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HomeMy WebLinkAboutCity of Tamarac Resolution R-2016-084Temp. Reso. No. 12832 1 1 1 August 3, 2016 Page 1 CITY OF TAMARAC, FLORIDA Z� RESOLUTION NO. R-2016 - A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, APPROVING THE AWARD OF RE -BID NUMBER 15-23BR, AND EXECUTION OF AN AGREEMENT BETWEEN THE CITY OF TAMARAC AND BARON SIGN MANUFACTURING, A FLORIDA CORPORATION, ATTACHED HERETO AS EXHIBIT "A" AND INCORPORATED HEREIN; FOR THE COMPREHENSIVE SIGNAGE PROGRAM FOR A CONTRACT TERM EFFECTIVE UPON CONTRACT AWARD THROUGH SEPTEMBER 30, 2018, IN AN ESTIMATED AMOUNT OF ONE MILLION THREE HUNDRED AND FIFTY FOUR THOUSAND, SEVENTY EIGHT ($1,354,078) DOLLARS AND APPROVING A CONTINGENCY EXPENDITURE OF FOUR HUNDRED AND TWENTY FIVE THOUSAND ($425,000) DOLLARS FOR A TOTAL ESTIMATED EXPENDITURE OF ONE MILLION SEVEN HUNDRED AND SEVENTY NINE THOUSAND, SEVENTY EIGHT ($1,779,078.00) DOLLARS; AUTHORIZING AN APPROPRIATION OF NINE HUNDRED AND FORTY-ONE THOUSAND FIVE HUNDRED AND EIGHTEEN ($941,518) DOLLARS; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Tamarac desires to encourage and promote public awareness and branding through signage; and WHEREAS, attractive signage use throughout communities have proven to be an effective tool for community awareness, communication, community image and branding; and WHEREAS, the City's Comprehensive Signage Program is a product of the City's Strategic Planning process; and Temp. Reso. No. 12832 August 3, 2016 Page 2 WHEREAS, the Comprehensive Signage Program includes a complete citywide signage package comprising of neighborhood, gateway entry, directional/wayfinding, facility and electronic message board signage; and WHEREAS, in an effort to solicit signage manufacturers to fabricate and install all components of the signage package, City staff developed an Invitation to Bid (BID) #15-2313 that was formally advertised on the City's web -site and in the South Florida Sun Sentinel on September 6, 2015, a copy of which is on file with the City Clerk incorporated herein, and made a specific part thereof; and WHEREAS, the City received responses from four (4) firms who responded to BID #15-23B which closed on October 13, 2015 who were as follows: • Bergen Sign Company • Creative Sign Designs • Expose Yourself • Vital Signs of Orlando WHEREAS, upon review of the four (4) Bids that were received, it was determined that a change in the scope of service was necessary to include the installation of electrical service, a critical component which was not included in BID #15-23B; and WHEREAS, City staff developed an invitation to Re -Bid (RE -BID) #15- 23BR to include the electrical service installation component in the scope of services, that was formally advertised on the City's web -site and in the South Florida Sun Sentinel on March 10, 2016, a copy of which is on file with the City Clerk incorporated herein, and made a specific part thereof; and Temp. Reso. No. 12832 August 3, 2016 Page 3 WHEREAS, the City received responses from one (1) firm who responded to RE -BID #15-23BR which closed on May 10, 2016 who is as follows: • Baron Signs Manufacturing WHEREAS, the Purchasing and Contracts Manager reviewed the RE -BID and determined that the pricing proposal submitted by Baron Signs Manufacturing was a responsive and responsible response, a copy of said response is on file with the Office of the City Clerk; and WHEREAS, City staff and Baron Signs Manufacturing have agreed upon a contract price of $1,354,078 with an additional contingency for the electrical service installation component of $425,000 for a total expenditure of One Million Seven Hundred and Seventy Nine Thousand and Seventy Eight Dollars ($1, 779,078) for a contract term commencing upon award of contract through September 30, 2018 with pricing provided to remain at the same rate through September 30, 2017, and WHEREAS, funds are budgeted in Fiscal Year 2015/16 with additional funds reflected in the Capital Improvement Plan for Fiscal Year 2016/17; and WHEREAS, the total contract price of $1,779,078 is in excess of the budgeted amount of $837,560 therefore requiring an appropriation of $941,518; and WHEREAS, it is the recommendation of the Community Development Director and the Purchasing and Contracts Manager to award RE -BID #15-23BR to Baron Sign Manufacturing to serve as the City's Contractor to fabricate and install the City's Comprehensive Signage Program for a contract price of Temp. Reso. No. 12832 August 3, 2016 Page 4 $1,354,078 with a contingency allowance for electrical, of $425,000 for a total amount of $1,779,078.00 for a contract term through September 30, 2018; and WHEREAS, it is recommended that the appropriate City Officials execute an Agreement with Baron Signs Manufacturing for a contract term commencing upon contract award through September 30, 2018 with pricing held firm through September 30, 2017; and WHEREAS, the Agreement provides that the Contractor may request a price escalation on the one (1) year anniversary of the Agreement, which if accepted by the City, would be in place from October 1, 2017 through September 30, 2018, and WHEREAS, it is recommended that the City Manager be authorized to exercise any extensions to the contract if necessary and appropriate; 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 RE -BID #15-23BR to Baron Signs Manufacturing to serve as the City's Contractor to fabricate and install the Comprehensive Signage Program for a contract price of $1,354,078 with a contingency allowance for electrical of $425,000 for a total amount of $1,779,078.00; a copy of said Agreement is included herein as Exhibit "A" (attached hereto, incorporated herein, and made a specific part thereof). NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: 1 Temp. Reso. No. 12832 August 3, 2016 Page 5 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; all exhibits referenced and attached hereto are incorporated herein and made a specific part of this resolution. SECTION 2: the award of RE -BID #15-23BR to Baron Signs Manufacturing is hereby approved. SECTION 3: The appropriate City officials are hereby authorized to execute an Agreement with Baron Signs Manufacturing to serve as the City's Contractor to fabricate and install the City's Comprehensive Signage Program for a contract price of $1,354,078 with a contingency allowance of $425,000 for a total of $1,779,100.00 for a term through September 30, 2018 and authorizing the City Manager to exercise any extensions if necessary and appropriate , a copy of said Agreement is attached hereto as Exhibit "A". SECTION 4: An appropriation in the amount not to exceed $941,518.00 is hereby approved and will be included in the Budget Amendment in November 2016, pursuant to F.S. 166.241(2). 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. SECTION 7: This Resolution shall become effective immediately upon its passage and adoption. Temp. Reso. No. 12832 August 3, 2016 Page 6 PASSED, ADOPTED AND APPROVED this �_4 day of , 2016. - 4 JW/ HARRY DRESSLER, MAYOR ATTEST: � � al) 0 PATRICIA TEUFEO bMC CITY CLERK RECORD OF COMMISSION VOTE: MAYOR DRESSLER DIST 1: COMM. BUSHNELL DIST 2: COMM. GOMEZ DIST 3: VICE MAYOR GLASSER rr✓�ii, DIST 4: COMM. PLACKO I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO FORM t -� � 1 SA UEL S. GOKEN CITY ATTORNEY 1 1 n t-'_ ...^-.�,5 .w •e`;F�C�S J ✓-'ter.,,.. AGREEMENT BID NO. 1 5-23BR s s c lei Z� City of Tamarac Purchasing & Contracts Division 7525 NW 88th Avenue Room 108 (954) 597-3570 City of Tamarac Community Development Department 7525 NW 88th Avenue Room 206 Tamarac, Florida 33321 AGREEMENT BETWEEN THE CITY OF TAMARAC AND BARON SIGN MANUFACTURING A. THIS AGREEMENT is made and entered into this 2_�L day of AU a4IJ 2016 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 Baron Sign Manufacturing a Florida corporation with principal offices located at 900 13th Street West, Riviera Beach, Florida 33404 (the "Contractor") to provide signage for the City of Tamarac Comprehensive Signage Program. B. 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. 15-23BR, "Comprehensive Signage Program" including all conditions therein, (General Terms and Conditions, Special Conditions and/or Special Provisions), drawings, Technical Specifications, and all addenda; and the Contractor's Bid #15-23BR response submitted and dated May 6, 2016, which is made a part of this Agreement as if included herein, and all modifications issued after execution of this Agreement. These contract documents form the Agreement, and all are as fully a part of the Agreement as if attached to this Agreement or repeated therein. In the event that there is a conflict between Bid 15-23BR, "Comprehensive Signage Program", as issued by the City, and the Contractor's Bid response, Bid 15-23BR, "Comprehensive Signage Program" as issued by City shall take precedence over the Contractor's Proposal. Furthermore, in the event of a conflict between this document and any other Contract Documents, this Agreement shall prevail. 2) The Work 2.1. The Contractor shall perform all work for the City required by the contract documents as set forth below: 2.1.1 Contractor shall furnish all labor, materials, and equipment necessary to complete the scope of work, as outlined in the contract documents to furnish and install monument signage and other types of signage as defined in Invitation for Bid #15-23BR, "Comprehensive Signage Program". 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 �rr�.+:+ .. T�_rn :fit .�„ 3 .�. 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. 3) Insurance & Bonds 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. 3.3 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. The Contractor shall be required to provide acceptable, separate Performance and Payment Bonds in the amount of 100% of the bid award. 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 shall be required to record each bond in the public records of Broward County pursuant to the requirements of Florida Statute 255.05. The Successful Bidder shall provide a certified copy of the recorded bond to the City's Project Manager prior to commencement of any work under the Agreement. No payment shall be made to the Successful Bidder until the certified copy of the recorded bond is on file with the City. 4) Time of Commencement and Substantial Completion 4.1 The City will issue individual Notices to Proceed for each phase of this rp oiect. Separate Notices to Proceed will be issued for each phase of the project, and the successful Contractor will be allowed 240 calendar days to complete the work, based on the specific issuance date of the individual Notices to Proceed subject to any permitted extensions of time under the Contract Documents. For the purposes of this Agreement, completion shall mean the issuance of final payment. 4.2 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. 5) Contract Pricing, Term and Escalation 5.1 The Contract Pricing for the above work shall be in accordance with the pricing schedule included herein as Exhibit A. The final sum shall be for the actual items ordered in accordance with the Contractor's unit pricing as provided with Contractor's bid response as shown in Exhibit A herein. Pricing shall remain firm and fixed through September 30, 2017, subject to the requirements of Section 5.3 herein. 5.2 The City reserves the right to order signs similar to those for locations that are posted, as well as neighborhood signage and specialty signage as required for a period of up to two (2) years following the final award of this bid. This Agreement shall be in place through September 30, 2018, and may be extended as may be mutually agreeable to both City and Contractor. 5.3 Escalation/De-escalation Provision: Pricing shall remain firm and fixed for signage installed within twelve (12) months following the issuance of the initial Notice to Proceed by the City. After the satisfactory completion of that initial twelve (12) month period, the contract pricing shall be eligible for an increase equal to the percentage change to the Miami Urban CPI Index for the twenty-four (24) month period ending June 30 of the then current year. In no case shall the adjustment exceed 4% for any 12 month period (8% for a twenty-four month period) at any one time. Contractor shall provide the City with sufficient documentation including actual invoices, comparative price lists, or comparative industry or federal indices reflecting the costs at the time of proposal submittal, and the costs at the time of the proposed escalation period. Failure to submit sufficient evidence of a need for a price escalation may result in rejection of the Contractor's request. Additionally, in the event that contract prices decrease, the Contractor shall decrease such prices to the City accordingly. 6) Payments The City shall issue individual Notices to Proceed for various portions of this project over the term of this Agreement. Payment for each project will be made monthly for work that has been completed, inspected and properly invoiced. A retainage of ten percent (10%) will be deducted from monthly payments until 50% of the individual projects are complete. Retainage will be reduced to five percent (5%) thereafter. Retainage monies will be released upon satisfactory completion and final inspection of the work for individual projects. Invoices must bear the project name, project number, bid number and purchase order number. City has up to thirty (30) 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 (1) year warranty period for each project completed. All necessary Releases of Liens and Affidavits and approval of Final Payments for each individual project shall be processed before the warranty period begins. All payments shall be governed by the Florida Prompt Payment Act, F.S., Part VII, Chapter 218. 7) Remedies 7.1 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. 7.2 Correction of Work: If, in the judgment of the City, work provided by the Contractor does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, the City reserves the right to require that the Contractor correct all deficiencies in the work to bring the work into conformance without additional cost to the City, and / or replace any personnel who fail to perform in accordance with the requirements of this Agreement. The City shall be the sole judge of non-conformance and the quality of workmanship. 7.3 Liquidated Damages: Upon failure of the Contractor to complete each individual requirement within the specified and mutually agreed upon time frame (plus approved extensions, if any) the Contractor shall pay to the City the sum of _Two Hundred Dollars and no Cents ($200.00)_for each calendar day after the time specified for completion and readiness for final payment. This amount is not a penalty but liquated damages to the City. Liquidated damages are hereby fixed and agreed upon between the parties, recognizing the impossibility of precisely ascertaining the amount of damages that will be sustained by the City as a consequence of such delay, and both parties desiring to obviate any question of dispute concerning the amount of said damages and the cost and effect of the failure of the Contractor to complete the Contract on time. City shall have the right to deduct from and retain out moneys which may be due or which may become due and payable to Contractor. The amount of such liquidated damages and if the amount retained by City is insufficient to pay in full such liquidated damages, Contractor shall pay in full such liquidated damages. Contractor shall also be responsible for reimbursing City the total of all monies paid by the City to the engineer for additional engineering, inspection and administrative services until the work is complete. 8) Change Orders 8.1 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. All Change Orders shall include overhead and profit, not to exceed five percent (5%) and five percent (5%) respectively. 8.2 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. 8.3 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. 8.4 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. 8.5 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. 8.6 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. 8.7 In the event satisfactory adjustment cannot be reached by the City and the Contractor for any item requiring a change in the contract, and a change order has not been issued, the City reserves the right at its sole option to terminate the contract as it applies to these items in question and make such arrangements as the City deems necessary to complete the work. The cost of any work covered by a change order for an increase or decrease in the contract price shall be determined by mutual acceptance of a Guaranteed Maximum Price by the City and Contractor. If notice of any change in the contract or contract time is required to be given to a surety by the provisions of the bond, the giving of such notice shall be the Contractor's responsibility, and the amount of each applicable bond shall be adjusted accordingly. The Contractor shall furnish proof of such adjustment to the City Failure of the Contractor to obtain such approval from the Surety may be a basis for termination of this Contract by the City. a=a------------- 9) No Damages for Delays C; a-,,. 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 THE 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 no 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 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 as defined by the average of the last ten (10) years of weather data as recorded by the United States Department of Commerce, National Oceanic and Atmospheric Administration at the Fort Lauderdale Weather Station. 10) Waiver of Liens Prior to final payment of the Contract Sum, a final waiver of lien shall be submitted by all suppliers, subcontractors, and/or Contractors 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 from all claims of liability by Contractor in connection with the agreement. 11) Warranty Contractor warrants the work against defect for a period of one (1) year from the date 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. 12) Indemnification 12.1 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. 12.2 The City and Contractor recognize that various provisions of this Agreement, including but not limited to this Section, provide for indemnification by the Contractor and requires a specific consideration be given there for. The Parties therefore agree that the sum of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific consideration for such indemnities, and the providing of such indemnities is deemed to be part of the specifications with respect to the services to be provided by Contractor. Furthermore, the City and Contractor understand and agree that the covenants and representations relating to this indemnification provision shall serve the term of this Agreement and continue in full force and effect as to the City's and the Contractor's responsibility to indemnify. 12.3 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 13) Non -Discrimination & Equal Opportunity Employment 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, or disability if qualified. 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. 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. 14) Independent Contractor This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor is an independent contractor under this Agreement and not the City's employee for any purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Worker's Compensation Act, and the State Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict with City, State, or United States policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it had full opportunity to find other business, that it has made its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. 15) 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. 16) 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: Goren, Cherof, Doody & Ezrol, P.A. 3099 East Commercial Blvd., Suite 200 Fort Lauderdale, FL 33308 CONTRACTOR Baron Sign Manufacturing 900 West 13th Street Riviera Beach, FL 33404 Attn: Jerry Foland, President e-mail: �r-,;;; Larorsic�.ccm (561) 863-7446 Voice (561) 881-0366 Fax 17) Termination 17.1 Termination for Convenience: This Agreement may be terminated by the City for convenience, upon seven (7) days of written notice by City to the Contractor 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. 17.2 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. 18) Public Records 18.1 The City of Tamarac is a public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: 18.1.1 Keep and maintain public records required by the City in order to perform the service; 18.1.2 Upon request from the City's custodian of public records, 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 a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 18.1.3 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 contract if the contractor does not transfer the records to the City. 18.1.4 Upon completion of the contract, transfer, at no cost to the City, all public records in possession of the Contractor, or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the 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. 18.2 During the term of the contract, the Contractor shall maintain all books, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this contract. The form of all records and reports shall be subject to the approval of the City's Auditor. The Contractor agrees to make available to the City's Auditor, during normal business hours and in Broward, Dade or Palm Beach Counties, all books of account, reports and records relating to this contract. 19) 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. 20) 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. 21) 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. 22) 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. 23) Uncontrollable Circumstances 23.1 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. 23.2 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. 24) 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. 25) 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. 26) PUBLIC RECORDS CUSTODIAN IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE 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 CITY. C LE RK@TAMARAC.O RG IN WITNESS WHEREOF, the parties have made and executed this Agreement on the respective dates under each signature. CITY OF TAMARAC, signing by and through its Mayor and City Manager, and CONTRACTOR, signing by and through its President duly authorized to execute same. U • ��SHEO Eg��B9g3 �_ 0 City Cleric Date ATTEST: CITYOF TAMARAff C Harry Dressler, Mayor Date Approv d as to form and legal sufficiency: City Xttorney _ Date Co ignature of Corporate Secretary sis SIGN MAN >_ y Name URING of President/Owner S ir Iz-wJaBW Foland , Pres'iA2,o..�- Type/Print Name of Corporate Secy. Name of President/owner (CORPORATE SEAL) Date CORPORATE ACKNOWLEDGEMENT STATE OF G l,diz + oA :SS COUNTY OF I HEREBY CERTIFY that on this day, before me, an Officer duly authorized in the State aforesaid and in the County aforesaid to take acknowledgments, personally appeared Jerry Foland, President, of Baron Sign Manufacturing, 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. ot WITNESS my hand and official seal this/ of ! S , 2014. n Signature of Notary Public State of Florida at Large J"e— c. 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CD cm »\ && m � )§ )§ 2 a su gLU , n a 2 : 2 & < % e tm s %� 7� / /2 �L \\ �© 7� w =c o} o/ _� CL E ]0._ ]/ a §CL to=g as 2w \ � a §/ \\ /j 2 _ / a &f \) a, / c = ) \_ CL 2 = /7 2 G 4 I_—/ , e ) u ■ q c E q c E )+ z § { § � m jf j\ . ¥> e No Text '4CC>eOf CERTIFICATE OF LIABILITY INSURANCE F°A5/6� 0�'6 "' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Marsh &McLennan Agency LLC Co - Florida 9850 NW 41st Street Suite 100 Miami FL 33178 CONTACT NAME: AHC Ext: (305) 591-0090 AAC No:(786) 662-6227 E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC p INSURERA:Insurance Company of the West 27847 INSURED (561) 863-7446 The Baron Group Inc. dba Baron Sign INSURERB:National Trust Insurance Company 20141 INSURER C: FCCI Insurance Company 10178 Manufacturing 900 West 13th Street INSURERD: INSURERE: Riviera Beach FL 33404 INSURER F : COVERAGES CERTIFICATE NUMBER: Cert ID 54373 RFVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN RI LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MM/DDIYYYY POLICY EXP MMIDO/YYYY LIMITS 8 I X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE 7X] OCCUR Y GL00171512 9/23/2015 9/23/2016 EACH OCCURRENCE $ 1,000,000 DA AGE RENTED PREM ISESLoccurrence $ 100,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY a JE O- LOCO- GENERAL AGGREGATE $ 2,000,000 PRODUCTS -COMP/OPAGG $ 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ B X ANY AUTO Y CA00279592 9/23/2015 9/23/2016 ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Per accident ( ) $ X NON -OWNED HIRED AUTOS X AUTOS PROPERTY DAMAGE Per accident $ C X UMBRELLA LIAB X OCCUR UMB0019681102 9/23/2015 9/23/2016 EACH OCCURRENCE $ 5,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 5,000,000 DED I I RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS'LIABILITY ,f/N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ❑N N I A y WFL500112307 1/1/2016 1/1/2017 PER OTH- X STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEO $ 1,000,000 (Mandatory in NH) If yes, describe under E.L. DISEASE - POLICY LIMIT 1 $ 1,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Certificate holder, as Owner, is an Additional Insured as respects General and Auto Liability. Waiver of subrogation as respects Workers Compensation in favor of Additional Insured. All of the above _is -applicable when required by written contract subjecttothe terms, conditions and exclusions of the policy. City of Tamarac Purchasing & Contracts Division 7525 NW 88th Ave Room 108 Tamarac FL 33321 l,A1YVCLLH 1 IUIY SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD