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HomeMy WebLinkAboutCity of Tamarac Resolution R-2022-049 Tropic Fence Inc for Security Gate Operator Equipment ReplacementTemp. Reso. #13758 April 11, 2022 Page 1 of 6 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2022 - 0" A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AWARDING ITB NO. 22-13B TO TROPIC FENCE, INC. FOR SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT (PHASE 1); AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE A FIXED PRICE CONTRACT BETWEEN TROPIC FENCE, INC. AND THE CITY OF TAMARAC FOR THE TURNKEY REPLACEMENT OF GATE OPERATOR EQUIPMENT AT SEVEN (7) SECURITY GATES WITHIN THE CITY IN THE LUMP SUM AMOUNT OF $122,888.00, A CONTINGENCY OF $12,289.00 (10%), FOR PERMITS AND OTHER UNFORESEEN NEEDS, WILL BE ADDED TO THE PROJECT ACCOUNT FOR A TOTAL PROJECT BUDGET OF $135,177.00; AUTHORIZING APPROPRIATIONS IN THE AMOUNT NOT TO EXCEED $17,000.00 TO BE INCLUDED IN A FUTURE BUDGET AMENDMENT PURSUANT TO F.S. 166.241(2); AUTHORIZING EXPENDITURES FROM THE APPROPRIATE ACCOUNTS; AUTHORIZING THE CITY MANAGER OR HER DESIGNEE TO MAKE CHANGES AND ISSUE CHANGE ORDERS IN ACCORDANCE WITH THE THRESHOLDS AND PROVISIONS DELINEATED IN SECTION 6- 147(J)(2) OF THE TAMARAC PROCUREMENT CODE; PROVIDING FOR CONFLICTS, - PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, technology is one of the key components in the efficient delivery of City services, and the City's security infrastructure is critical to ensuring continued operations and protecting City facilities; and Temp. Reso. #13758 April 11, 2022 Page 2 of 6 WHEREAS, the City has multiple security gates at various City facilities, and those security gates are aging and experiencing frequent mechanical breakdowns; and WHEREAS, in order to maintain security and ensure efficient ingress and egress to and from City facilities, the gate operator equipment requires replacement; and WHEREAS, the City published Invitation to Bid (ITB) 22-13B to obtain quotes from qualified Contractors (HySecurity partners) for the turnkey replacement of gate operator equipment at the following seven (7) security gates within the City planned as part of Phase 1: Public Services Complex Fire Station 15 North Gate Gate 1 State Street Entrance and Exit Gates Gate 2 13 Nob Hill Road Exit Gate Gate 4 Municipal Services Complex BSO Tamarac District HQ Entrance Gate Gate 5 Fire Station 41 Entrance Gate Gate 6 Water Treatment Plant Gate Gate 7 and WHEREAS, two (2) proposals were received with costs as indicated below: Tropic Fence, Inc. $122,888.00 VPR Construction Corporation, Inc. $178,510.00 and WHEREAS, the proposal from Tropic Fence, Inc. was deemed as the least expensive; and WHEREAS, funding is available in the Capital Improvement Project (CIP) budget; and Temp. Reso. #13758 April 11, 2022 Page 3 of 6 WHEREAS, it is the recommendation of the Interim Director of Information Technology and the Purchasing and Contracts Manager that the City Commission of the City of Tamarac award ITB 22-13B to, and execute a fixed price contract with, Tropic Fence, Inc., at a contract amount of 122,888.00; and WHEREAS, the City Commission of the City of Tamarac, deems it to be in the best interests of the citizens and residents of the City of Tamarac to award ITB 22-13B to Tropic Fence, Inc., for the turnkey replacement of gate operator equipment at the seven (7) identified security gates within the City planned as part of Phase 1, at a contract amount of $122,888.00, with 10% contingency of $12,289.00 for permits and other unforeseen needs, for a total project budget of $135,177.00. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA THAT: 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. All exhibits attached hereto are incorporated herein and made a specific part of this Resolution. SECTION 2: The City Commission hereby awards ITB 22-13B to Tropic Fence, Inc. and approves an Agreement included herein as Exhibit 1 between the City of Tamarac and Tropic Fence, Inc., for the turnkey replacement of gate operator equipment at the seven (7) identified security gates within the City Temp. Reso. #13758 April 11, 2022 Page 4 of 6 planned as part of Phase 1, and the appropriate City Officials are hereby authorized to execute the Agreement, and to issue a Purchase Order, in the amount of $122,888.00, a 10% contingency of $12,289.00, for permits and other unforeseen needs, will be added to the Project Account for a total project budget of $135,177.00. SECTION 3: Funding is available for the Security Gate Operator Equipment Replacement (Phase 1) Project from the appropriate accounts for a total project cost not to exceed $135,177.00. This project was approved and funded in the FY2020 Capital Improvement Project (CIP) budget, Project GP20B Account 310- 9000-522.64-01, in the total amount of one hundred thirty-five thousand dollars ($135,000.00), with one hundred eighteen thousand, one hundred seventy-seven dollars ($118,177.00) currently remaining in the project budget (after replacement of the Fire Station 15 South Gate). The Security Gate Operator Equipment Replacement (Phase 1) project and project contingency will require an additional appropriation of $17,000.00 be added to Project GP20B Account 310-9000- 522.64-01, and will be included in a budget amendment prior to November 30, 2022 pursuant to Section 166.241(2), F.S. SECTION 4: The City Manager or her designee is hereby authorized to approve and initiate change orders in amounts not to exceed $65,000 per section 6-147 of the City Code and close the contract award which includes but is not limited to making final payment and releasing bonds per section 6-149 of the City Code when the work has been successfully completed within the terms, conditions and pricing of the agreement. Temp. Reso. #13758 April 11, 2022 Page 5 of 6 SECTION 5: All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. SECTION 6: If any clause, section, other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. Temp. Reso. #13758 April 11, 2022 Page 6 of 6 SECTION 7: This Resolution shall become effective immediately upon adoption. PASSED, ADOPTED AND APPROVED this I V�— day of W'j , 2022. ATTEST: KIMBTRLY DILLON, CMC ACTING CITY CLERK h�glll' -j V. MICHELLE J. Z MAYOR RECORD OF COMMISSION VOTE: MAYOR GOMEZ DIST 1: COMM. BOLTON DIST 2: V/M GELIN- DIST 3: COMM. VILLALOBOS�� DIST 4: COMM. PLACKO APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR THE USE AND RELIANCE OF THE CITY OF TAMARAC ONLY. TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division -- - -- - - - — - -- - - -- ------ CONSTRUCTION AGREEMENT BETWEEN THE CITY OF TAMARAC AND TROPIC FENCE, INCORPORATED THIS AGREEMENT is made and entered into this W(^\_day of , 20 4y 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 Tropic Fence, Inc. with principal offices located at 1864 NW 21 st. Street Pompano Beach, Florida 33069 (the "Contractor") to provide for construction services to replace gate operator equipment at seven security gates within the City of Tamarac. 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, Bid Document No. 22-13B for "Security Gate Operator Equipment Replacement", issued by the City of Tamarac on March 9, 2022 including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions, Instructions to Bidder's), drawings and/or schematic plans, Technical Specifications, all addenda, the Contractor's Bid response dated April 4, 2022, and all modifications issued after execution of this Agreement. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event that there is a conflict between Bid 22-13B for "Security Gate Operator Equipment Replacement" as issued by City, and the contractor's bid response; Bid 22-13B for "Security Gate Operator Equipment Replacement" as issued by City shall take precedence over the contractor's bid response. Furthermore, in the event of a conflict between this document and any other Contract Documents, this Agreement shall prevail. 2. THE WORK 2.1. The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to complete the scope of work, as outlined in the contract documents including all Addendums, Exhibits, Attachments and Appendices. 2.1.2 Contractor shall supervise the work force to ensure that all workers conduct themselves and perform their work in a safe and professional manner. Contractor shall comply with all OSHA safety rules and regulations in the operation of equipment and in the performance of the work. Contractor shall at all times have a competent field supervisor on the job site to enforce these policies and procedures at the Contractor's expense. 2.1.3 Contractor shall provide the City with seventy-two (72) hours written notice prior to the beginning of work under this Agreement and prior to any schedule change with the exception of changes caused by inclement weather. 2.1.4 Contractor shall comply with any and all Federal, State, and local laws and regulations now in effect, or hereinafter enacted during the term of this Agreement, which are applicable to the Contractor, its employees, agents or subcontractors, if any, with respect to the work and services described herein. 22-13B - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 3. INSURANCE 3.1. Contractor shall obtain at Contractor's expense all necessary insurance in such form and amount as specified in the original bid document or as required by the City's Risk and Safety Manager before beginning work under this Agreement including, but not limited to, Workers' Compensation, Commercial General Liability, Builder's Risk and all other insurance as required by the City, including Professional Liability when appropriate. Contractor shall maintain such insurance in full force and effect during the life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager certificates of all insurances required under this section prior to beginning any work under this Agreement. The Contractor will ensure that all subcontractors comply with the above guidelines and will retain all necessary insurance in force throughout the term of this agreement. 3.2. Contractor shall indemnify and hold the City harmless for any damages resulting from failure of the Contractor to take out and maintain such insurance. Contractor's Liability Insurance policies shall be endorsed to add the City as an additional insured. Contractor shall be responsible for payment of all deductibles and self-insurance retentions on Contractor's Liability Insurance policies. The following are required types and minimum limits of insurance coverage, which the Bidder agrees to maintain during the term of this contract: • General Liability - $1 M/$2M • Automobile — $1 M/$1 M • Workers Comp — Statutory 4. PERFORMANCE, PAYMENT AND WARRANTY BONDS 4.1 Within fifteen (15) calendar days after contract award, but in any event prior to commencing work, the Successful Bidder shall execute and furnish the CITY a Performance Bond and Payment Bond, each written by a corporate surety, having a resident agent in the State of Florida and having been in business with a record of successful continuous operation for at least five (5) years. The surety shall hold a current certificate of authority from the Secretary of Treasury of the United States as an acceptable surety on federal bonds in accordance with United States Department of Treasury Circular No. 570. 4.2 The Contractor shall be required to provide acceptable, separate Performance and Payment Bonds in the amount of one hundred 100% of the bid award amount as security for the faithful project performance and payment of all the Contractor's obligations under the contract documents, per City Code Section 10-156. The Performance Bond shall be conditioned that the Successful Bidder performs the contract in the time and manner prescribed in the contract. The Payment Bond shall be conditioned that the Successful Bidder promptly make payments to all persons who supply the Successful Bidder in the prosecution of the work provided for in the contract and shall provide that the surety shall pay the same in the amount not exceeding the sum provided in such bonds, together with interest at the maximum rate allowed by law and that they shall indemnify and hold harmless the CITY to the extent of any and all payments in connection with the carrying out of said contract which the CITY may be required to make under the law. Payment and Performance Bonds must be submitted on City forms, included herein. At the completion and formal approval and acceptance of all work associated with the project, a one-year warranty period will begin. If the 22-13B -SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division surety on any bond furnished by the Contractor is declared bankrupt or becomes insolvent, or its right to do business is terminated in Florida, the Contractor shall, within seven (7) days the after, substitute another bond meeting the requirements outlined above, which must also be acceptable to the City. 4.3 Such bonds shall continue in effect for one (1) year after final payment becomes due except as otherwise provided by law or regulation or by the Contract Documents with the final sum of said bonds reduced after final payment to an amount equal to twenty five percent (25%) of the Contract price, or an additional bond shall be conditioned that the Contractor correct any defective of faulty work or material which appear within one (1) year after final completion of the Contract, upon notification by CITY. The Warranty Bond shall cover the cost of labor as well as materials 4.4 Pursuant to the requirements of Chapter 255.05 (1) (b), Florida Statutes, the Contractor shall ensure that the Performance and Payment Bond or Bonds referenced above shall be recorded in the Public records of Broward County at the Bidder's expense. Proof of recording must be submitted to the City prior to issuance of any purchase order or payment by the City. One (1) set of original Performance and Payment Bond documents is required to be provided to the City prior to the issuance of any Notice to Proceed by the City 5. TIME OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 5.1 The work to be performed under this Agreement shall be commenced after City execution of the Agreement and not later than ten (10) days after the date that Contractor receives the City's Notice to Proceed. The work shall be completed within One Hundred Twenty (120) Calendar days for Final Completion from issuance of City's Notice to Proceed, subject to any permitted extensions of time under the Contract Documents. The work under this agreement shall be substantially complete (i.e. Substantial Completion) within Ninety (90) calendar days from issuance of City's Notice to Proceed. 5.2 During the pre -construction portion of the work hereunder, the parties agree to work diligently and in good faith in performing their obligations hereunder, so that all required permits for the construction portion of the work may be obtained by the City in accordance with the Schedule included in the Contract Documents. In the event that any delays in the pre -construction or construction portion of the work occur, despite the diligent efforts of the parties hereto, and such delays are the result of force majeure or are otherwise outside of the control of either party hereto, then the parties shall agree on an equitable extension of the time for substantial completion hereunder and any resulting increase in general condition costs. 6. CONTRACT SUM The Contract Sum for the above work is a "not to exceed" total of One Hundred Twenty Two Thousand, Eight Hundred and Eighty Eight Dollars and Zero Cents ($122,888.00). 7. PAYMENTS Payment will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of five percent (5%) will be deducted from each monthly payment through project completion, upon City review and approval. Retainage monies will be released upon satisfactory completion and final inspection of the specific work order. Invoices must bear the bid number, project name, project number, and purchase order number. The City has up to twenty-five (25) business days to review, approve and pay all invoices after receipt. The Contractor shall invoice the City and provide a written request to the City to commence the one-year warranty period. All necessary Release of Liens and Affidavits shall be processed 22-138 - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division before the warranty period. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 8. REMEDIES 8.1 Damages: The City reserves the right to recover any ascertainable actual damages incurred as a result of the failure of the Contractor to perform in accordance with the requirements of this Agreement, or for losses sustained by the City resultant from the Contractor's failure to perform in accordance with the requirements of this Agreement. 8.2 Correction of Work: If, in the judgment of the City, work provided by the Contractor does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, the City reserves the right to require that the Contractor correct all deficiencies in the work to bring the work into conformance without additional cost to the City, and / or replace any personnel who fail to perform in accordance with the requirements of this Agreement. Correction of all deficiencies shall not relieve the Contractor of its duties and obligations under this agreement, in meeting all project requirements and objectives including but not limited to achieving project milestones (Substantial and Final Completion) in accordance with the Contract Documents. The City shall be the sole judge of non-conformance and the quality of workmanship, and any impact it may have on the Project Schedule. 9. CHANGE ORDERS 9.1 All Change Orders shall include a maximum Overhead and Profit, not to exceed five percent (5%) and five percent (5%) respectively. 9.2 Without invalidating the contract, without any monetary compensation, and without notice to any surety, the City reserves and shall have the right to make increases, decreases or other changes to the work as may be considered necessary or desirable to complete the proposed construction in a satisfactory manner. The Contractor shall not start work pursuant to a change order until the change order setting forth the adjustments is approved by the City, and executed by the City and Contractor. Once the change order is so approved, the Contractor shall promptly proceed with the work. 9.3 The Contract Price constitutes the total compensation (subject to authorized adjustments, if applicable) payable to the Contractor for performing the work. All duties, responsibilities and obligations assigned to or undertaken by the Contractor shall be at Contractor's expense without change in the Contract Price or Time except as approved in writing by the City. 9.4 The Contract Price and/or Time may only be changed by a Change Order. A fully executed change order for any extra work must exist before such extra work is begun. Any claim for an increase or decrease in the Contract Price shall be based on written notice delivered by the party making the claim to the other party promptly (but in no event later than 15 days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. The amount of the claim with supporting data shall be delivered (unless the City allows an additional period of time to ascertain more accurate data in support of the claim) and shall be accompanied by claimant's written statement that the amount claimed covers all known amounts to which the claimant is entitled as a result of the occurrence of said event. No claim for an adjustment in the Contract Price will be valid if not submitted in accordance with this Paragraph. 9.5 The Contract Time may only be changed by a Change Order. A fully executed change order must exist prior to extension of the contract time. 22-13B -SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT City of Tamarac — — Purchasing and Contracts Division The City For Your Life 9.6 Any claim for an extension of the Contract Time shall be based on written notice delivered by the party making the claim to the other party no later than fifteen (15) days after the occurrence of the event giving rise to the claim. Notice of the extent of the claim shall be delivered with supporting data and stating the general nature of the claim. Contractor hereby agrees to waive rights to recover any lost time or incurred costs from delays unless Contractor has given the notice and the supporting data required by this Paragraph. 9.7 Extensions of time shall be considered and will be based solely upon the effect of delays to the work as a whole. Extensions of time shall not be granted for delays to the work, unless the Contractor can clearly demonstrate that such delays did or will, in fact, delay the progress of work as a whole. Time extensions shall not be allowed for delays to parts of the work that are not on the critical path of the project schedule. Time extensions shall not be granted until all float or contingency time, at the time of delay, available to absorb specific delays and associated impacts is used. 9.8 In the event satisfactory adjustment cannot be reached by City and Contractor for any item requiring a change in the contract, and a change order has not been issued, City reserves the right at its sole option to terminate the contract as it applies to these items in question and make such arrangements as City deems necessary to complete the work. The cost borne by the City to complete the work shall be levied against the Contractor including applicable mark-up of ten percent (10%) for overhead and engineering costs. The cost of any work covered by a change order for an increase or decrease in contract price shall be determined by mutual acceptance of a Guaranteed Maximum Price by the City and Contractor. If notice of any change in the contract or contract time is required to be given to a surety by the provisions of the bond, the giving of such notice shall be the Contractor's responsibility, and the amount of each applicable bond shall be adjusted accordingly. The Contractor shall furnish proof of such adjustment to the City. Failure of the Contractor to obtain such approval from the Surety may be a basis for termination of this Contract by the City. 10. LIQUIDATED DAMAGES Project Substantial completion shall be within Ninety (90) calendar days from Contractor's receipt of City's Notice to Proceed. Final Completion shall be One Hundred Twenty (120) calendar days from date of City's Notice to Proceed. All time limits stated in the Contract Documents are of the essence of the Agreement. The parties acknowledge that damages arising from delay in meeting these time limits are difficult or impossible to ascertain. Therefore, the parties hereby agree that in the event that the Contractor fails to meet the time limits, as may be extended by the City in accordance with the terms of the Agreement or as otherwise provided in the Agreement, liquidated damages will be assessed against Contractor in the amount of One Hundred Fifty Dollars and Zero Cents ($150.00) for each calendar day beyond the time imposed until such work is completed. 11. NO DAMAGES FOR DELAYS ALL TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THE AGREEMENT. EXCEPT AS PROVIDED HEREIN, NO CLAIM FOR DAMAGES OR ANY CLAIM OTHER THAN FOR AN EXTENSION OF TIME SHALL BE MADE OR ASSERTED AGAINST CITY BY REASON OF ANY DELAYS. Contractor shall not be entitled to an increase in the construction cost or payment or compensation of any kind from City for direct, indirect, consequential, impact or other costs, expenses or damages including but not limited to costs of acceleration or inefficiency, arising because of delay, disruption, interference or hindrance from any cause whatsoever, whether such delay, disruption, interference be reasonable or unreasonable, foreseeable or unforeseeable, or avoidable or unavoidable; provided, however, that this provision shall not preclude recovery of damages by Contractor for hindrances or delays 22-13B -SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division due solely to fraud, bad faith or active interference on the part of City or its agents. In addition, if Contractor is delayed at any time in the progress of the Work by an act or neglect of the City's employees, or separate contractors employed by the City, or by changes ordered in the Work, or by delay authorized by the City pending arbitration, then the Contract Time shall be reasonably extended by Change Order, and the Guaranteed Maximum Price shall be reasonably increased by Change Order in order to equitably increase the general conditions component of the Guaranteed Maximum Price. Furthermore, if Contractor is delayed at any time in the progress of the Work by labor disputes, fire, unusual delay in deliveries, adverse weather conditions not reasonably anticipated, unavoidable casualties or other causes beyond the Contractor's control, or by other causes which the City and Contractor agree may justify delay, then the Contract Time shall be reasonably extended by Change Order. Otherwise, Contractor shall be entitled only to extensions of the Contract Time as the sole and exclusive remedy for such resulting delay, in accordance with and to that extent specifically provided above. No extension of time shall be granted for delays resulting from normal weather conditions prevailing in the area. An extension of time will be considered for "Excusable Inclement Weather Delays" resulting in any weather condition, the duration of which varies in excess of the average conditions expected, which is unusual for the particular time and place where the Work is to be performed, or which could not have been reasonably anticipated by the Contractor, as determined by the U.S. Weather Bureau records for the preceding 3-year period. No extension of Contract Time will be allowed for any inclement weather that could reasonably have been predicted as determined by the U.S. Weather Bureau records. Should the contractor prepare to begin work at the regular starting time at the beginning of any regular work shift on any day on which excusable inclement weather, or the conditions resulting from the weather, or the condition of the Work prevents work from beginning at the usual starting time, and the crew is dismissed as a result thereof, the Contractor will not be charged for a working day, whether or not conditions change thereafter during said day, and the major portion of the day could be considered to be suitable for such construction operations. The Contractor shall base its construction schedule upon the inclusion of the number of days of excusable inclement weather. No extension of the Contract Time due to excusable inclement weather will be considered until after the said number of days of excusable inclement weather has been reached. However, no reduction in Contract Time would be made if said number of days of excusable inclement weather is not reached. 12. WAIVER OF LIENS Prior to final payment of Contract Sum, a final waiver of lien shall be submitted to City by Contractor from all suppliers, subcontractors, and/or Contractors who submitted a "Notice to Owner" and a Consent of Surety on behalf of any and all other suppliers and subcontractors who worked on the project that is the subject of this Agreement. Payment of the invoice and acceptance of such payment by the Contractor shall release City form all claims of liability by Contractor in connection with the agreement. 13. WARRANTY Contractor warrants the work against defect for a period of One 1 year from the date of City approval of final payment. In the event that defect occurs during this time, Contractor shall perform such steps as required to remedy the defects. Contractor shall be responsible for any damages caused by defect to affected area or to interior structure. The one (1) year warranty period does not begin until approval of final payment for the entire project, and the subsequent release of any Performance or Payment Bonds, which may be required by the original bid document. 22-13B -SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contrasts Division -------------------------- ----------------- 14. INDEMNIFICATION 14.1 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. 14.2 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 15. NON-DISCRIMINATION & EQUAL OPPORTUNITY EMPLOYMENT 15.1 During the performance of the Contract, the Contractor and its subcontractors shall not discriminate against any employee or applicant for employment because of race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity and expression, genetic information or disability if qualified. 15.2 The Contractor will take affirmative action to ensure that employees and those of its subcontractors are treated during employment, without regard to their race, color, sex including pregnancy, religion, age, national origin, marital status, political affiliation, familial status, sexual orientation, gender identity or expression, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion; demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 15.3 The Contractor and its subcontractors shall agree to post in conspicuous places, available to its employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Contractor further agrees that he/she will ensure that all subcontractors, if any, will be made aware of and will comply with this nondiscrimination clause. 16. INDEPENDENT CONTRACTOR This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered 22-13B - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 17. 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. 18. 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 the City Attorney at the following address: Fox Rothschild LLP 2 South Biscayne Boulevard One Biscayne Tower, Suite 2750 Miami, FL 33131 Attn: John R. Herin, Jr. CONTRACTOR Name: Tropic Fence, Inc. Address:1864 NW 21s' Street, Pompano Beach, florida 33069 FIN/EIN:592642924 Contract Licensee:84-2654-F-X Contact: Steve Nespoli Email: tropicfence@bellsouth.net Phone: 954-978-1250 Fax: 954-960-1432 19. TERMINATION 19.1 Termination for Convenience: This Agreement may be terminated by City for convenience, upon seven (7) days of written notice by terminating party to the other party for such termination in which event Contractor shall be paid its compensation for services performed to termination date, including services reasonably related to termination. In the event that Contractor abandons this Agreement or causes it to be terminated, Contractor shall indemnify city against loss pertaining to this termination. 22-138 - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 19.2 Default by Contractor: In addition to all other remedies available to the City, this Agreement shall be subject to cancellation by the City for cause, should the Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of thirty (30) days after receipt by Contractor of written notice of such neglect or failure. 20. 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. 21. 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. 22. 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. 23. 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 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 enforceability of that provision or of the remainder of this Agreement. 24. UNCONTROLLABLE CIRCUMSTANCES 24.1 Neither the City nor Contractor shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which, by the exercise of reasonable diligence, the non -performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance, sabotage, and governmental actions, such as delays in permitting due to outside agencies, which are beyond the Contractor's control. 24.2 Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. 25. 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. 22-13B - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division 26. NO CONSTRUCTION AGAINST DRAFTING PARTY Each party to this Agreement expressly recognizes that this Agreement results from the negotiation process in which each party was represented by counsel and contributed to the drafting of this Agreement. Given this fact, no legal or other presumptions against the party drafting this Agreement concerning its construction, interpretation or otherwise accrue to the benefit of any party to the Agreement, and each party expressly waives the right to assert such a presumption in any proceedings or disputes connected with, arising out of, or involving this Agreement. 27. CONTINGENT FEES The Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Contractor to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the Contractor, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. 28. SCRUTINIZED COMPANIES - 287.135 AND 215.473 28.1 By execution of this Agreement, Contractor certifies that Contractor is not participating in a boycott of Israel. Contractor further certifies that Contractor is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has Contractor been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City will not contract for the provision of goods or services with any scrutinized company referred to above. 28.2 Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to Contractor of the City's determination concerning the false certification. Contractor shall have five (5) days from receipt of notice to refute the false certification allegation. If such false certification is discovered during the active contract term, Contractor shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If Contractor does not demonstrate that the City's determination of false certification was made in error then the City shall have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended from time to time. 29. PUBLIC RECORDS 29.1 The CITY is a public agency subject to Chapter 119, Florida Statutes. The CONTRACTOR shall comply with Florida's Public Records Law. Specifically, CONTRACTOR shall: 29.1.1 Keep and maintain public records required by the CITY in order to perform the service. 29.1.2 Upon request from the CITY, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at no cost to the CITY. 22-13B -SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT 10 TAMARAC City of Tamarac — — Purchasing and Contracts Division The City For Your Life 29.1.3 Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Agreement and any renewals thereof if CONTRACTOR does not transfer the records to the CITY. 29.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public records in possession of CONTRACTOR, or keep and maintain public records required by the CITY to perform the service. If CONTRACTOR transfers all public records to the CITY upon completion of the Agreement, CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONTRACTOR keeps and maintains public records upon completion of the Agreement, CONTRACTOR shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CITY, upon request from the CITY's custodian of public records in a format that is compatible with the information technology systems of the CITY. 29.2 During the term of this Agreement and any renewals, CONTRACTOR shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 30. E-VERIFY As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Contractor and its subcontractors shall, register with and use the E-Verify system to verify work authorization status of all employees hired after January 1, 2021. Contractor shall require each of its subcontractors to provide Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Contractor shall maintain a copy of the subcontractor's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Contractor, or any subcontractor/subconsultant who has a good faith belief that a person or entity with which it is contracting has knowingly violated Section 448.09(1), Fla. Stat. or the provisions of this section shall terminate the contract with the person or entity. City, upon good faith belief that a subcontractor knowingly violated the provisions of this section; but Contractor otherwise complied, shall promptly notify Contractor and Contractor shall immediately terminate the contract with the subcontractor. An agreement or contract terminated under the provisions of this section is not a breach of contract and may not be considered such. Any agreement or contract termination under the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat. Contractor acknowledges that upon termination of this Agreement by the City for a violation of this section by Contractor, Contractor may not be awarded a public contract for at least one (1) year. Contractor further acknowledges that Contractor is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Contractor or subcontractor shall insert in any subcontracts the clauses set forth in this section; requiring the subcontractors to include these clauses in any lower tier subcontracts. Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section. 31. CUSTODIAN OF RECORDS IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE 22-138 - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT 11 TAMARAC City of Tamarac The ity�For1Yo Purchasing and Contracts Divisiord CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 CITYCLERK@TAMARAC.ORG 22-13B - SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT 12 TAMARAC City of Tamarac The City For Your Life Purchasing and Contracts Division IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its Vice President duly authorized to execute same. OF TAtv, ESTABLISHED- 01963 Q SEAL ' q ATTEST:,.' 0�. City Clerk 051 i 2.I 2C 22 Date ATTEST: ignature of Corp r to Secretary ACE PUSIDEN i CITY OF TAMARAC klli4& Miche Ie-J. Gomez, Ma G 11�1 D02-� Date leen Gunn, City Manager S j �-z. /2072:2- to form and legal sufficiency: J n R. —n6, Jr., City Atto" s(tl''zD.— Date CONTRACTOR Tropic Fence, Inc. Company Name GIN'A RIE',;POU _6 ignat „ of President iSteve klespoli Corporate Secy. (Printed Name) Vice President 1cE Fi%�'I v .......... '�. `� ��-7 (CORPORATE A.�'�'•�1° �'� Date ss CORPO �t �P = v � ....••' �. 22-13B - SECURITY GATE OPERATOR E REPLACEMENT 13 City of Tamarac STATE OF 'FLogkMd TAMiR-.0 The City For Your Life Purchasing and Contracts Division CORPORATE ACKNOWLEDGEMENT COUNTY OF'tt 0u-)u& SS 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 Steve Nespoli, Vice President of Tropic Fence, Incorporated, a Florida 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 2022— - 11 1 l- �J LYN TILLEY {+�/,•��' Notary Public - State of Florida Commission # HH 084570 My Comm. Expires Feb 15, 2025 Sanded through National Notary Assn. 22-138 — SECURITY GATE OPERATOR EQUIPMENT REPLACEMENT 14 Signatdre of Notary Public State of Florida at Large Print, Type or Stamp Name of Notary Public Personally, known to me or Produced Identification Type of I.D. Produced ❑ DID take an oath, or DID NOT take an oath.