past five years the City has undertaken significant public projects that enhance the City's "sense of place". These include an on -going road resurfacing project that will address every City street, landscape improvements that have been completed along major thoroughfares and on public property, entry signs that have been installed to welcome people to Tamarac, a new Community Center with numerous facilities, as well as future projects such as the development of Southgate Linear Park. Through these projects and future projects, the City has demonstrated its commitment to the ongoing City-wide beautification plan. To continue to improve the aesthetics of the City and further its identity, Tamarac wishes to address its facilities for public transportation. Bus shelters provide the City a great opportunity to make a statement and develop a theme that is unique to Tamarac. Improvements to these facilities may also attract new riders, increase the frequency of individual ridership and promote the City's transit system as well as the County's bus system. To accomplish this goal of attractive, functional bus shelters and benches that provide a consistency throughout the community, Tamarac is seeking input for creative concepts from private firms. C. TERM The term of the contract that may be awarded as a result of this Request for Proposal is one hundred twenty (120) months from the date of Notice to Proceed, with an option to renew for one (1) extension period of sixty (60) months, exercised at the sole option of the City Commission or its designee. At the end of the term of the contract the parties herein shall be released from the terms of the contract unless the renewal option is exercised. In the event that the contract is not renewed, Contractors shall have a period of ninety (90) days to remove all shelters to which they have title, In no event shall advertising be sold for placement upon the public shelters beyond the awarded sixty (60) month period. D. SCOPE OF SERVICES AND SPECIFICATIONS The Contractor, at no cost to the City, shall provide all required permits, labor, materials, equipment and services necessary for providing, installing, repairing and maintaining public bus shelters. Shelters will be placed on public property or within the public right-of-way at locations approved by the City. Shelters shall be constructed in full accordance with the latest edition of the Florida Building Code Page 3 of 61 of Tamarac Purchasing & Contracts Division Ill. SHELTER SPECIFICATIONS The City requires that the Contractor ensure that the proposed shelters meet or exceed the technical specifications described herein. A. GENERAL 1 If electrical power is to be provided to the bus shelter in any form, the preferred method is from a self-contained system such as batteries or solar panels. 2. Contractor shall be familiar with applicable planning, engineering, public works and electrical codes and comply with said codes at all times. 3. All liability related to operation, electrical connections, construction, installation and repair of transit shelters shall be the sole responsibility of the Contractor. 4. Shelters shall be illuminated at night from dusk until dawn, but shall not be illuminated in such a way as to be hazardous to passing vehicle operators. 5. Contractor shall obtain an annual premises permit for shelter repair and maintenance from the City's building department. 6. All shelters shall be identified by a separate number to be installed on the bench or shelter in an area mutually agreeable to the parties. 7. Shelters must be able to withstand the high winds and storms common to South Florida by meeting or exceeding the latest edition of the Florida Building Code. B. MAINTENANCE AND CLEANING 1 The Contractor shall be responsible for maintaining shelters, as well as associated trash receptacles, in "like new" condition throughout the life of the contract, including refurbishing, reconditioning, and, if necessary, replacing worn shelters and/or benches. 2. The Contractor shall maintain each shelter in a whole, structurally safe and cosmetically attractive condition and the area surrounding each will be kept free of insects, debris, high grass, weeds and other rubbish for a radius of ten (10) feet from the perimeter of the shelter. Failure to properly maintain the shelter or the surrounding area will constitute cause for cancellation of the applicable permit and removal of the shelter. 3. The City may elect to maintain the shelter bench and surrounding area if the Contractor fails to consistently comply with maintenance standards and charge back the costs to the Contractor. Page 5 of 61 of Tamarac Purchasing & Contracts Division 2. No advertising on the bus shelters shall contain any duplication of traffic control devices, e.g. stop or yield signs. It is permitted however, to state directions i.e., "Turn left at next stop sign." 3. Whenever possible, the installation of advertising displays, devices and materials will take place during hours of minimum passenger activity. 4. The Contractor shall make available up to five (5) non -advertising shelters for placement at locations as designated by the City. These locations shall be non -revenue with no fees paid to City. 5. Any revenues due and payable to the City under the terms of this Agreement shall be remifted to the City's finance department semi annually by the 1 oth of the months of January and July for the preceding 6 month period. Payment shall be remitted with the following information for each shelter location: shelter #, location and name of advertiser. E. MANUFACTURER/MODEL In an effort to provide a consistent aesthetic appeal, the City of Tamarac has determined the specific design style to be utilized for this project. Offer6rs should provide proposals for each of the two (2) models shown below: 1 Tolar Mfg. Co., Inc. 9' Dome Roof Bus Shelter Model 9ALD- VICPM1 Flat Panel Advertising Model with Perforated Metal Walls Preferred Option) 2. Tolar Mfg. Co., Inc. 13' Dome Roof Bus Shelter Model 13ALD- VICPMSFL V-Panel Advertising Model with Perforated Metal Walls. No other man ufacturer(s)lmodel(s) will be accepted by the City. F. LOCATION 1. Shelters shall be located in accordance with the clear sight distance standards published by the office of the City Engineer. 2. The location of shelters shall provide the minimum roadside clear zone for rural facilities in accordance with the Florida Department of Transportation's "Manual of Minimum Standards for Design, Construction and Maintenance for Streets and Highways", latest edition, Section 3.7.e. 3. All shelters shall be installed parallel to the adjacent roadway. 4. No bus shelter installed under the terms of this Agreement may be removed except with the express consent of the City. 5. No single location may contain more than one shelter without the express consent of the City. 6. All shelters, will be located at County transit bus stops unless otherwise specified by the City. 7. All shelters shall contain a seating bench. 8. All shelters will contain a trash receptacle affixed and integral to the unit. Page 7 of 61 of Tamarac Purchasing & Contracts Division If the Proposer wishes to submit an alternative pricing scenario, it must first submit pricing in accordance with the Revenue Proposal, and then include a separate alternative pricing scenario in a separate sealed envelope marked "ALTERNATIVE REVENUE PROPOSAL" on the sealed envelope and on the first page of the alternative pricing. Proposers who do not submit pricing in accordance with this requirement will not receive evaluation points for the Revenue portion. The alternative pricing will not be scored for evaluation purposes, but may be considered if the Proposer is selected for negotiations. Note: The Revenue Proposal shall consist of one original and six (6) copies. D. Schedule Proposer must submit a schedule as a part of the Technical Proposal. The schedule shall provide important project milestones, including start date for shelter construction, and project completion date, shown in days. Failure to provide a schedule may result in disqualification of the proposal. E. Proposal Copies One (1) Original and two (2) sealed envelopes marked (A) and (13) MUST be submitted and six (6) copies SHOULD be submitted by each Proposer. However, proposal copies MUST be provided within 3 business days of the City's request. The first sealed envelope (A) shall contain the Proposer's Technical Proposal. The second sealed envelope (13) shall contain the Proposer's Revenue Proposal. Submit Proposals to the City of Tamarac, 7525 NW 88th Avenue, Tamarac, Florida 33321, ATTN: Keith K. Glatz, CPPO, Purchasing and Contracts Manager. F. Addenda, Additional Information Any addenda or answers to written questions supplied by the City to participating Offeror's become part of this Request for Proposal and the resulting contract. This Proposal form(s) shall 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 Offeror as a result of any discussions with any City employee. Only those communications, which are in writing from the Purchasing and Contracts Manager or designee, may be considered as a duly authorized expression, Also, only communications from Offerors, which are signed, and in writing will be recognized by the City as duly authorized expressions on behalf of the Offeror. CONTACT WITH PERSONNEL OF THE CITY OF TAMARAC OTHER THAN THE ABOVE -NAMED OFFICIAL(S) REGARDING THIS REQUEST FOR PROPOSALS MAY BE GROUNDS FOR ELIMINATION FROM THE SELECTION PROCESS. Page 9 of 61 of Taniarac, Purchasing & Contracts Division guarantee with the result being multiplied by the weight (25 points) to arrive at a revenue score of less than the full score for monthly minimum guarantee. Example Formula: PROPOSED MONTHLY MINIMUM REVENUE GUARANTEES: Company A $10,000 Company B $7,500 Company C $5,000 Company A would be automatically assigned the highest possible score of 25 points because it proposed the highest monthly minimum guarantee. The ratings of the other Revenue Proposals would be calculated as follows: Company 13: $7,500 + $10,000 .75 x 25 = 18.75 points Company C: 1 $5,000 $10,000 .50 x 25 = 12.50 points D. Pre -Award Survey After proposal receipt and prior to contract award, the City reserves the right to perform, or to have performed, an on -site survey of the Proposer's facilities. This survey will verify the data and representations submitted, and determine that the Proposer has overall management and financial capability to adequately meet the City's requirements. Should the City determine that the size or nature of the Proposer's facilities, or the number or experience of its personnel, is inadequate to ensure successful contract performance; City has the right to reject the proposal. City shall be the sole judge of a firm's adequacy in this survey. E. Overall Ranking The Committee will then determine the overall ranking by adding the total Revenue Proposal evaluation score with the Technical Quality score to determine the overall ranking. Following the evaluation and ranking of the proposals, the Evaluation Committee will recommend to the City Manager that a contract be negotiated with the highest ranked responsive and responsible Proposer. Upon concurrence of the City Manager, a contract will be negotiated and submitted to the Board of City Commissioners for their approval. F. Evaluation Method and Criteria These weighted criteria are provided to assist the Proposers in the allocation of their time and efforts during the submission process. The criterion also guides the Evaluation Committee during the short -listing and final ranking of Proposers by establishing a general framework for those deliberations. Page 11 of 61 City of Tamarac INSTRUCTIONS TO OFFERORS Purchasing & Contracts Divisl'017 STANDARD TERMS AND CONDITIONS RFP 05-01 R 1. DEFINED TERMS Terms used in these Instructions to Offerors are defined and have the meaning assigned to them. The term "Offeror" means one who submits a Proposal directly to City as distinct from a Sub -Offeror, who submits a Proposal to the Offeror. The term "Successful Offeror" means the qualified, responsible and responsive Offeror to whom City (on the basis of City's evaluation as hereinafter provided) makes an award. The term "City" refers to the City of Tamarac, a municipal corporation of the State of Florida. The term "Proposal Documents" includes the Request for Proposals, Instructions to Offerors, Proposal, Qualifications Statement, Non -Collusive Affidavit and Public Entity Crime Statement, Corporate Resolution or Letter of Transmittal, Proposal Security and Specifications, if any, and the proposed Contract Documents, if any, (including all Addenda issued prior to receipt of Proposals). The term "CONSULTANT" shall mean the individual(s) or firm(s) to whom the award is made and who executes the Contract Documents. 2. SPECIAL CONDITIONS Any and all Special Conditions that may vary from the General Conditions shall have precedence. 3. EXAMINATION OF CONTRACT DOCUMENTS AND SITE 3.1 Before submitting a Proposal, each Offeror must (a) visit the site to familiarize themselves with the facilities and equipment that may in any manner affect cost, or, performance of the work- (b) consider federal, state and local laws, ordinances, rules and regulaiions that may in any manner affect cost, or performance of the work, (c) study and carefully correlate the Offeror's observations with the Proposal Documents; and (d) notify the Purchasing and Contracts Manager or designee of all conflicts, errors and discrepancies, if any, in the Proposal Documents. 3.2 The Offeror, by and through the submission of a Proposal, agrees that they shall be held responsible for having examined the facilities and equipment; familiarized themselves with the nature and extent of the work and any local conditions that may affect the work to be done and the equipment, materials, parts and labor required. 4. SPECIFICATIONS 41 The apparent silence of the Specifications as to any detail, or the apparent omission from it 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 are to be used. Page 13 of 61 City of Tamarac Purchasing & Contrads Division 6.2 All costs and compensation shall remain firm and fixed for acceptance for ninety (90) calendar days after the day of the Proposal opening. 6.3 The costs and compensation proposed shall include all franchise fees, royalties, license fees and other costs arising from the use by such design, equipment and/or materials in any way involved in the work as well as all costs of transporting and service to the required locations. 7. NON -COLLUSIVE AFFIDAVIT FORM Each Offeror shall complete the Non -Collusive Affidavit Form and shall submit the form with the Proposal. City considers the failure of the Offeror to submit this document to be a major irregularity and may be cause for rejection of the Proposal. 8. PUBLIC ENTITY CRIMES In accordance with F.S. q287.133 (2)(ah 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 Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 9. 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 emp ' loyee 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. 10. PERFORMANCE BONDS AND INSURANCE Prior to acceptance of the proposal, the Successful Offeror, when required by the Special Conditions, shall submit performance bonds, certificates and/or policies of insurance in the manner, form and amount(s) specified in the Special Conditions. 11. SUMMARY OF DOCUMENTS TO BE SUBMITTED WITH PROPOSALS The following is a summary of documents which must be submifted by each Offeror: Page 15 of 61 City of Tamarac Purchasing and Contract Division e�"� law, the Request for Proposal and the responses thereto are in the public domain. However, the Offerors are requested to identify specifically any information contained in their Proposals which they consider confidential and/or proprietary and which they believe to be exempt from disclosure, citing specifically the applicable exempting law. 12.7 All Proposals received from Offerors in response to the Request for Proposal will become the property of City and will not be returned to the Offerors. In the event of Contract award, all documentation produced as part of the Contract shall become the exclusive property of City. 13. MODIFICATION AND WITHDRAWAL OF PROPOSALS 13.1 Proposals may be modified or withdrawn by an appropriate document duly executed (in the manner that a Proposal must be executed) and delivered to the place where Proposals are to be submitted at any time prior to the deadline for submitting Proposals. A request for withdrawal or a modification must be in writing and signed by a person duly authorized to do so. Evidence of such authority must accompany the request for withdrawal or modification. 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. After expiration of the period for receiving Proposals, no Proposal may be withdrawn or modified. 13.2 If, within twenty-four (24) hours after Proposals are opened, any Offeror files a duly signed, written notice with City and within five (5) calendar days thereafter demonstrates to the reasonable satisfaction of City by clear and convincing evidence 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, then Offeror may withdraw its Proposal and the Bid Security will be returned. Thereafter, the Offeror will be disqualified from further bidding on the subject Contract. 14. REJECTION OF PROPOSALS 14.1 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 Cifferor, and the right 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. 14.2 City reserves the right to reject the Proposal of any Offeror if City believes that it would not be in the best interest of the City to make an award to that Offeror, whether because the Proposal is not responsive or the Offeror is unqualified or of doubtful financial ability or fails to meet any other pertinent standard or criteria established by City. Page 17 of 61 City of Taniarar Explosion, Collapse, Underground Hazard Prod ucts/Completed Operations Broad Form Property Damage Cross Liability and Severability of Interest Clause Purchasing and Contract Division Line of Business/ Coverage Occurrence Aggregate Automobile Liability $1,000,000 $1,000,000 Workers' Compensation & Employer's Liability Statutory Professional Liability (Errors and Ommissions) $1,000,000 Builder's Risk Insurance: In an amount not less than THE REPLACEMENT COST for the construction of the work. Coverage shall be "All Risk" coverage for one hundred percent (100%) of the completed value with a deductible of not more than five thousand and xx/100 dollars ($5,000) per claim. The City reserves the right to require higher limits depending upon the scope of work under this Agreement. 16.5 Neither Contractor nor any subcontractor 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 Contractor will ensure that all subcontractors will comply with the above guidelines and will maintain the necessary coverages throughout the term of this Agreement. 16.6 All insurance carriers shall be rated at least A-VII per Best's Key Rating Guide and 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, 16.7 The Contractor's liability insurance policies shall be endorsed to add the City of Tamarac as an "additional insured". The Contractor's Workers' Compensation carrier will provide a Waiver of Subrogation to the City. 16.8 The Contractor shall be responsible for the payment of all deductibles and self -insured retentions. The City may require that the Contractor purchase a bond to cover the full amount of the deductible or self -insured retention. 16.9 If the Contractor is to provide professional services under this Agreement, the Contractor must provide the City with evidence of Professional Liability insurance with, at a minimum, a limit of $1,000,000 per occurrence and in the aggregate. "Claims -Made" forms are acceptable for Professional Liability. 16.10 The Successful Contractor agrees to perform the work under the Contract as an independent Contractor, and not as a subContractor, agent or employee of City. PLEASE HAVE YOUR INSURANCE REPRESENTATIVE CAREFULLY REVIEW ANY INSURANCE COVERAGES AND CONDITIONS PRIOR TO SUBMITTING YOUR PROPOSAL TO ENSURE COMPLIANCE WITH THE INSURANCE REQUIREMENTS OF THE INSTRUCTIONS TO OFFERORS. Page 19 of 61 of Tamafec Purchasirg and Contract Division 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. 20. TAXES Successful Offeror shall pay all applicable sales, consumer use and other similar taxes required by law. 21. 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. The costs of all permits, fees, licenses and charges shall be included in the price Proposal, except where expressly noted in the specifications requirement. 22. TERMINATION FOR CAUSE AND DEFAULT In the event Successful Offeror shall default in any of the terms, obligations, restrictions or conditions in any of the Proposal documents, City shall give written notice by certified mail, return receipt requested to Successful Offeror of the default and that such default shall be corrected or actions taken to correct such default shall be commenced within thirty (30) calendar days thereof. In the event Successful Offeror has failed to correct the conditions of default or the default is not remedied to the satisfaction and approval of City, City shall have all legal remedies available to it, including, but not limited to termination of the Contract in which case Successful Offeror shall be liable for all procurement and reprocurement costs and any and all damages permitted by law arising from the default and breach of the Contract. 23. TERMINATION FOR CONVENIENCE OF City Upon seven (7) 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 at the time and to the extent indicated on the notice of termination, terminate all outstanding subContractors and purchase orders to the extent that they relate to the terminated portion of the Contract and refrain from placing further orders and subcontracts except as they may be necessary, and complete any continued portions of the work. 24. AUDIT RIGHTS City reserves the right to audit the records relating to this contract of Successful Offeror at any time during the performance and term of the Contract and for a period of three (3) years after completion and acceptance by City. 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 inspect, examine and review the records of Successful Offeror at any and all times during normal business hours during the term of the Contract. Page 21 of 61 of Tamarac Submitted by: Purchasing and Contract Division e, —I--....--- -- REVENUE PROPOSAL FORM RFP NO. 05-01R Retum in a Separate Seated Envelope I I EW I RE :44TA4 L, 1914:10010OW-Al �TA [No 1:15WO] City of Tamarac Purchasing and Contracts Manager 7525 Northwest 88 Ih Avenue Tamarac, Florida 33321 Date 1. The undersigned Proposer proposes and agrees, if this Proposal is accepted, to enter into a contract with the City to perform and furnish all Work as specified herein for the Contract Price and within the Contract Period indicated in this Proposal. 2. This Proposal will remain subject to acceptance for sixty (60) days after the day of Proposal opening. Proposer will sign and submit the necessary documents required by the City within fifteen (15) days prior to the date of the City's Award or as specified in the RFP requirements. a) Proposer has familiarized itself with the nature and extent of the contract documents, locality, and all local conditions and laws and regulations that in any manner may affect cost, progress, performance or furnishing of the Work. b) Proposer has given the City written notice of all conflicts, errors or discrepancies that it has discovered in the contract documents and the written resolution thereof by the City is acceptable to Proposer. c) This Proposal is genuine and not made in the interest of or on behalf of any undisclosed person, firm or corporation and is not submitted in conformity with any agreement or rules of any group, association, organization or corporation; Proposer has not directly or indirectly induced or solicited any other Proposer to submit a false or sham Proposal; Proposer has not solicited or induced any person, firm or corporation to refrain from Proposing; and Proposer has not sought by collusion to obtain for itself any advantage over any other Proposer or over the City. 3. Proposer agrees that the Work will be substantially performed and complete in accordance with the schedules established herein. Page 23 of 61 City of Tamarac Purchasing & Contracts Division I t,-"r - CERTIFICATION THIS DOCUMENT MUST BE SUBMITTED WITH THE BID 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 Specifications, Additional Requirements, Supplemental Attachments, Instructions to Bidders, Terms and Conditions, and any addenda issued. We agree to comply with all of the requirements of the entire Invitation To Bid. Indicate which type of organization below: INDIVIDUALF-1 PARTNERSHIPF-1 CORPORATION 0 OTHERD If "Other", Explain: Authorized Signature Title Company Name City/State/Zip Fax Number Name (Printed Or Typed) Federal Employer I.D./Social Security No. Address Telephone Contact Person Page 25 of 61 of Tamarac OFFEROR'S QUALIFICATION STATEMENT & Contracts Division 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 Company: Contact Name: Address: City, State, Zip Telephone No. Fax No. Check One FICorporation Partnership Individual 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. 2. The correct name of the Offeror is: The address of the principal place of business is: If Offeror is a corporation, answer the following: a) Date of Incorporation: b) State of Incorporation: c) President's name: d) e) 9 Vice President's name: Secretary's name: Treasurer's name: g) Name and address of Resident Agent: Page 27 of 61 of Tamarac & 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 Teleph ne . ..... ..... 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: I .... . ....... .... . .. .............. . ..... . ....... ... 17. State the names, addresses and the type of business of all firms that are partially or wholly owned by Offeror: Page 29 of 61 City of Tamarac Parchasing-A 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 1 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. SEAL OF OFFICE: 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 Page 31 of 61 City of Tamarac ACKNOWLEDGMENT NON -COLLUSIVE AFFIDAVIT State of Florida County of _ Purchasing & Contracts oivis�inn On this the . day of 1 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) 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 Page 33 of 61 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: 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. 2. 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. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. 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. 5. 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. 6. 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 Company Name Page 35 of 61 of Tamarac LIST OF SUBCONTRACTORS & Contracts Division The Bidder shall list below the names and business address of each subcontractor who will perform Work under this Bid in excess of one-half of one percent of the Contractor's Total Bid Price, and shall also list the portion of the Work that will be done by such subcontractor. After the opening of bids, no changes or substitutions will be allowed except as otherwise provided by law. The listing of more than one subcontractor for each item of Work to be performed with the words "and/or"will not be permitted. Failure to comply with this requirement will render the Bid as non -responsive and may cause its rejection. Work to Be Performed % Total Contractor Subcontractor Contract License No. Name/Address Page 37 of 61 7010 University Dr - McNab Road - East side 7200 University Dr. - In front of Piccadilly CafL& - East side 7800 University Dr - In front of Kidney Center - East side 7912 University Dr - Tropical Plants Business - East side 8290 University Dr - First Medical Bldg. - East Side 2340 University Dr - Southgate Blvd. - East Side 7825 Southgate Blvd - University Drive - North side 8299 University Dr - Amoco Station - West side 7707 University Drive - Woodmont - West side 5000 Commercial Blvd - Sabal Palm - South side 4999 Commercial Blvd - Sabal Palm - North side 5825 University Drive - Midway Plaza - West side McNab Rd - NW 93 Ave - South side 5703 University Dr - Midway Plaza - West side 9910 McNab Rd - Nob Hill Rd - North side 5369 SR 7- West side 9910 McNab Rd - Nob Hill Rd - South side 4102 Commercial Blvd. - W of SR 7 - South side 8161 University Dr - University Club Apts, - West side 6799 University Drive - McNab Rd - West side 8245 NW 88 Ave - East side 8600 NW 88 Ave - East side 8275 NW 88 Ave - West side 8759 NW 57 St - North side 7911 NW 57 St - North side 6734 University Drive - McNab Rd - East side SE Corner of Commercial Blvd -State Road 7--fronting Commercial Blvd. Page 39 of 61 CU NIV IZZ RM aj LL U- C4 onvlxl� RAN m CD 13 CL 0 0 IL CP M 0 m co C; cm LbIsoten C-4 Cl) Z, 4 s�;,04 1 i, 15 M4 ko ............. A, Pi cu . . ..... ..... .. .... 40 .. .......... ftw., iq, A g a, 1 44, L> 1� 4P 4— . . .... ......... 'ZU So MM, Zvg 4g ... .. .. ...... ....... ..... n, .. ... . ..... . ... . .. CL Broward Co. Bus Ridership Tamarac Stops 2002 Stop Location of Stop ID Routes Average Daily Served Boardings Average Daily Total Aliqhtings Activitv 2268 NW 64 AINW 57 S 57 0 0 0 2271 BAILEY RD/NW 61 ST 57 13-75 0 13.75 2517 NW 64 A/COM BLVD 57 0 2.75 2.75 2533 NW 77 SNOB HILL R 62 7.14 1.43 8.57 2595 PN IS R/MCNAB R (S) 88 0.83 7.46 8.29 2649 NW 31 A/COM B 31 33 28.5 61.5 2803 COM B/441 11,55,57 28.97 86.17 115.13 2804 BAILEY R/RK IS RD 57 2.75 0 2.75 2805 MCNAB R/NW 70 A 62 2.14 2.14 4.29 2806 NW 76 S/UNIV D 57 0 0 0 2807 NW 76 S/NW 72 A 57 2.75 0 2.75 2808 NW 76 S/NW 70 A 57 2.75 0 2.75 2809 MCNAB R/BRKWD BLVD 57,62 2,86 8.57 11.43 2810 BAILEY RD/SHAKER VL 57 5.5 0 5.5 2811 COM B/NW 73 AV 55,57 0.73 2,2 2.93 2812 MCNAB R/LIME BAY L 62 4.29 1.43 5,71 2827 MCNAB R/NW 100 A 62 7.14 7.14 14,29 2828 MCNAB R/UNIV D 62 11.43 12.86 24.29 2829 MCNAB R/BRKWD D 62 1.43 0 1.43 2870 MCNAB R/UNIV D 57,62 17.64 53.57 71-21 2871 MCNAB R/SNNLNO BNK 57,62 1.43 0 1.43 2872 MCNAB R/NW 84 AV 57,62 0 0.71 0.71 2873 MCNAB R/SHOPS-TMRC 57,62 4.18 7.86 12.04 2874'MCNAB RMW 94 A 57,62 0 0.71 0.71 2875 WSTWD D/NW 99 A 62 0.71 0.71 1.43 2876 WSTWD D/NW 97 A 62 5.71 0 5.71 2877 WSTWD D/NW 74 C 62 3.57 3.57 7,14 2878 SGT E B/NOB HLL R 62 3.57 4.29 7.86 2879 SGTE B/NW 93 A 62 1.43 0 1.43 2883 MCNAB R/UNIV D 62 51.43 3.57 55 2884 MCNAB R/LAGOS-CAMPO 57,62 3.57 7,86 11.43 2886 CRL SPR D/SGTE B 62,88 6.4 9.61 16.01 2936 CRL SPR D/SGTE 8 88 8.29 4.56 12.85 2937 SGTE B/CRL SPR D 62 10.71 3.57 14,29 2938 SGTE B/NW 93 A 62 0 0 0 2939 SGTE B/NW 95 A 62 1.43 1.43 2.86 2940 SGTE B/NW 9 1 T 62 0 0.71 0.71 2990 MCNAB R/NW 98 A 62 0 0 0 2992 MCNAB R/NW 70 AV 57,62 4.89 2.86 7.75 3006 MCNAB R/NW 947 62 2.14 0 2.14 3011 SGTE BMW 95 A 62 0 0.71 0.71 3021 BAILEY RD/NW 55 LN 57 2.75 0 2.75 3204 UNIV D/NW 78 S 2 0 0 0 3205 UNIV D/NW 82 S 2 52 0 52 3207 UNIV D/NW 82 S 2 52 0 52 3208 UNIV D/UNIV CLUB APT 2 0 0 0 3209 UNIV D/NW 72 S 2 0 0 0 3222 UNIV D/NW 57 S 2 104 208 312 3223 UNIV D/#6000 2 0 0 0 3228 UNIV D/CONCORD VL 1 .2 of 01 0 Page 43 of 61 Broward Co. Bus Ridership Tamarac Stops 2002 Stop Location of Stop ID Routes Average Daily Served Boardinas Average Daily Total Aliahtinas Activity 4345 NOB HILL R/MCNAB 57 0 2.75 2.75 4346 NOB HILL R/NW 67 ST 57 0 2.75 2.75 4347 NOB HILL R/PLUM BAY 57 0 2.75 2.75 4351 MCNAB R/NW 92 AV 57,62 6.93 11.93 18.86 4353 COM B/UNIV DR 55,57 24-38 73.88 98-27 4610 COM B/441 55,57 114.4 80.67 195-07 4756 PRSPCT RX 2873 11 9.9 19.8 29.7 4777 BAILEY RD/WOODLND B 57 0 2.75 2.75 5033 RK IS R/BAILEY 57 0 2.75 2.75 5034 RK IS R/SPRNG HOUSE 57 0 0 0 5035 COM B/NW 50 AV 55,57 10.27 0.73 11 5036 COM B/NW 49 AV 55,57 22 0.73 2.93 5037 COM B/NW 47 TR 55,57 4.4 16.68 21.08 5064 COM B/RK IS R 55 4.4 2.2 6.6 5065 COM B/WDLD B 55 2.93 4.4 7.33 5066 COM B/NW 57 W 55 2.93 5.87 8.8 5067 COM B/NW 58 W 55 7,33 8.8 16.13 5068 COM BIWHITE OAK L 55 1.47 1.47 2.93 5070 COM B/NW 79 A 55 0.73 7.33 8.07 5071 COM B/NW 82 AV 55 1.47 3.67 5.13 5072 COM B/NW 84 T 55 0 0.73 0.73 5073 COM BITIVIRC COM CTR 55 0 3.67 3.67 5074 COM B/PINE IS R 55 2.2 12.47 14.67 5075 COM B/NW 91 A 55 0.73 4.4 5.13 5076 COM B/NW 94 A 55 2.2 5.13 7.33 5077 COM B/SNRS MUSIC T 55 0 0 0 5093 COM B/WHITE OAK L 55 0.73 1,47 2.2 5094 COM B/BANYAN L 55 5.87 7.33 13.2 5095 COM B/WDLD B 55 3.67 2.93 6.6 5096 COM B/RK IS R 55 16-13 3.67 19.8 5097 COM B/MNLD D 55 38.87 51.33 90.2 5098 COM B/441 55 70.4 10.27 80.67 5099 COM B/NW 37 A 55 12.47 0 12.47 5100 COM BIFDOT 55 16.13 1.47 17.6 5105 PRSPCT R/COM B 11 1.65 4.95 6.6 5 110 PRSPCT R/NW 53 ST 11 4.95 3.3 8.25 5130 PN IS R/NW 81 S 88 2.49 0 2.49 5131 PN IS R/NW 79 S 88 0.83 0.41 1.24 5132 PN IS R/NW 78 S 88 2.07 0.83 2.9 5133 PN IS R/NW 77 S 88 4.98 1.66 6.63 5134 PN IS R/TIVIRAC CITY HALL 88 0 0 0 5135 PN IS R/WOODMONT A 88 0.41 1.66 2.07 5136 PN IS R/NW 70 S 88 3.73 0 3.73 5137 PN IS R/NW 67 C 88 0.41 0 0.41 5138 PN IS R/PARADISE D 88 2.07 0.41 2.49 5139 PN IS R/NW 58 ST 88 1.24 1.24 2.49 5167 SGTE B/PN IS R 62 1 0 6.43 6.43 5188 PN IS R/COM 8 (N) 88 10.78 7.05 17.83 5190 PN IS R/NW 61 S 88 0.83 2.49 3.32 5191 PN IS R/COLONY WEST 88 0 0.411 0.411 Page 45 of 61 of Tamarac SAMPLE AGREEMENT BETWEEN THE City OF TAMARAC AND and Contracts Division THIS AGREEMENT is made and entered into this day of _, 20 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 Bus Shelter Construction, Installation and Maintenance. 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, Request for Proposals (RFP) 05-01 R, including all conditions therein, (General, Special and other Conditions), drawings and specifications, all addenda issued prior to, and all modifications issued after, execution of this Agreement, and the Contractor's proposal included herein. 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. TERM The initial term of this Agreement shall be for a ten (10) year period commencing on 1 200_ and ending $ 200_ Contractor shall begin installation of shelters not later than ninety (90) days from execution of Agreement or on a space available basis. City shall have the sole option to renew this Agreement for one (1) additional five (5) year term. Written notice of the City's intent to renew shall be provided to Contractor one hundred twenty (120) days prior to the expiration of this Agreement. 3. TERMINATION 3.1 Termination for Convenience This Agreement may be terminated by the City for convenience, upon seven (7) 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. Page 47 of 61 of Tamarac and Confracts Division 4.4. The Contractor shall install new shelters at all locations, as specified in Exhibit " ". Contractor shall install a minimum of five shelters per month, Shelter locations and order of replacement to be agreed upon between the City and Contractor. 4.5. The Contractor shall not be responsible for the removal of any existing bus shelters installed by any previous bus shelter contractor; nor shall the Contractor be responsible for removing any previous improvements, concrete pads or any other additions utilized for the benefit of the previous bus shelter contractor. 4.6. The Contractor shall at its sole cost and expense maintain all such shelters in good and serviceable condition during the entire term of this Agreement. Each shelter shall be routinely visited for maintenance a minimum of once every three (3) days. Each shelter and associated pad shall be power washed as needed however on a minimum of one time per year. The City reserves the right to periodically inspect such shelters to determine their condition. The Contractor shall remove, replace or recondition, to the satisfaction of the City, any shelters, which the City determines, are not at an approved location or no longer in good or serviceable condition. The style and construction of any replacement shelters shall be the same as the shelter replaced, unless prior written City approval is received. In the event City inspects and determines that shelter is in need of cleaning or maintenance, City shall notify Contractor who shall perform maintenance within 2 business days. This section shall supercede any conflicting terms and conditions included in RFP No. 05-01 R. 4.7. 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. 4.8. 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. 4.9. 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. Page 49 of 61 of Tamarac 11 -0-11 Purchasing and Contracts Division. parkways, parkway drains, street surfaces, and landscaping in the parkway areas. The work shall include furnishing and replacing planting soil, trees, shrubs, grass sod and other ground cover planting as required to conform to the original surface condition and cross- section as specified, and cleanup and removal of all surplus materials, rubbish and trash of every nature remaining after the construction has been completed. The Contractor further agrees to repair or replace public or private property in a manner acceptable to the City. All repairs and replacements shall incorporate materials and methods similar to those used in the original structure, unless otherwise specified. This section shall survive termination of the Agreement. 8. RELOCATION OF SHELTERS In the event of a change in transit stops or other transportation system designations, changes in street design or rights -of -way or changes the City deems necessary for the public health, safety, welfare and convenience, or changes in demographics which materially affect the pedestrian and vehicular traffic flow at or near shelters established in connection herewith, the Contractor, at the City's written request, shall relocate a designated shelter to another location mutually agreed to by the City and the Contractor. The expense in connection with such relocation shall be borne by the Contractor, and the Contractor shall act expeditiously in order to relocate such shelters, and in the event that a change of street design or right-of-way location shall require the relocation of a shelter, the Contractor shall coordinate its work with the ContractorS or other personnel performing labor in connection with the change of street design or right -of way location in order to accomplish the relocation expeditiously and without interference to the work in connection with the relocation of streets or right-of-way, Contractor shall not place, remove or relocate shelters unless directed to do so in writing by the City. 9. ADVERTISING 9.1. The Contractor shall be authorized to sell and install professionally designed, commercial advertising to be placed upon specified shelters as set forth in Exhibit , provided, however, that advertising of tobacco, firearms, massage parlors, adult book stores, adult theaters, adult escort services and pornographic or obscene matters are prohibited. The determination of objectionable, obscene or pornographic advertising shall be the right of the City whose decisions on these matters shall be final. All advertising signs shall have a maximum size of forty-eight (48) inches by sixty-nine (69) inches. 9.2. Contractor shall provide at a minimum two non advertising shelters at locations designated by City. The Contractor shall not be obligated to pay City for these shelters. 9.3. Contractor shall provide space for City sponsored advertising messages on a space available basis. In the event space is available for City sponsored advertising messages, the Contractor shall provide the City with one (1) advertising panel, per month, for each three (3) shelter locations that are in place from time to time. In no event shall a paying customer be removed from an ad space that the City wants to utilize for City messages. The Page 51 of 61 of Tamarac Purchasing and Contracts Division 14. CONSENT OF PROPERTY OWNER In the event the proposed location or removal of the shelter is on private property or on property owned by a governmental agency other than the City, the Contractor shall provide written consent from the property owner or governmental agency for the location or removal of the shelter on the property. Such written consent shall be submitted with the Contractor's application for permission to install or remove the shelter. The City agrees to cooperate with the Contractor to help secure said written consent. In the event that a State Shelter Permit is required the City shall submit all necessary paper work for said permit on Contractor's behalf. All costs associated with securing the state permit shall be borne by the Contractor. Further, the Contractor shall be responsible for preparing all necessary paper work submitted by the City. 15. PAYMENT In consideration of the right, privilege, and license to display advertising on transit bus shelters throughout the City, Contractor agrees to pay City a guaranteed rate of 15.1. Contractor shall compensate the City at the guaranteed rate asset out above or % of the net advertising revenues, whichever is greater, beginning on th�­date the shelter is placed in service or advertising panel installed, whichever is sooner, 15.2. Net Advertising Revenues -The gross annual amount of revenues generated by the Contractor pursuant to this Agreement, less an industry standard deduction of fifteen percent (15%) for licensed marketing and advertising agency commissions when applicable. No other deductions shall be permitted under the term net advertising revenues. 15.3. Contractor shall remit payment to the City on a semi-annual basis with first payment being due 200 _. Contractor shall submit a report with payment to the City's Director of Finance documenting basis of and verifying accuracy of payment. At a minimum, report shall detail the number and location of shelter sites, name(s) of advertiser(s) and the total advertising revenue for the previous six month period. 15.4. Upon renewals guaranteed rate to be remitted by Contractor to City shall increase to $_ per shelter per month for the term of the renewal. 16. DELIQUIENCY In the event Contractor fails to make the payment within 10 business days of date due as provided herein, Contractor shall pay an interest charge for each day, or a fraction thereof, that payment is late, An Interest Factor shall be based on the prime rate for the Chase Manhattan Bank, N.A. plus one percent (1%). Calculation will be illustrated as follows: Page 53 of 61 City of Tamarac Purchasipq and Contracts Division- 17.4. COMPREHENSIVE AUTOMOBILE LIABILITY Contractor shall also carry comprehensive Automobile Liability Insurance, which shall include coverage for "any auto" within minimum combined single limit of $1,000,000. 17.5. WORKERS' COMPENSATION The Contractor and its subcontractors shall annually furnish proof of Workers' Compensation and Employer's Liability insurance to the City in no less than the minimum limits required by the State of Florida. 17.6. CERTIFICATE OF INSURANCE The Contractor and subcontractors shall annually furnish the City proof of the insurance required. The COMPANY has provided proof of existing insurance and the certificate is attached as Exhibit ­ to this Agreement, To be acceptable to the City each insurance certificate shall name the City as an additional insured and should contain a clause substantially as follows: 17.7. BUILDER'S RISK INSURANCE The Contractor shall furnish in an amount not less than THE REPLACEMENT COST for the construction of the work, Builder's Risk Insurance. Coverage shall be "All Risk" coverage for one hundred percent (100%) of the completed value with a deductible of not more than five thousand and xx/1 00 dollars ($5, 000) per claim. 17.8. Should any of the above -described policies be canceled or undergo material change before the expiration date, the issuing insurance Contractor will mail thirty (30) days'written notice to the Risk Manager of the City of Tamarac, FL, 18. AMENDMENTS/ ASSIGNMENT OF AGREEMENT 18.1. The Agreement, or any portion of the Agreement, shall not be assigned by Contractor without prior written consent of City, which consent will not be unreasonably withheld. 18.2. Amendments which are consistent with the purposes of this Agreement may be made with the mutual consent of the parties which consent shall be contained in a written document executed with the same formality as the Agreement. Page 55 of 61 of Tamarac 25. LIQUIDATED DAMAGES and Contracts Division The Contractor shall pay to the City $250.00 per day in liquidated damages for any non -monetary breach not cured within the required time frames as set forth in this Agreement. This liquidated damages provision shall not apply to the Contractors failure to pay fees as required in Section 15 herein. The liquidated damages shall accrue and be payable on a per them basis until the breach is corrected. The imposition of liquidated damages is based on the inability of the parties to ascertain the losses the City will suffer because of this non -monetary breach. 26. TIME OF COMMENCEMENT AND SUBSTANTIAL COMPLETION The Work to be performed under this Agreement shall commence no later than thirty (30) days after execution of the Agreement by the City. Shelter installations shall begin within ninety (90) days of execution and be substantially completed no later than 1 200 (180 days after execution of this Agreement). 27. INDEMNIFICATION The Contractor shall indemnify and hold harmless the City, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys'fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Contractor or its officers, employees, agents, subcontractors, or independent Contractors, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City or its elected or appointed officials and employees. The above provisions shall survive the termination of this Agreement and shall pertain to any occurrence during the term of this Agreement, even though the claim may be made after the termination hereof. Nothing contained herein is intended nor shall be construed to waive City's rights and immunities under the common law or Florida Statutes 768.28, as amended from time to time. 28. NON-DISCRIMINATION The Contractor agrees that it shall not discriminate against any of its employees or applicants for employment because of their age, handicap, race, color, religion, sex, or national origin, and to abide by all federal and State laws regarding non- discrimination. The Contractor further agrees to insert the foregoing provisions in all subcontracts hereunder except subcontracts for standard commercial supplies or raw materials. Any violation of such provisions shall constitute a material breach of this Agreement. 29. INDEPENDENT CONTRACTOR Contractor is an independent Contractor 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. Page 57 of 61 of Tamarac Purchasing and Contracts Division 35. 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. 36. 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. Page 59 of 61 City of Tamarac Purchasirg and Contracts Division CORPORATE ACKNOWLEDGEMENT STATE OF FLORIDA :SS ffi I lolfi 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 . 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 ) 200_. Signature of Notary Public State of Florida at Large Print, Type or Stamp Name of Notary Public [:] Personally known to me or F-1 Produced Identification Type of I. D, Produced F1 DID take an oath, or F] DID NOT take an oath Page 61 of 61 3/28/2005 BUS SHELTERS RFP 05-01 R Committee Evaluation Totals Proposer's Name: Culver Clear Amherst Channel No Conflict of Interest NO NO Adhered to the Instructions YES YES QUAL. & EXPERIENCE (40 POINTS) BUILDING OFFICIAL 30 30 CONTROLLER 38 38 ASSISTANT CITY MANAGER 30 35 DIRECTOR, COMM. DEVELOPMENT 34 38 ABILITY TO MAINTAIN SCHED. (20 POINTS) BUILDING OFFICIAL 20 15 CONTROLLER 18 17 ASSISTANT CITY MANAGER 18 16 DIRECTOR, COMM. DEVELOPMENT 20 18 TECHNICAL RESPONSE (40 POINTS) BUILDING OFFICIAL 35 25 CONTROLLER 38 36 ASSISTANT CITY MANAGER 37 25 DIRECTOR, COMM. DEVELOPMENT 36 30 PRICE PROPOSAL (25 POINTS)' BUILDING OFFICIAL 23.75 25 CONTROLLER 23.75 25 ASSISTANT CITY MANAGER 23.75 25 DIRECTOR, COMM. DEVELOPMENT 23.75 25 TOTAL POINTS BUILDING OFFICIAL 108-75 95 CONTROLLER 117.75 116 ASSISTANT CITY MANAGER 108.75 101 DIRECTOR, COMM. DEVELOPMENT 113.75 ill 449 423 TOTAL RANKING BUILDING OFFICIAL 1 2 CONTROLLER 1 2 ASSISTANT CITY MANAGER 1 2 PIRECTOR, COMM. DEVELOPMENT 1 2 1 1 2 *PRICE PROPOSAL FORMULA CALCULATED BY CONTROLLER TO BE FAIR AND EQUITABLE TO BOTH PROPOSERS. FIRM WITH EXHIBIT 3 To R, 10680 HIGHEST REVENUE OFFERING RECEIVES 25 POINTS AUTOMATICALLY. U/2005 Bids/05-01 R Bus Shelters/05-01 R Evaluation Totals 022205.xis REQUEST FOR PROPOSAL: BUS SHELTER CONSTRUCTOIN INSTALLATION AND MAINTENANCE SUBMITTED TO: PURCHASING AND CONTRACTS OFFICE TAMARAC CITY HALL 7525 NW 88TH AVENUE TAMARAC, FL 33321 SUBMITTED BY: CULVER AMHERST 141 FIFTH AVENUE I I TH FLOOR NEW YORK, NY 100 10 TEL: 212-473-5600 FAX: 212-505-6899 DATE SUBMITTED: January 5, 2005 In regard to additional outdoor media experience, prior to forming Culver Amherst, I was Executive Vice President, Sales of Transportation Displays, Inc. (TDI) and was instrumental in growing sales and revenue for over 100 municipalities under contract. Please refer to the Staffing section of this proposal for more information on our management team and their relevant experience. Paul Theisen, Executive VP, will serve as our contract administrator for this RFP and he has the authority to make financial and other commitments on behalf of the firm. Please contact him by telephone at (212) 473-5600 x1 12 or fax (212) 505-6899 or email PaulT@Culvermedia.com with any questions or comments. The enclosed proposal is valid for one hundred eighty (180) calendar days. The legal name of the bidding entity is Culver Out of Home Media, LLC. D/b/a Culver Amherst. We look forward to working with the City of Tamarac to develop a successful out -of -home media program for the residents of the city. I believe you will find that the Culver Amherst program described in this RFP response provides Tamarac with the highest quality bus shelter program available. Sincerely Yours, a dlt�— Chrisi Dpher J. Culver President BUS SHELTER PROGRAM Company Staffing & Resources Culver Amherst is a privately held firm that has been actively involved in the shelter advertising business since 1996. Prior to that time, its principals were pioneers in the development of street furniture programs in Los Angeles and other markets, dating back 1983. Please see the Bio's section for more information. The Company employs approximately 60 employees including eight (8) individuals in the state Florida. Local staff consists of a General Manager, sales staff and a service & maintenance crew. For a list of local Florida adve rtisers in the Company's portfolio, please see the References section of this proposal. In addition to local sales efforts, the Company has developed one of the best national sales teams in the industry, with over 100 years of joint experience selling out -of -home media to Fortune 500 companies, advertising agencies and specialized media buying services. Financially, Culver Amherst is profitable and holds no outside debt at this time. Although the Company is financially self-sufficient it also has the security of financial backing from the Wicks Group of Companies, a $400 million Private Equity Fund based in New York City. The Company is current with all its obligations. We encourage the City to contact all of our references to confirm our reputation for paying franchise fees on time and complying with all the terms and conditions of our municipal agreements. CULVER AMHERST Project Staff Biographical Information Christopher J. Culver President Paul Theisen Executive Vice President Michael Liu Chief Financial Officer Christopher Quirin Vice President of Sales Rick Newcomer General Manager Florida Michelle Ruiz Sales Manager Miami Patrick Koffler Operations Manager Miami Paul Theisen Executive Vice President Mr. Theisen's background and qualifications include over twelve years of sales, marketing and business development experience. Mr. Theisen currently serves as Executive Vice President of Culver Amherst. As a founding partner of the firm, Mr. Theisen has been instrumental in securing media properties and has led the firm's effort to win municipal advertising franchises across the United States. Mr. Theisen currently oversees the company's field operations, contract administration and new business development efforts. In addition to ongoing franchise expansion, Mr. Theisen is actively involved ' with designers, manufacturers and municipal administrators in the development of new street furniture products, including next -generation bus shelters, bus benches, informational kiosks and wayfinding systems. Mr. Theisen's prior experience includes over seven years in the healthcare industry. As Director of International Sales & Marketing at Cybex, a leading manufacturer of fitness and sports medicine products, he built a worldwide distribution network with representation in over 60 countries, and established subsidiaries in Germany, Belgium and Japan. Mr. Theisen has also served as a retained consultant to manufacturers, marketers and import/export firms in the healthcare and sporting goods industries. Mr. Theisen holds a Bachelor of Arts degree from the University of San Diego, and a Masters degree in Business Management from the American Graduate School of International Management. Chris Quirin Vice President of Sales Mr. Quirin's has over twenty five years of sales, marketing and business development experience in broadcast media. Mr. Quirin currently serves as Vice President of Sales at Culver Amherst, an innovative leader in the out -of -home media industry. Mr. Quirin currently manages Culver Amherst's sales efforts on a local, regional and national basis. Mr. Quirin's prior experience includes over twenty-five years in the media industry. As Director of Business Development for Millennium Sales & Marketing, he serviced national accounts on behalf of 250 television stations, with billings in excess of $400 million dollars. He was instrumental in the management of 18 regional offices. He has also held positions in local ad sales for both radio and television and been a principal with advertising agencies. Mr. Quirin is a decorated Vietnam Veteran. He attended Buffalo State University, majoring in English and Business Management. Mr. Quirin is married and has 3 children. Michelle Ruiz Sales Manager— Miami Michelle Ruiz has over 12 years of professional experience in Out of Home advertising sales including representing 1,500 ad benches for Miami -Dade County. Michelle is bilingual in English & Spanish and resides in Miami with her family. She has extensive experience in new market development and working with both national and local clients to ensure customer satisfaction and overall program success. Michelle is a graduate of Miami Dade Community College. FRANCHISE AGREEMENT SUMMARY BUS SHELTER/TRANSIT ADVERTISING --All contracts are current. STATE AUTHORITY TFPM Typi: National Coach USA 5 Transit Advertising Florida LYNX (Orlando) 10- Bus Shelter Florida Seminole County 10 Bus Shelter Florida Miami -Dade 3 Bench Advertising New York Suffolk County 5 Transit Advertisinq New York Nassau County 20 Bus shelters & Bus Benches New York Town of Brookhaven 10 Bus Shelter & Bus Be—n—cFe—s New York Town of Isrip 10 Bus Shelter & Bus Benches New York New York California New Jersey New Jersey New Jersey �Jew Jersey 4ew Jersey 4ew Jersey slew Jersey Township Jew Jersey Township Town of Babylon Westchester County CitY of Huntington Beach West Oranee Township Borough of Elmwood Pari Town of Bloomfield City of Bayonne Townshie of Fairlawn Borough of Cliffside, Park of Lyndhurst of Fairfield 10 10 10 20 10 20 5 15 10 10 10 — Bus Shelter & Bus Benches Ki0sk & Bus Benches Bus Shelter & Bus Benches Bus Shelters Bus Shelters Bus Shelters Bus Shelters Bus Shelters Bus Shelters Bus Shelters Bus Shelters 1/3/2005 FRANCHISE AGREEMENT SUMMARY BUS SHELTER/TRANSIT ADVERTISING --All contracts are current. STATE AUTHORITY TERM TYPE Connecticut Waterbury Transit District 10 Bus Shelters Connecticut Valley_C,O.G., Inc. 10 Bus Shelters Connecticut City of Bridgeport 10 Bus Shelters Connecticut CRy of New Britain 6 Bus Shelters Connecticut Naugatuck Valley 10 Bus Shelters Ma[yland City of Takoma Park 10 Bus Shelters Maryland College Park 10 Bus Shelters Maryland Landover Hills 20 Bus Shelters Maryland City of Seat Plesant 10 Bus Shelters Maryland City of Laurel 15 Bus Shelters Mar yland Citv of Glen Arden 10 Bus Shelters Maryland Prince GeoMe's County 10 Bus Shelters Ma!yland Town of Brentwood— 10 Bus Shelters Ma[yland Mt. Rainier 10 Bus Shelters Maryland Gaithersburg 10 Bus Shelters Massachusett Lowell Regional Transit Ai 10 Bus Shelters MassachusetlAftleboro Regional Transil 10 Bus Shelters New Hampshl Manchester Transit Autho 15 Bus Shelters 1/312005 Note About Client Information The pages marked CONFIDENTIAL in this section are confidential and proprietary. Copying or distributing these pages to any third party, including those requesting documents as part of a FOIA request, is prohibited. Thank you. Culver Amherst Partial List of Florida Advertisers Healthcare Entertainment Fashion & ApRarel Conway Dental Care Blue Water Balloons AMS Uniform Gallery Dr. Lisa M. Peters Paramount Health Clubs Sunglass Gallery Dr, Matilde Castellini Win- more Amusements Dr. Matilde Castellini Miccosukee/Resort/Gaming/Golf Dr. Matilde Castellini Consumer Services Dr. Nadeern Ahmed Education Express Dr. Paul Aschacher Finance & Insurance Laundromart First Care Chiropractic Allied Title Company The UPS Store Orlando Pain Clinic Allstate Insurance CHIO'S WINDOW DESIGNS Crossroad Dental Center AMB Home Loans, Inc College of Business & Technology Eldon L. Webb MD Coldwell Banker, Justine Garcia Valencia Community College Kendall Pain Center Coldwell Banker, Lorraine Chicarella Dry Clean F1 Leon Medical Nationwide - Pontell DV Wireless Pain Relief Clinic Nationwide - Steve Lewis Elisa's Beauty & Barber Shop Physicians Weight loss center Nationwide Insurance Miami Dade Wireless PREFERRED MEDICAL CENTER State Farm Mini Me Day Care Learning Roberto Polanco, MD State Farm/Micahel Moore New Image Dance Co. Task Mortgage Group Nextel Ace American Cash Nico Builders Inc. Retail Juan Colao/State Farm Ins. Reys Cleaners Book Treasures Manny Miranda Ins, Agency Inc. Romoneda Photo Dollar Store Pro Agent/All State Ins. Tamiami Xpress Lube Inc. EXPO ELECTRONICS Robert C. Dann Insurance Agency, Inc Teleboro Wireless Inc, Mitzi's Hallmark Ron Vayo/ State Farm Ins. Zone Fitness University surf & Skate Rosa Aguilar/Coldwell Bankers Orlando Weight Mgmt ANTIQUE MALL Y'ALL State Farm - Jim Hughes Acupuncture Massage College Assist 2 Sell State Farm - Manuel Morin Bike Fitness Heavenly Paints & Home Decor The Giving Tree A Country Cat House Mufflers for Less Tonya Baker Turner - State Farm Jumping kids LLC New York Fabrics Top Investments Action Communication Service, Inc. Reef Aquariums Unifirst Mortgage Royal Brakes Food Service Chick-Fil-A Other Dakshin Indian Cuisine Real Estate ALTERNATIVE SOLUTIONS Knotts Berry Farm Avalar Real Estate Cole -Ruiz Florida Prop. Maali Restaurant Barone Property Investors Crimeline Quiznos Sub Century 21 - Michael Allende Famous Phils El Pollon Grill Restaurant GMAG Timeshare Resales Greg's Place, Lakeside Liquors Main Street Realtors Jeanette Rudolpho Mama Jennie's Restaurant Orlando World Realty Love Covenant Word Church Original Pancake House Doral Ospina Realty Inc. Love Fellowship Christian Church Restaurant Monserrate PROFESSIONAL REAL ESTATE Michael Brehne Ricky Bakery RE/Max - Jimmie Nelson MLS 4 Less Sunset Bakery mer CONRUENRAt Note About Financial Statements The pages marked CONFIDENTIAL in this section are confidential and proprietary. Copying or distributing these pages to any third party, including those requesting documents as part of a FOIA request, is prohibited. Thank you. .City of Tamarac ft�rchasihg & Contracts Division 3. If Offeror is an individual or a partnership, answer the following: a) Date of organization: b) Name, address and ownership units of all partners: c) 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: 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 orlanization been in business under its present business name? ft a) Under What other former names has your organization operated? L �_A - 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. F 144, 1 _PA , Afr �. � - � 6 ( r �cv .1, r4o 8. Have you personally inspected the site of the proposed work? E1Y"ES NO IC(r— qewcz 04 S TZ;T 9. Do You have a complete set of documents, including drawings and addenda? EJYIES EINO 10. Did you attend the Pre -Proposal Conference if any such conference was held? 2YES E] No City of Tamarac Aft Purchasing & Contracts Division 18. State the name of Surety Company which will be providing the bond, and name and address of agent: 4 C�#,- �AM �/J�_ "0-5-0 9 19. Bank References: Address --..1q1qphone 0 -7 OL -.A�t-Cj -7 2,V 0 20. Attach a financial statement including Offeror's latest balance sheet and income statement showing the following items: a) Current Assets (e.g., cash, joint venture accounts, account's receivable, notes receivable, accrued income, deposits, materials, real estate, stocks and bonds, equipment, furniture and fixtures, inventory and prepaid expenses): b) Not FiXed Assets c) Other Assets d) Current Liabilities (e.g., accounts payable, notes payable, accrued expentes, 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: Mom�ftat+ p".pa-re(k m4eeytao Aviajj(?�4 -;�-fv.Aeoiekr� TAI Pqyr,0,r AU'a , &tx M 6; 22. Is this fin ncial statement for the identical organization named on page one? YES E] NO 23. If not, explain the relationship and financial responsibility of the organization whose financial statement is provided (e.g., parent -subsidiary). W WE RI 0 CULVER Statement Of ROVennes and Cost of Sales. Projected 2004 REVENU . ER Ineome - Shelters and Benches 6,039,709 IncOnle - Wallscapr4 and Billboards 2,850,00o InCOMe - Buses and Other _2 .j725,000 Total Revenues —11,613,708 COST OF SALES 14�m Fees 4,645,200 Other 1,393,600 Total Cost of Sales - 6,038Z800 Gross Profit __5 74,908 ,5 _ r 1 9/4020W-- - - -, DEW-IALI CRMIT AUTHORIZATION NUM ofBank C (-f, Account No. _I try - I W so!� Branch Sam _1107 -Admagag CiW detj %,AA - state Aj 0 SP —zip Contact 50�2uf _=_-3ff4rfvq Telephone F r- Na�x ofBahk Account No. Street City zip —StItte, contact Tc_lcphone� 2-ti- _42- Name ofBant Account No. I, Branch Street --/1 -7 Ada . E94:2 city ___.-*4qrjd I±fff= Bute v I L% 0 C? contact Telephone 2-fiL. J-2-9. f17 I h=bY 4uth0riZe the banking, financW and business cencerns referenced in this Proposal, and 0-diars, to release to the NITA and/or its credit reporting agency any inibrniation mpesW with respect to my or aU Of dle Propose* accounts and Signature Nam Company Sava city state j0w a Subscribed and sworn to before me dib of 2004. Notguy PuNboll� awe adf NOW YO& 4704797 "IMed In Now York County C.amng&Won Expires Nvernber 30; 20 We show advertisers how bus shelters penetrate the local market and bring the client's message into the busy commercial neighborhoods of the city. Unlike radio and TV, you can't turn the channel. Unlike newspapers and magazines, you can't turn the page. Pursue Client's Entire Media Budget Unlike most outdoor advertising companies, Culver Amherst does not limit itself to discussing outdoor advertising budgets with clients. Instead, we analyze their entire media b udget and outline how their radio, television and print budgets can be shifted toward outdoor advertising, thereby providing them with a more powerful media plan at a lower overall cost. Develop New Categories In the early 1980's, when outdoor advertising was dominated by tobacco and alcohol accounts, the firm's key executives were instrumental in developing new categories, including fashion, entertain ' ment and health care products. Culver Amherst has recently sold programs to government agencies, movie studios, Internet companies and world-renowned artists. These are examples of just some of the new categories we pursue in conjunction with more traditional advertising categories.'By developing new categories, the Company is assured of future growth. Maintain the Highest Standards in Design & Maintenance In building outdoor media properties, Culver Amherst seeks to create premiere shelter advertising franchises by maintaining the highest standards in the industry not only in advertising clientele but also in the aesthetics, operation and maintenance of the plant. By building showcase properties, the company has developed a reputation as a high quality operator. 120 Days & Beyond • Installations — continue site development and installations, if needed • Continue daily presentations to advertisers • Review other opportunities to expand and promote program • Develop and implement community outreach programs Cleanin Culver Amherst's structures will be maintained and cleaned to the highest possible standards. In carrying out its daily routines and when training new maintenance personnel, the Company follows these general standards: • Hand cleaning and finishing • Inspection of each site at least twice per week • Use of environmentally safe chemicals • Power steam washing a minimum of twice per year • Pick-up and removal of trash and debris within a 50 foot radius of the shelter • Daily log of maintenance and repair activity • Replacement of any wrinkled or unsightly posters • Regularly scheduled audits to monitor quality of work. • Regularly scheduled audits of electrical connections to ensure safety and compliance with local code (if applicable) Shelter Illumination All advertising shelters installed in Tamarac will be illuminated, either through traditional electrical connections or via the Company's new solar powered illumination program. Based on Tamarac's stated preference for self-contained illumination components, Culver Amherst can offer the City solar powered illumination. The firm has extensive experience with solar powered shelters , having built out 170 such units in southern California in 2000 and more recently installing several units in the Orlando market. The Company looks forward to the opportunity to provide shelter illumination in Tamarac though environmentally friendly technologies. Installing Advertising Signs Signs will be installed by an employee of Culver Amherst. Employees will ensure that signs are installed on a timely basis and in a professional manner. An installation log will be maintained by Culver Amherst and will be available for review by the City of Tamarac upon request. Qualily Control Culver Amherst seeks to maximize revenue generated to the City of Tamarac under this contract. By focusing on the overall quality of the installation of advertisements and the cleanliness of the signage, the Company has developed a reputation for developing showcase properties. It is our intent to maintain a high level visual presentation by installing well -designed capital equipment and by insuring the frequent cleaning of signs and rapid replacement of tom or defaced signs. All bus shelters will be illuminated. MAXIMIZING ADVERTISING SALES Culver Amherst and its principles have extensive experience in installing, maintaining and, in particular, selling outdoor advertising in over one hundred markets across the United States. The key to our success lies in four key areas of our approach: Dedicated Sales Force Culver Amherst has developed its own dedicated local sales force, and is thereby able to present the City of Tamarac bus shelter media in the best possible light. In order to maintain the highest standards in its presentation to clients, the firm does not use outside reps or brokers. By combining the efforts of an experienced local sales force with the Company's strong national sales staff, we are able to maximize revenue to the City of Tamarac. In selling advertising space, Culver Amherst always seeks to strike a balance conjunction with more traditional advertising categories. By developing new categories, the Company is assured of future growth. Maintain the Highest Standards in Desijzn & Maintenance In building outdoor media properties, Culver Amherst seeks to create premiere shelter and bench advertising franchises by maintaining the highest standards in the industry not only in advertising clientele but also in the aesthetics, operation and maintenance of the plant. By building showcase properties, the Company has developed a reputation as a high quality operator. IV. SALES TIMELINE Please see the Sales & Installation Plan section of this presentation a Nit to] IWA on Jll fWal,mllm Lzmmx- Im" of remarac Aak Purchasing and Contract Division REVENUE PROPOSAL FORM (continued) PROPOSALNO. 05-01R . ; 0 ; r; rw=711 The City of Tamarac is hereby requesting Proposals, from qualified firms, to provide bus shelter construction, installation and maintenance. We propose to furnish the following in conformity with the specifications and at the below stated revenue proposal. The Revenue Proposal quoted has been checked and cerfified to be correct. DESCRIPTION TOTAL COST Monthly Minimum Guarantee ATTWC4J1LMD The City reserves the right to reject any Proposal, if it deems that a vendor has deliberately provided erroneous information. The undersigned declare to have specific and legal authorization to obligate their firm to the terms of this Proposal, and further, that they have examined the Invitation to Proposal, the instructions to Proposers, the Specifications, and other documents included in this Proposal request, and hereby promises and agrees that, if this Proposal is accepted, they will faithfully fulfill the terms of this Proposal together with all guarantees and warranties thereto. The undersigned Proposer further certifies the product and/or equipment meets or exceeds the specification as stated In the Proposal package; and also agrees that products and/or equipment to be delivered which fail to rneet Proposal specifications will be rejected by the City within thirty (30) days of delivery. Return of rejection will be at the expense of the Proposer 144'� Company Name - Authorized Signature L 6L",- et� a - Address te, ZIP Contractors License Number ONE Typed/Printed Name C: ?= (_ -2 -) _53� - (0 11-2- / / 6811 Telephone & Fax Number I (--A,*--c Contict Person E-mail Address Page 24 of 61 Cit", of Tamarac AM6 . .. . . .................. . .. . ........ Purchasinq & Contracts Division CERTIFIED RESOLUTION (Name), the duly elected Secretary of C&&A&&__AAkb1MC(Name of Corp.), a corporation organized and existing under the laws of the State of :j Ag— 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 hold in accordance with law and the by-laws of the said corporation. "IT IS HEREBY RESOLVED THAT (Name)", the duly I cted can (Title of officer) of (Name of Corp.) be and is IYeTebY authorized to execute an su mit a Bid atorn8ld Bond,'if such bond is required, to the City of Tamarac and such other InStWhOrtts in writing as may be necessary on behalf of the said corpareflion; 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 ofany 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 nd the S al of the said corporation this _Z!:� day of 20_PL� (SEAL) By: ::��LtL Notary Public, State of Now York No. 4704797 Secretary Ouallfled In New York County -Cogftlsslon Expires November 30, 20 NOTE: Corporate itle 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 h satisfaction of the City of Tamarac that the person signing the Bid and INd B t e ond for the corporation has been property empowered by the corporation to do so in its behalf . Jon 14 OS 01stop Culver Rmherst 4078567039 P. I A Purchazina and Contracils Division City of Tamarac "Committed to Excei1ence ... Atways" ADDENDUM NO. 2 BID NO. 05-01R BUS SHELTER CONSTRUCTION, INSTALLATION a MAINTENANCE DATE OF ADDENDUM: January 5, 2005 The following clarifications, changes, additions and/or deletions are hereby made part of the Contract Documents for RFP` No. 05-01R, Bus Shelter Construction, Installation & Maintenance. Note: The Proposal Due Date has changed from January 5, 2006 to Thursday, January 20, 2005 DY 4;00 P,M- LCSW_ time. This Vill be the FINAL extension of the Proposal Due Date. All submittals must be received no later than January 20, 2005 by 4;00 PM local time, at Tamarac City Hall, 7526 NW Se Avenue, Room 108, Tamarac, FL 33321. This addendum should be returned with your proposal submittal. NAME OF PROPOSER: ca,� P�Plq a 4/ 7 — 0 F AAMC- /V, E� ;4 1) / z 9:�! blel+ (!-m-e 11AFV X114HE"e-S-7— 7525 NW a8th Averwe a Tamarac, Florida 33321-2401 0 (954) 724-2450 0 Fox (954) 724-2408 N www.tamciroc.org Equed OpporturMy Empkyvar of Tarnarac & C017tracts DMS1017 LW'kTFs1@]_A ;I �i AT5eTt4,',4 ;I W_,T0_3 4 Preference may be given to vendors submitting a certification with their bid/propogal certifying they have a drug -free workplace in accordance with Section 287-087, Florida Statutes. This requirement aff6cts all public entities of the State and becomes effective January 1, 1991. The special condition is as follows: IDEN11CAL, 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-frep workplace program. In order to have a drug -free workplace program, a business shall: 1 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. 2. 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. . . 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. 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 t - he United States or any state, for a violation occurring in the workplace no later that five (5) days after each conviction. 5. 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. 6. 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 C his form complies fully with the above requirements. - a U I V Y, LV�6 Authorized Signature Company Name Page 35 of 61 Cj1Y of Tamarac PUrChasing a Contracts Division NON401-LUSIVE AFFIDAVIT State of —Mkt� )ss. County of 1P �(- U being first duly sworn, deposes and says that: &/she is the R �sentativr Agent) of "Owner, Partner, Officer, - Q v %W ,AII 1-0- 1.-L� thq Offerqr thif� Iias sUbmitted the attached Proposal; 4L V 2. He/she is fully inform, ed respecting the Preparation and contents of the attached Proposal and of all Pertinent circumstances respecting such Proposal; 3. Such Proposal is genuine and is not a collusive or sham Proposal; 4. Neither the said Offeror nor any of its officers, partners, own rs, agents, representatives, employees or parties in interest, including this affient7have in any Way c011uded, conspired, connived or agreed, directly or indirectly, with any other Offeror, firm, or person to submit a collusive or sham Proposal 1n connection with the Work for Mich the attached Proposal has been sub.mitted; 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; 5. The price or prices quoted in the attached Proposal are fair and proper and are not taiinted 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 LEE MILLER Notary Pubiic, State of New YQrX No,. 4704797 Oualiffed I� New York County Commission Expires November 3o, goAr P,AnA, C" I �16� Printed Nam e Title ( 1�27 "LITM LONG ISLAND TRANSPORTATION MANX611MENT, INC. 6&6#�T jtat- yot eau&z December 9, 2004 Paul Culver Market Manager Culver Amherst I 00-B East Jefryn Blvd. Deer Park, NY 11729 Dear Paul: I wanted to take this opportunity to thank you and Diana for all of your efforts, as well as everyone at Culver Amherst, in making Long Island Transportation Management's (LITM) Fall 2004 bus advertising campaign such a success. Your commitment to LITM has surpassed what was expected of you personally and of Culver Amherst as a whole — always going the ex ' tra mile. You have supported our efforts in reducing traffic congestion and air pollution on Long Island in addition to bringing awareness to the general commuting public by posting our ads on buses and shelters. Paul, on behalf of everyone at LITM and its Board of Directors, we thank you for setting the bar as high as you have for not only the exposure you have made possible but for the personal efforts you and Diana have made to our organiza- tion. Culver Amherst has certainly made LITM feel as though we are the only client you have and that our success is your success, Yours truly, 6 W4 4VOLe-_', Amy 134one Marketing Manager 5 10 BROAD HOLLOW ROAD 0 SUITE 206 0 MELVILLE, NY 11747 RFP 05-01-R Construction, Installation & Maintenance of Bus Shelters City of Tamarac Culver Amherst February 14, 2005 re rw I -NJ CU L-� 12IM-20 t SM AMHF Opt Why Culver Amherst? A LOCAL Presence LVER AMHERS Tj Why Culver Amherst? MAINTENANCE Local Office .16225 SW 11711 Ave Local Response Line Staffed bilingual personnel to receive service calls Rapid Repairs Quick Turnaround through Stocking of all parts. Market Knowledge Patrick Koffler, Operations Manager 16 years In South Florida Service Routing Analysis 30 Day Period Upon Installation Cleaning Scheduled two or more visits/week 0 Graffiti Abatement Why Culver Amherst? Implementation Plan 45 Days (after Notice to Proceed) Meet with City Liaison to walk through Permitting Process Draw & Submit Site Plans for City Approval e City has some plans on file Confirm Design Acceptance with City Tolar Mfq Model 13-ALD-VICPMSFL or Model 9-ALD-VICPM1 —, Submit order to Manufacturer — Agree upon installation schedule — Begin Concrete work (Subcontractor) Why Culver Amherst? Implementation Plan 0 135 — 180 Days —, Receipt of Final Shelter Shipment — Installation of Final Shelters Review Service Routing Analysis and adjust as needed City of Tamarac Purchasing and Contracts Divh.�ion . . .......... . ..................... . ......... ......... - .. . . .. . ............................................................. 1-111-11,111-�,.l--.....-----.(t . ............................ AGREEMENT BETWEEN THE City OF TAMARAC AND CULVER OUT OF HOME MEDIA LLC THIS AGREEMENT is made and entered into this/3 day of aA2zz I 2005 by and between the City of Tamarac, a municipal corporation with$rincipal offices located at 7525 N.W. 88 th Ave., Tamarac, FL 33321 (the "City") and Culver Out of Home Media LLC, a New York limited liability corporation with principal offices located at 141 5th Avenue, 11 th Floor, New York, NY 10010 (the "Contractor") to provide for Bus Shelter Construction, Installation and Maintenance. 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, Request for Proposals (RFP) 05-01 R, including all conditions therein, (General, Special and other Conditions), drawings and specifications, all addenda issued prior to, and all modifications issued after, execution of this Agreement, and the Contractor's proposal dated January 5, 2005 included herein. 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. TERM The initial term of this Agreement shall be for a ten (10) year period commencing on May 1, 2005 and ending April 30, 2015. Contractor shall begin installation of shelters not later than ninety (90) days from execution of Agreement or on a space available basis. City shall have the sole option to renew this Agreement for one (1) additional five (5) year term. Written notice of the City's intent to renew shall be provided to Contractor one hundred twenty (120) days prior to the expiration of this Agreement. 3. TERMINATION 3.1 Termination for Convenience This Agreement may be terminated by the City for convenience, upon seven (7) 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. Page I of 14 Pages City of Tamarac Purchasiny and Contrack; Division .......................... I ............ 11 .... . .... . ...... ­__ . ....... . .................... . . . . . ....... . .. . ........ . .............................................. ............................ . ....... ................ 3.2 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. 4. THE WORK The Contractor shall perform all work for the City as set forth in Contractor's proposal and as required by the Contract Documents as set forth below: 4.1. Contractor shall furnish all labor, materials, and equipment necessary to install and maintain bus shelters at public transit stops within the City limits. 4.2. Contractor shall have the exclusive right to construct, erect, install, repair and maintain public bus shelters at no cost to the City, and to place such shelters at locations on public property or within the public right-of-way approved by the City. The shelters shall remain the sole property of the Contractor and must be removed within ninety (90) days of termination of this Agreement. Upon termination of this Agreement, the Contractor shall no longer possess the right to maintain, operate or install shelters within the City.The City has approved placing and/or replacing shelters at the locations set forth herein as Exhibit "A" to this Agreement. Contractor shall evaluate each site listed in Exhibit "A" to determine the feasibility of placement of shelters at those locations or at additional locations, Placement of shelters at any location is subject to the approval and/or direction of the City. All locations shall be public transit stops. All locations and shelter installations must conform to federal, state, county and municipal laws, ordinances and rules and regulations, including but not limited to the Americans with Disabilities Act, and have the approval of the City prior to installation of the shelters in accordance with the provisions of this Agreement. Contractor shall have the sole responsibility, at its sole expense, to obtain all necessary local, county, state and federal permits. All shelters shall be located within twenty-five (25) feet of a bus stop. Only one (1) shelter is permitted at a bus stop, unless agreed by City and Contractor that it is necessary to have more than one shelter at a location. There shall not be an advertising bus bench allowed at the same transit location as a permitted bus shelter. It is not the intent of the City to allow unrestricted advertising. 4.3. All shelters shall be constructed of top grade materials and conform to the Florida Building Code as well as all applicable state, county and municipal codes, as described in the specifications and according to the models set forth in Exhibit "B" to this Agreement, attached hereto and incorporated herein as if set forth in full, The Contractor shall obtain all necessary permits for all shelter construction. However, the City shall cooperate with the Contractor on permitting to the fullest extent possible and in accordance with the Florida Building Code and State Statutes. Page 2 of 14 Pages of Tamarac PUrchasing and Contracts Division 4.4. The Contractor shall install one of the following bus shelter models under this Agreement, as illustrated in.Exhibit "B": 4.4.1 Option 1: Tolar Mfg. Co. Inc. 13' Dome Roof Bus Shelter Model 9ALD-VICPMSFL V-Panel Advertising Model with Perforated Metal Walls. Color: RAL6005 Green, Option 2: Tolar Mfg. Co., Inc. 9' Dome Roof Bus Shelter Model 9ALD-VICPM1 Flat Panel Advertising Model with Perforated Metal Walls. Color: RAL6005 Green. 4.4.2 The Contractor shall endeavor to provide Option 1 for the majority of installations (13' unit), unless site conditions require the installation of Option 2 (9'unit). The final determination regarding the appropriate unit to install shall be provided in writing by the City. 4.4.3 In lieu of the pole -mounted trash receptacle illustrated in Exhibit "B", the Contractor shall provide, whenever practical or feasible, a 24 — 30 gallon expanded metal trash receptacle with liner, and 10" opening on lid, which is appropriately secured to concrete to avoid removal. The unit shall be finished with a weather -resistant coating. The unit provided shall be pre -approved by the City prior to installation. Color: RAL2005 Green. 4.5. The Contractor shall install new shelters at all locations, as specified in Exhibit "A". Contractor shall install a minimum of five shelters per month. Shelter locations and order of replacement to be agreed upon between the City and Contractor. 4.6. The Contractor shall not be responsible for the removal of any existing bus shelters installed by any previous bus shelter contractor; nor shall the Contractor be responsible for removing any previous improvements, concrete pads or any other additions utilized for the benefit of the previous bus shelter contractor. 4.7. The Contractor shall at its sole cost and expense maintain all such shelters in good and serviceable condition during the entire term of this Agreement. Each shelter shall be routinely visited for maintenance a minimum of once every three (3) days. Each shelter and associated pad shall be power washed as needed, or, at a minimum, once per year. The City reserves the right to periodically inspect such shelters to determine their condition. The Contractor shall remove, replace or recondition, to the satisfaction of the City, any shelters which the City determines are not at an approved location or are no longer in good or serviceable condition. The style and construction of any replacement shelters shall be the same as the shelter replaced, unless prior written City approval is received. In the event City inspects and determines that a shelter is in need of cleaning or maintenance, City shall notify Contractor who shall perform said maintenance within 2 business days of City's notification. This Section shall supercede any conflicting terms and conditions included in RFP No. 05-01 R. Page 3 of 14 Pages City of Tamarac Purchasing and Contracts Division it. .......................................... .. . ........ - ............. ­ 4.8. 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. 4.9. 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. 4.10. 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 sub -contractors, if any, with respect to the work and services described herein. 5. REPAIR/REPLACEMENT/REMOVAL 5.1. In the event the City determines that a shelter should be repaired or replaced, or, in the City's sole opinion, exhibits unacceptable or inappropriate advertising, or does not comply with the terms and conditions of this Agreement, the City shall give the Contractor written notice, identifying the exact location of the shelter and which corrective measures should be taken. 5.2. Contractor shall repair, replace, take corrective measures, or remove the shelter as specified by City within two (2) business days of receipt of such notice. 5.3. In the event the City determines that a shelter, or any advertisement within said shelter, constitutes a hazard to persons, pedestrians, property or vehicular traffic, or seriously disrupts the public right-of-way, the City shall notify Contractor to remove said shelter or advertisement immediately upon receipt of notice, but no longer than two (2) business days from receipt of verbal or written notification, whichever occurs first. 5.4. In the event the Contractorfails to repair, replace or remove the shelterwithin the above -specified periods, the City shall have the right to repair, replace and/or remove and store the shelter at the expense of the Contractor. 5.5. If a shelter is to be removed under this provision, it may be moved to another location agreed upon between the City and Contractor. Page 4 of 14 Pages City of Tamarac Purchasing and Contracts Division 11 ......... . . . ...... ........... 5.6. Upon termination of this Agreement, Contractor shall have ninety (90) days to remove all shelters. Upon expiration of said ninety (90) days, City shall have the option to remove and store shelters at Contractor's expense. After said ninety (90) days storage, City shall have the option to dispose of the removed shelters at Contractor's expense. 6. MAINTENANCE It will be the Contractor's responsibility, at Contractor's expense, to maintain the shelter site and surrounding area for a minimum distance of ten (10) feet from the shelter to insure that the site is free of trash, high grass, weeds or other rubbish, fumigating the shelter as needed. Trash receptacles shall be located at all shelter sites; the Contractor will provide trash pick up and disposal at no cost to City. Collection and disposal services shall be provided by Contractor at a minimum of once per week, or on a more frequent basis as determined by the City. 7. REPAIR/REPLACEMENT OF PUBLIC/PRIVATE PROPERTY The Contractor shall repair or replace all structures or facilities on public or private property which may have been damaged during the construction, operation or removal of bus shelters owned by the Contractor. The work shall include, but not be limited to, sidewalks, driveways, posts, poles, walls, fences, gates, footing, trees, shrubs, lawns, sprinklers, curbs, gutters, utilities (both overhead and underground), manholes, catch basins, inlets, parkways, parkway drains, street surfaces, and landscaping in the parkway areas. The work shall include furnishing and replacing planting soil, trees, shrubs, grass, sod and any other ground cover planting, as required to conform to the original surface condition and cross-section as specified; and cleanup and removal of all surplus materials, rubbish and trash of any nature remaining after the construction has been completed. The Contractor further agrees to repair or replace public or private property in a manner acceptable to the City. All repairs and replacements shall incorporate materials and methods similar to those used in the original structure, unless otherwise specified. This Section shall survive termination of the Agreement. 8. RELOCATION / ADDITION OF SHELTERS In the event of a change in transit stops or other transportation system designations, including the addition of new stops in areas not previously serviced, changes in street design or rights -of -way, changes or additions the City deems necessary for public health, safety, welfare and convenience, or changes in demographics which materially affect the pedestrian and vehicular traffic flow at or near shelters established in connection with this Agreement, the Contractor, at the City's written request, shall relocate a designated shelter to another location, or add a new shelter as mutually agreed by City and Contractor. The expense in connection with such relocation or addition shall be borne by the Contractor, and the Contractor shall act expeditiously and shall coordinate its work with the sub -contractors or other personnel performing labor in connection with said relocation. Contractor shall not place, remove or relocate shelters unless directed to do so in writing by the City. 9. ADVERTISING 9.1. The Contractor shall be authorized to sell and install professionally designed, commercial advertising to be placed upon specified shelters as set forth in Exhibit "A", provided, however, that the advertising of tobacco, firearms, massage parlors, adult book stores, adult theaters, adult escort services and Page 5 of 14 Pages City of Tamarac Purchasing and Contracts Division t. I ................. I --I'll, pornographic or obscene materials are prohibited. The City shall be the sole judge in determining which material is objectionable, obscene or pornographic, and the City's decision on these matters shall be final. All advertising signs shall have a maximum size of forty-eight (48) inches by sixty-nine (69) inches. 9.2. Contractor shall provide a minimum of two (2) non -advertising shelters at locations designated by City. The Contractor shall not be obligated to pay City for these shelters. 9.3. Contractor shall provide space for City sponsored advertising on a space - available basis. In the event space is available for City sponsored advertising, the Contractor shall provide the City with one (1 ) advertising panel, per month, for each three (3) shelter locations that are in place from time to time. In no event shall a paying customer be removed from an ad space that the City wants to utilize for City advertising. The Contractor shall not be responsible for paying for public service advertising material. The City shall provide all necessary materials at its sole cost and expense. The Contractor shall install, at no additional cost to the City, such public service advertisements within a reasonable time after said advertisements are provided by the City to the Contractor for installation. 10. SHELTER IDENTIFICATION Each shelter shall be identified with a shelter number, the name of the Contractor and either a toll -free or local telephone number. 11. TELEPHONE SERVICE Contractor shall provide personnel to answer Contractor's business phone during business hours if/when any citizen calls concerning shelters. A log of complaints about shelters, including the subject of the complaint and the action taken, shall be kept and made available to the City upon City's request. 12. AVAILABILITY Contractor shall maintain an office in Broward County, Florida, or within 50 miles of Broward County, Florida unless otherwise mutually agreed upon, and shall provide the name, address, phone and fax number of a local supervising employee whom the City may contact on a 24 hour basis, within 10 days of contract award. 13. REPORTS/INSTALLATIONS/MAINTENANCE 13-1. The Contractor shall submit a quarterly report within fifteen (15) days of the end of each contract quarter, with first report due by January 15, 2006. Each report shall contain the following: 13.1-1. The location and date of installation of shelters installed during the prior quarter. 13.1-2. The location and date of removal of shelters removed during the prior quarter. 13.1.3. A listing of all shelters located within the City and their locations, at the end of the prior quarter. 13.1.4. A record of all maintenance performed including date, shelter location(s) and type of work performed, Page 6 of 14 Pages of Tarnarac Purchasing and Contracts Division 13.2. All reports shall be sent to the City's Building Official. The form of the report to be developed by the Contractor is subject to the approval of the City. The City's approval shall not be unreasonably withheld. 14. CONSENT OF PROPERTY OWNER In the event the proposed location for removal of the shelter is on private property or on property owned by a governmental agency other than the City, the Contractor shall provide written consent from the property owner or governmental agency for the location or removal of the shelter on the property. Such written consent shall be submitted with the Contractor's application for permission to install or remove the shelter. The City agrees to cooperate with the Contractor to help secure said written consent. In the event that a State Shelter Permit is required, the City shall submit all necessary paperwork for said permit on Contractor's behalf. All costs associated with securing the state permit shall be borne by the Contractor. Further, the Contractor shall be responsible for preparing all necessary paperwork submitted by the City. 15. PAYMENT In consideration of the right, privilege, and license to display advertising on transit bus shelters throughout the City, Contractor agrees to pay City the following guaranteed rates: Year 1 $20 per month per shelter Year 2 $25 per month per shelter Year 3 $30 per month per shelter Year 4 $35 per month per shelter Years 5-10 $40 per month per shelter 15.1. Contractor shall compensate the City at the guaranteed rates specified above beginning on the date the shelter is placed in service or the advertising panel is installed, whichever is sooner. Beginning in Year 3 of the Agreement, the Contractor shall compensate the City at the guaranteed rate as specified above, or 10% of the total advertising revenues, whichever is greater. For purposes of this Agreement, "total advertising revenues" shall be defined as the total of all monies collected for the sale of advertising. The first such payment under this formula would be made within 6 months after the beginning of Year 3 of the Agreement. The determination of total payment shall be based on a comparison of aggregate advertising revenues and the aggregate guaranteed rate for the six-month period immediately prior to the due date of the payment. 15.2. Contractor shall remit payment to the City on a semi-annual basis, with the first payment being due no later than January 15, 2006. Contractor shall submit a report with each payment to the City's Director of Finance, documenting the basis of the payment and verifying its accuracy. At a minimum, each report shall detail the number and location of shelter sites, name(s) of advertiser(s), and the total advertising revenue for the previous six month period. 16. DELIQUENCY In the event Contractor fails to make the payment within 15 business days of date due as provided herein, Contractor shall pay an interest charge for each day, or a fraction thereof, that payment is late. An Interest Factor shall be based on the prime rate for the Chase Manhattan Bank, N.A. plus one percent (1 %). Calculation will be illustrated as follows: Page 7 of 14 Pages of Tarnarac Purchasing and Contracts Division .... . ...... . . .......... __ . .... ............ . -1 V1. I Prime rate + 1% 365 days Daily Interest Rate (DIR) DIR X Days Payment Late Interest charge Note: Regardless of the foregoing, the interest rate referred to in this Section will comply with all applicable state laws. 17. INSURANCE 17-1. The Contractor shall not commence work under this Agreement until it has obtained all insurance under this Paragraph and evidence of such insurance coverage has been approved by the City. Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount 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 sub -contractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this Agreement. 17.2. 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. 17.3. COMMERCIAL GENERAL LIABILITY The minimum limits of liability shall be as follows: General Aggregate Each Occurrence $1,000,000 $1,000,000 Including: Premises/Operations Contractual Liability Personal Injury Explosion, Collapse, Underground Hazard Prod ucts/Completed Operations Broad Form Property Damage Cross Liability and Severability of Interest Clause The City shall be named as an additional insured on each policy. Page 8 of 14 Pages City of Tamarac Purchasing and Contracts Division t. 1-11-1 11--_______ ....... . ....... 17.4 COMPREHENSIVE AUTOMOBILE LIABILITY Contractor shall also carry comprehensive Automobile Liability Insurance, which shall include coverage for "any auto" within minimum combined single limit of $1,000,000. 17.5 WORKERS' COMPENSATION The Contractor and its sub -contractors shall furnish proof of Workers' Compensation and Employer's Liability insurance annually to the City in no less than the minimum limits required by the State of Florida. 17.6 BUILDER'S RISK INSURANCE The Contractor shall furnish Builder's Risk Insurance in an amount not less than THE REPLACEMENT COST for the construction of the work. Coverage shall be "All Risk" coverage for one hundred percent (100%) of the completed value, with a deductible of not more than five thousand and xx/100 dollars ($5,000) per claim 17.7 CERTIFICATE OF INSURANCE The Contractor and sub -contractors shall annually furnish the City proof of required insurance. The Contractor has provided proof of existing insurance, which is attached hereto as ' Exhibit "C" to this Agreement. In order to be acceptable to the City, each insurance certificate shall name the City as an additional insured and should contain a clause that reads substantially as follows: Should any of the above -described policies be canceled or undergo material change before said policy's expiration date, the Contractor will provide thirty (30) days' written notice of such cancellation or material change to the Risk and Safety Manager of the City of Tamarac, FL. 18. AMENDMENTS/ ASSIGNMENT OF AGREEMENT 18-1. This Agreement, or any portion thereof, shall not be assigned by Contractor without prior written consent of City, which consent will not be unreasonably withheld. 18.2. Amendments which are consistent with the purposes of this Agreement may be made with the mutual consent of the parties, which consent shall be contained in a written document executed with the same formality as the Agreement. 19. NO CONTINGENT FEE Contractor warrants that it has not unlawfully employed or retained any company or person, other than bona fide employees, consultants or advisors to solicit or secure this Agreement and that it has not unlawfully paid or agreed to pay any company or person any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of this Agreement. This language is not intended to prevent the Contractor from retaining bona fide consultants and advisors. For the breach or violation of this provision, City shall have the right to terminate the Agreement without liability at its discretion and to otherwise recover damages it incur as a result of the termination. Page 9 of 14 Pages of Tamarac Puxhasing,,wid Contracts Division .. . . ............ . ........ 20. RECORDS RETENTION Contractor shall keep accurate and complete records and accounts, at a location within Broward County, or within fifty (50) miles of Broward County, of all advertising sales, expenses and other business being transacted under this Agreement throughout the term of the Agreement, including any renewal terms, and for two (2) years following its expiration or cancellation. The Contractor agrees to allow duly authorized agents of the City to access any books, documents, papers or records which are directly pertinent to the Agreement for the purposes of making audit examinations, excerpts, and transactions and to maintain all required records for one (1) year after the City's final payment and all other pending matters are closed. "I A zip] a 11WA This Agreement shall terminate in the case of bankruptcy (voluntary or involuntary) or insolvency of Contractor. In the case of bankruptcy, such termination shall take effect on the day and at the time that the bankruptcy action is filed. 22. HEADINGS Headings hereon are for convenience of reference only and shall not be considered for any interpretation of this Agreement. 23. COMPLIANCE Contractor shall promptly comply with all statutes, ordinances, rules, orders, regulations and requirements of all local, state and federal agencies that are applicable to the services rendered under the terms of this Agreement. Furthermore, Contractor shall secure all applicable permits necessary for the fulfillment of Contractor's obligations under the terms and conditions of this Agreement. 24. CONSTRUCTION The parties to this Agreement hereby acknowledge that they have fully reviewed this Agreement and have had the opportunity to consult with legal counsel of their choice, have participated in the negotiation and drafting of this Agreement, and therefore, this Agreement is not to be construed against either party as if they were the drafter of this Agreement. 25. LIQUIDATED DAMAGES The parties agree that damages consequent to breach of this Agreement are not readily ascertainable at the time of execution of this Agreement, and agree that $250.00 per day is an amount proportionate to the cost incurred to the City as a result of such breach. This liquidated damages provision shall not apply to the Contractor's failure to pay fees as required in Section 15 herein. The liquidated damages shall accrue and be payable on a per them basis until the breach is corrected. 26. TIME OF COMMENCEMENT AND SUBSTANTIAL COMPLETION The Work to be performed under this Agreement shall commence no later than thirty (30) days after execution of the Agreement by the City. Shelter installations shall begin within ninety (90) days of execution and be substantially completed no later than November 1, 2005 (180 days after execution of this Agreement). Page 10 of 14 Pages City of Tamarac Purchasing and Contracts Division . . ............. .. ........ ..... . . . ... ............. . .. . 27. INDEMNIFICATION The Contractor shall indemnify and hold harmless the City, its elected and appointed officials, employees, and agents from any and all claims, suits, actions, damages, liability, and expenses (including attorneys' fees) in connection with loss of life, bodily or personal injury, or property damage, including loss of use thereof, directly or indirectly caused by, resulting from, arising out of or occurring in connection with the operations of the Contractor or its officers, employees, agents, su b-con tractors, or independent Contractors, excepting only such loss of life, bodily or personal injury, or property damage solely attributable to the gross negligence or willful misconduct of the City or its elected or appointed officials and employees. The above provisions shall survive the termination of this Agreement and shall pertain to any occurrence during the term of this Agreement, even though the claim may be made after the termination hereof. Nothing contained herein is intended nor shall be construed to waive City's rights and immunities under the common law or Florida Statutes §768.28, as amended from time to time. 28. N ON-DISCRIM I NATION The Contractor agrees that it shall not discriminate against any of its employees or applicants for employment because of their age, handicap, race, color, religion, sex, or national origin, and to abide by all federal and State laws regarding non-discrimination. The Contractor further agrees to insert the foregoing provisions in all subcontracts hereunder except subcontracts for standard commercial supplies or raw materials. Any violation of such provisions shall constitute a material breach of this Agreement. 29. INDEPENDENT CONTRACTOR Contractor is an independent Contractor 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. 30. ASSIGNMENT AND SUBCONTRACTING Contractor shall not transfer or assign the performance required by this Agreement without the prior written consent of the City. Said consent shall not be unreasonably withheld by the City. This Agreement, or any portion thereof, shall not be subcontracted without the prior written consent of the City. 31. 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 With a copy to City Attorney at the same address. Page 11 of 14 Pages City of Tamarac Purchasing and Contracts Division CONTRACTOR Paul Theisen, Executive Vice President Culver Out of Home Media LLC 141 5 th Avenue, 11 1h Floor New York, NY 100 10 PH. 212-473-5600 32. 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. 33. 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. 34. 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. 35. 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. 36. 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. Remainder of This Page Left Intentionally Blank Page 12 of 14 Pages City of Tamarac Putchasing and Contracts Division 11.11, 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 Executive Vice President, duly authorized to execute same. ATTEST: CmC City Clerk OPMEX-MMU, F-1111111111*11S Signature of Corporate Secretary Paul Theisen Type/Print Name of Corporate Secy. (CORPORATE SEAL) "J6e Schreiber, Mayor iftl2rd L;t Ann [Jate Jeffre(y/L. Mfler, City Manager 62 r Dbte and le9d sufficiency: Mitchell q7)<raftkCAy Ntfirney Avy-ii u, aocLi;�-- Dhte I CONTRACTOR Culver Out of Home Media ILLC Contractor Name Signature of Executive Vice President Paul Theisen Type Name of Executive Vice President q/ q /* Date I ' Page 13 of 14 Pages City of Tamarac Purchasing and Contracts Division 0 ............ ....... 11 11 .... .................. . .............................. CORPORATE ACKNOWLEDGEMENT STATE OF :SS COUNTY OF 1)1AW 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 Paul Theisen, Executive Vice President of Culver Out of Home Media LLC, a New York 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 thisy'd"ay of amilp '2005. LEE MILLER Notwy Public, State of Now Y*% No. 4704707 Cualified In Now York CourOV QW10"Glan Bow November 3% 804 S gna Are of Notary Public i' iTL State of 'A4 at Large Print, Type or Stamp Name of Notary Public Personally known to me or Produced Identification Type of I.D. Produced F] DID take an oath, or Ej DID NOT take an oath Page 14 of 14 Pages Al Ulm -;IJ OW WTIV 'Zi ICSIA am"