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HomeMy WebLinkAboutCity of Tamarac Resolution R-2022-133 Assignment of Contract for Landscape Irrigation Services to Juniper Landscaping of Florida LLCTemp. Reso. #13875 12/14/2022 Page 1 of 4 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2022 - 1 'S A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, APPROVING THE ASSIGNMENT OF THE CONTRACT BETWEEN THE CITY AND PRESTIGE PROPERTY MANAGEMENT, INC. FOR IRRIGATION SERVICES TO JUNIPER LANDSCAPING OF FLORIDA, LLC, PURSUANT TO THE PURCHASE OF THE ASSETS OF PRESTIGE PROPERTY MANAGEMENT, INC. BY JUNIPER LANDSCAPING OF FLORIDA, LLC FOR THE REMAINDER OF THE CONTRACT TERM; AUTHORIZING THE APPROPRIATE CITY OFFICIALS TO EXECUTE THE ASSIGNMENT AGREEMENT; PROVIDING FOR CONFLICTS; PROVIDING FOR SCRIVENER ERRORS PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Florida Statutes provide that municipalities shall have the governmental, corporate, and proprietary powers to enable them to conduct municipal government, perform municipal functions, and render municipal service, and exercise any power for municipal purposes, except when expressly prohibited by law; and WHEREAS, Article IV, Section 4.07 of the City Charter of the City of Tamarac ("City") empowers the City to adopt, amend, or repeal such ordinances and resolutions as may be required for the proper governing of the City; and WHEREAS, The City Commission of the City of Tamarac awarded an Agreement for "Landscape Irrigation Services" to Prestige Property Management Inc., ("Prestige") as part of Resolution R-2020-002, at its January 8, 2020 Commission meeting pursuant to their response to Request for Proposal #19-29B issued by the City; with a term running for three (3) years effective upon date of award by the City or at a date mutually agreeable 140535168.1 Temp. Reso. #13875 12/14/2022 Page 2 of 4 with the successful contractor, with up to two (2) additional three (3) year renewal options, a copy of said resolution is on file with the City Clerk; and WHEREAS, Prestige, and Juniper Landscaping of Florida, LLC ("Juniper") are parties to an Asset Purchase Agreement, through which Juniper purchased the assets of Prestige effective in September 2018, and through which Juniper wishes to assume Prestige's obligations to the City of Tamarac, a copy of such correspondence detailing the acquisition is included as Exhibit 1"; and WHEREAS, the City of Tamarac and Juniper desire to continue the contractual relationship established by the Services Agreement between the City and Prestige dated January 16, 2020, which incorporates the terms, conditions, and pricing of contract #19- 29B by assigning all contractual rights, interests, and obligations to Juniper effective January 1, 2023; and WHEREAS, Juniper desires to obtain the consent of the City of Tamarac to such assignment, and City of Tamarac desires to grant such consent in accordance with the terms of the Assignment Agreement included as Exhibit "2"; and WHEREAS, it is the recommendation of the Director of Public Services and the Purchasing and Contracts Manager that the City Commission approve an Assignment Agreement to assign the contract between the City and Prestige to Juniper to provide landscaping irrigation services through the initial contract term and for up to two (2) additional three (3) year renewal options available thereafter, and to authorize the appropriate City Officials to execute the Assignment Agreement between the City of Tamarac and Juniper Landscaping of Florida LLC.; and 140535168.1 Temp. Reso. #13875 12/14/2022 Page 3 of 4 WHEREAS, the City Commission of the City of Tamarac, Florida, deems it to be in the best interest of the businesses, residents, and visitors of the City of Tamarac to approve the Assignment Agreement attached as Exhibit "2". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: Section 1. The foregoing whereas clauses are ratified and confirmed as being true and correct, are the legislative and administrative findings of the City Commission and made a specific part of this Resolution; all exhibits referenced and attached hereto are incorporated herein and made a specific part of this Resolution. Section 2. The City Commission approves the Assignrnent Agreement, attached as Exhibit "2", between the City of Tamarac and Juniper Landscaping of Florida, LLC, and the appropriate City officials are hereby authorized to execute the Assignment Agreement on behalf of the City. Section 3. All Resolutions or parts of Resolutions in conflict herewith are hereby repealed to the extent of such conflict. Section 4. Any scrivener or typographical errors that do not affect intent of this Resolution may be corrected with notice to and authorization of the City Attorney and City Manager without further process. Section 5. 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. 140535168.1 Temp. Reso. #13875 12/14/2022 Page 4 of 4 Section 6. This Resolution shall become effective immediately upon adoption. PASSED, ADOPTED AND APPROVED this 14th day of December, 2022. ATTEST: KIMBERLY OILLON, CMC CITY CLERK G' MICHELLE J. GOMEZ MAYOR RECORD OF COMMISSION VOTE: MAYOR GOMEZ '� DIST 1: COMM. BOLTON ,me-� DIST 2: COMM. WRIGHT DIST 3: COMM. VILLALOBOS REF DIST 4: COMM. DANIEL APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR THE USE AND RELIANCE OF THJS CJTY OF TAMARAC ONLY. JO IN, JR. CITY ATTORNEY 140535168.1 TR13875 -- Exhibit 1 VAP Juniper DESIGN I BUILD I MAINTAIN November 8, 2022 City of Tamarac 7525 NW 88th Avenue Tamarac, FL 33321 RE: Request to Assign Agreement We would like to inform the City of Tamarac of our company name change from Prestige Property Maintenance, Inc., the contractor for Irrigation Services contract 19-29B, to Juniper Landscaping of Florida, LLC. Prestige Property Maintenance, Inc. was acquired by Juniper Landscaping of Florida, LLC. in September 2018. Prestige Property Maintenance, Inc. is still in its on entity. However, it operates as a landscape service that is owned by Juniper Landscaping of Florida, LLC. Therefore, we would like to change the company name on our billing and, if possible, our contract starting January 1, 2023. Please let us know if you have any questions or concerns. Sincerely, Branch Manager Juniper Landscaping of Florida, LLC. Headquarters: 5880 Staley Road, Fort Myers, FL 33905 1 (239) 561-5980 1 www.junipercares.com Bonita Springs, Bradenton, Fort Lauderdale, Fort Myers, Naples, Orlando, Tampa, Venice, Vero Beach 46 Presugg A Jumper Company November 8, 2022 City of Tamarac 7525 NW 88th Avenue Tamarac, FL 33321 RE: Prestige Acquisition This letter confirms that Prestige Property Maintenance, Inc. was acquired by Juniper Landscaping of Florida, LLC. in September 2018. Prestige Property Maintenance, Inc. is still in its on entity. However, it operates as a landscape service that is owned by Juniper Landscaping of Florida, LLC. Please let us know if you have any questions or concerns. Sincerely, Tvvv, Jaeo4y Branch Manager Prestige Property Maintenance, Inc. Headquarters: 5880 Staley Road, Fort Myers, FL 33905 1 (239) 561-5980 1 www junipercares.com Bonita Springs, Bradenton, Fort Lauderdale, Fort Myers, Naples, Orlando, Tampa, Venice, Vero Beach TAMARAC The City For Your Life ASSIGNMENT AGREEMENT Ad This Assignment Agreement ("Assignment") is entered into as of this ad day of 1VOV-*rn 6t . , 2020 ("Effective Date") by and between City of Tamarac, a municipal corporation, having its main office at 7525 NW 88th Avenue, Tamarac, Florida 33321 ("City of Tamarac" or "Assignor") and Juniper Landscaping of Florida, LLC (Juniper) a Florida Limited Liability Company, with principal offices at 5880 Staley Road, Fort Myers, FL 33905. Whereas, the City of Tamarac entered into an Agreement with Prestige Property Management Inc., (Prestige) a Florida Corporation with principal offices located at 3300 SW 46th Avenue, Davie, Florida 33314 to provide Irrigation Services for certain public rights -of -way, on January 16, 2020 as Contract #19-29B as approved by City of Commission of the City of Tamarac at its January 8, 2020 meeting via Resolution R-2020- 002. Whereas, Prestige, and Juniper are parties to an Asset Purchase Agreement, through which Juniper purchased the assets of Prestige effective in September 2018, and through which Juniper wishes to assume Prestige's obligations to the City of Tamarac; Whereas, Juniper has been operating Prestige as a landscape service that is owned by Juniper, and now desires that all firms operating under their ownership now assume the Juniper Landscaping of Florida, LLC corporate name; Whereas, the City of Tamarac and Juniper desire to continue the contractual relationship established by the Services Agreement between the City and Prestige dated January 16, 2020 which incorporates the terms, conditions and pricing of contract #19- 29B by assigning all contractual rights, interests and obligations to Juniper effective January 1, 2023. Whereas, Juniper desires to obtain the consent of the City of Tamarac to such assignment, and City of Tamarac desires to grant such consent in accordance with the terms herein. Now, therefore, in consideration of the foregoing premises and for other good and valuable consideration, the parties hereby agree as follows: 1. The City of Tamarac hereby assigns to Juniper all of the rights and duties contained within the Contract between the City of Tamarac and Prestige dated January 16, 2020; 2. Juniper hereby accepts such assignment. 3. All notices from the City of Tamarac to Juniper shall be deemed duly served if sent via certified mail or tracked overnight carrier to the following address: TAMARAC The City For Your Life Juniper Landscaping of Florida, LLC 5880 Staley Road Fort Myers, FL 33905 Attn: Michael B. Duke, CEO 4. Juniper agrees that the firm shall comply with Chapter 119, Florida Statutes, Florida's Public Records Law as follows. Juniper shall: 4.1 Keep and maintain public records required by the City of Tamarac in order to perform the service; 4.1.1 Upon request from the City of Tamarac, 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 of Tamarac. 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 Juniper does not transfer the records to the City of Tamarac. 4.1.2 Upon completion of the Agreement, transfer, at no cost to the City of Tamarac, all public records in possession of Juniper, or keep and maintain public records required by the City of Tamarac to perform the service. If Juniper transfers all public records to the City of Tamarac upon completion of the Agreement, Juniper shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Juniper keeps and maintains public records upon completion of the Agreement, Juniper shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CITY, upon request from the City of Tamarac's custodian of public records in a format that is compatible with the information technology systems of the City of Tamarac. 4.2 During the term of this Agreement and any renewals, Juniper shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. 5. Scrutinized Companies: By execution of this Agreement, in accordance with the requirements of F.S. 287.135 and F.S. 215.473, Juniper certifies that Juniper is not participating in a boycott of Israel. Juniper further certifies that Juniper is not on the Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with TA. M.AR AC The City For Your Life Activities in Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, nor has Juniper been engaged in business operations in Syria. Subject to limited exceptions provided in state law, the City of Tamarac will not contract for the provision of goods or services with any scrutinized company referred to above. Submitting a false certification shall be deemed a material breach of contract. The City of Tamarac shall provide notice, in writing, to Juniper of the City of Tamarac's determination concerning the false certification. Juniper 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, Juniper 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 Juniper does not demonstrate that the City of Tamarac's determination of false certification was made in error then the City of Tamarac 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. 6. E-Verify: As a condition precedent to entering into this Agreement, and in compliance with Section 448.095, Fla. Stat., Juniper 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. Juniper shall require each of its subcontractors to provide Juniper with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Juniper shall maintain a copy of the subcontractor's affidavit as part of and pursuant to the records retention requirements of this Agreement. City, Juniper, 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 Juniper otherwise complied, shall promptly notify Juniper and Juniper 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. Juniper acknowledges that upon termination of this Agreement by the City for a violation of this section by Juniper, Juniper may not be awarded a public contract for at least one (1) year. Juniper further acknowledges that Juniper is liable for any additional costs incurred by the City as a result of termination of any contract for a violation of this section. Juniper 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. Juniper shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section. 7. Public Records Custodian: IF JUNIPER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO JUNIPER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: TAMARAC The City For Your Life CITY CLERK 7525 NW 88TH AVENUE ROOM 101 TAMARAC, FL 33321 (954) 597-3505 C ITYCLERK@TAMARAC.ORG Except as amended hereby, the Contract is restated and shall remain in full force and effect. Signature page follows. Remainder of Page Intentionally Blank TAIL AC The City For Your Life 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 City Manager, and CONTRACTOR, signing by and through its CEO duly authorized to execute same. ESTABUSHED . Q = 0 •• 1933 -'0.1., SEAL .• O ATTEZ, KimberlyJJillon, CIVIC City Clerk 1711 Islull' Date ATTEST: - ze, Signature of Corporate Secretary po e ez'� 0" I C-A am Type/Print Name of Corporate Secy (CORPORATE SEAL) CITY `1 �AM�RAC__� �athleen\(Mnn, City MaNager J Date 12, Appro� d\as to form and legal sufficiency: n R Ajje4 ,-Jr., City ,-�• 114J Juniper Landscaping of Florida, LLC Company N e Sign of CEO` Michael B. Duke CEO Novtmeeoe -2a, aX-IA Date TAMARAC The City For Your Life CORPORATE ACKNOWLEDGEMENT STATE OF F�ie-4'dc' :SS COUNTY OF �ee 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 Michael B. Duke, CEO of Juniper Landscaping of South Florida, LLC a Florida Limited Liability Corporation, to me known to be the person(s) described in and who executed the foregoing instrument and acknowledged before me that he/she executed the same. � �d WITNESS my hand and official seal thi , day of Aloyern6ze- 20d-� Notary Public State of Florida �y ,e. ot*.o,r- Julia R. Petrov Signature of Notary Public My Commission un NM 258889 State of Florida at Large Exp. 4/28/2026 1uLXR R. Pereo v 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.