HomeMy WebLinkAboutCity of Tamarac Resolution R-2010-079Temp. Reso. # 11822
June 23, 2010
Page 1
CITY OF TAMARAC, FLORIDA
RESOLUTION NO. R-2010
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF TAMARAC, FLORIDA, APPROVING AN
AGREEMENT WITH LAMBERT BROS, INC., FOR THE
CONSTRUCTION OF THE AREA -WIDE NEIGHBORHOOD
ENHANCEMENT PROGRAM — INSTALLATION OF
SIDEWALKS - COMMUNITY DEVELOPMENT BLOCK
GRANT (CDBG) FUNDED PROJECT, LOCATED WITHIN
LOW -MODERATE INCOME AREAS CITYWIDE IN
ACCORDANCE WITH BID NO. 10-04B; AUTHORIZING
THE APPROPRIATE CITY OFFICIALS TO EXECUTE SAID
AGREEMENT; AUTHORIZING AN EXPENDITURE NOT TO
EXCEED APPROVED CDBG FUNDING FROM THE
APPROPRIATE ACCOUNTS BASED ON THE MULTI-
YEAR FIXED PRICES SET FORTH IN BID NO. 10-0413;
AUTHORIZING BUDGET AMENDMENTS AS NEEDED
FOR PROPER ACCOUNTING PURPOSES; PROVIDING
FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City of Tamarac desires to provide sidewalks and ADA
accessible ramps for improved accessibility and pedestrian traffic within low- moderate
income areas of Tamarac; and
WHEREAS, on July 8, 2009, the City of Tamarac approved R-2009-94 for the
Community Development Block Grant (CDBG) Program, FY 2009/2010 Annual Action
Plan, which included the installation of sidewalks in low -moderate income
neighborhoods, incorporated herein by reference and on file in the office of the City
Clerk; and
WHEREAS, on May 3, 2010 the City of Tamarac received five (5) proposals for
the Area -Wide Neighborhood Enhancement Program — Installation of Sidewalks Project,
with Lambert Bros, Inc., being the lowest responsive bidder, a bid tabulation attached
Temp. Reso. # 11822
June 23, 2010
Page 2
hereto as Exhibit 1"; and
WHEREAS, Lambert Bros, Inc., possesses the required knowledge and
experience for the construction of the proposed project and has agreed to the Terms
and Conditions, Special Conditions, and Technical Specifications of Bid No. 10-0413;
and
WHEREAS, it is the recommendation of the Public Works Director and the
Purchasing Contracts Manager that the appropriate City Officials execute the
agreement with Lambert Bros, Inc., for the construction of the Area -Wide Neighborhood
Enhancement Program — Installation of Sidewalks Project attached hereto as Exhibit
"2"; and
WHEREAS, the City Commission of the City of Tamarac, deems it to be in the
best interest of the citizens and residents of the City of Tamarac to execute the contract
for the construction of the Area -Wide Neighborhood Enhancement Program —
Installation of Sidewalks Project with Lambert Bros, Inc., at a cost not to exceed
available CDBG funding and based on the multi -year fixed prices set forth in Bid No 10-
ai - =
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
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Temp. Reso. # 11822
June 23, 2010
Page 3
Resolution upon adoption hereof. All exhibits attached hereto are incorporated herein
and made a specific part of this resolution.
SECTION 2: The City Commission hereby approves the Agreement with
Lambert Bros, Inc. ("the Agreement") and the appropriate City Officials are hereby
authorized to execute the Agreement hereto attached as Exhibit "2" for the Area -Wide
Neighborhood Enhancement Program — Installation of Sidewalks Project
SECTION 3: An Expenditure in an amount not to exceed available CDBG
account funding for said purpose is hereby approved.
SECTION 4: The City Manager, or his designee, are hereby --authorized to
make changes, issue change orders in accordance with section 6-156(b) of the City
Code, and close the contract award including, but not limited to making final payment
within the terms and conditions of the contract and within the contract price.
SECTION 5: All budget amendments for proper accounting purposes are
hereby approved.
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:
passage and adoption.
Temp. Reso. # 11822
June 23, 2010
Page 4
This Resolution shall become effective immediately upon its
PASSED, ADOPTED AND APPROVED this )3 day of , 2010.
C"ECORD OF COMMISSION VOTE:
MARION S NS , CMC MAYOR TALABISCO
CITY CLERK DIST 1: COMM. BUSHNELL
DIST 2: COMM. ATKINS-GRAD
DIST 3: COMM.GLASSERL
DIST 4: VM. DRESSLER U�
I HEREBY CERTIFY that
I have approved this
RESOLUTION as to form.
SAMUEL S. GOREN
CITY ATTORNEY
1
City of Tamarac,
rac`
AGREEMENT
BETWEEN THE CITY OF TAMARAC
I_1►1C
and Contracts Division
LAMBERT BROS, INC.
THIS AGREEMENT is made and entered into this 0 day of
2010 by and between the City of Tamarac, a municipal corporation wit principal offices
located at 7525 N.W. 88th Ave., Tamarac, FL 33321 (the "CITY") and Lambert Bros, Inc., a
Florida corporation with principal offices located at 823 NW 57th Street, Fort Lauderdale,
Florida, 33309 (the "Contractor") to provide for the Area -Wide Neighborhood Benefit
Program — Installation of Sidewalks, Community Development Block Grant (CDBG) funded.
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.10-04B,
including all conditions therein, (General Terms and Conditions, Special Conditions and/or
Special Provisions), details, drawings, Technical Specifications, all addenda, the
Contractor's bid/proposal included herein, and all modifications issued after execution of
this Agreement. These contract documents form the Agreement, and all are as fully a part
of the Agreement as if attached to this Agreement or repeated therein. In the event that
there is a conflict between Bid Document No.10-04B as issued by the City, and the
Contractor's Proposal, Bid Document No.10-04B as issued by the City shall take
precedence over the Contractor's Proposal. Furthermore, in the event of a conflict between
this document and any other contract documents, this Agreement shall prevail.
Work for this program includes, but is not limited to the construction of concrete
sidewalks, concrete curbing, modification to drainage structures (tops/lids), pavement
markings, curb cuts, concrete aprons, handrail, landscaping and irrigation, as well as all
appurtenances and other incidentals as indicated by the specifications or as required to
properly complete the program as intended. Task Orders for this program shall be
assigned primarily for Community Development Block Grant (CDBG) eligible sites within
the City. Although a complete list of task orders does not exist, the Contractor will not be
required to construct less than a combined one -hundred (100) linearfeet of sidewalk within
a one square mile area per task order and/or purchase order.
Work for this program may be wholly or in part, federally funded by Housing and
Urban Development (HUD) — Community Development Block Grant (CDBG). When such
funding is provided, Contractor shall comply with all terms, conditions and requirements
enumerated by the grant funding source, as well as requirements of Florida Statute, the
Tamarac City Charter or City Code, whichever is the more restrictive requirement. When
using Federal Funding, Contractor shall comply with all wage and reporting provisions of
the Federal Davis -Bacon Act, weekly payroll submission requirements and acceptance of
City of %ata rarGac
employee field monitoring.
and Contracts Divisicar
Note: "Recipients, Contractors, Subcontractors that receive federal assistance,
specifically from HUD, are encouraged to provide, to the greatest extent feasible, training,
employment, and contracting opportunities generated by the expenditure of this assistance
to low and very low income persons, and business concerns owned by low and very low
income persons, or which employ low and very low income persons."
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.
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.
3) Insurance
3.1. Contractor shall obtain at Contractor's expense all necessary insurance in
such form and amount as specified in the original bid document or as
required by the City's Risk and Safety Manager before beginning work under
this Agreement including, but not limited to, Workers' Compensation,
Commercial General Liability, and all other insurance as required by the City,
including Professional Liability when appropriate. Contractor shall maintain
such insurance in full force and effect during the life of this Agreement.
Contractor shall provide to the City's Risk and Safety Manager certificates of
all insurances required under this section prior to beginning any work under
this Agreement. The Contractor will ensure that all subcontractors comply
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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 General Liability Insurance policies shall be
endorsed to add the City as an additional insured. Contractor shall be
responsible for payment of all deductibles and self-insurance retentions on
Contractor's Liability Insurance policies.
4) Time of Commencement and Substantial Completion
4.1 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 for a specific
Task/Work Order. The time of completion for each Task/Work Order shall be
designated on each Notice 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 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 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 time for substantial completion hereunder and any
resulting increase in general condition cost.
5) Term of Contract
The initial term of this Agreement shall be for two (2) year from date of award. Two
(2) additional one (1) year renewal periods may be effected by the City based on
continuance of funding, satisfactory work performance and as may be in the best interests
of the City.
All work performed during the initial two year term of this contract shall be paid
at the Bid Unit prices contained in Bid 10-04B.
6) Contract Sum
The Contract Sum for the above work is not fixed and is contingent upon the City's
annual receipt of Federal Funding. The City places no guarantee on the specific
funding and overall duration of this program.
7) Payments
Payment will be made monthly for work that has been completed, inspected and
11
City of %anmrGac _ Purchasln�j w_uid Contracts Division
invoiced. A retains a of ten percent 10% will ...b...._W.,,w_. , .�� y
properly ' g p ( ) e deducted from monthly
payments until 50% of the project is complete. Retainage will be reduced to five percent
(5%) thereafter. Retainage monies will be released upon satisfactory completion and final
inspection of the work. 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 task. All necessary
Releases of Liens and Affidavits shall be processed before the warranty period begins for
each task. All payments shall be governed by the Local Government 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. The City shall be the sole judge
of non-conformance and the quality of workmanship.
9) Change Orders
9.1 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 maybe 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.
9.2 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.
9.3 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
City of 7arrsG:arac Purchasing grid Contracts Division
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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.
9.4 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.
9.5 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.
9.6 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.
9.7 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 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 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) 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
� City �unam�aa.�arwun�a
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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 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 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.
11) Waiver of Liens
Prior to final payment for each task, a final waiver of lien shall be submitted by all
suppliers, subcontractors, and/or Contractors who worked on the program 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.
12) Warranty
Contractor warrants the work against defect for a period of one (1) year from the
date of completion of work for each task. 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 substantial completion of each task has
been obtained.
13) Indemnification
13.1 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
City of Mfm-rac Pvrc h a,,Jr� g ::arts! Gor Per c.fa Division
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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.
13.2 Upon completion of all Services, obligations and duties provided for in this
Agreement, or in the event of termination of this Agreement for any reason,
the terms and conditions of this Article shall survive indefinitely.
13.3 The Contractor shall pay all claims, losses, liens, settlements or judgments of
any nature whatsoever in connection with the foregoing indemnifications
including, but not limited to, reasonable attorney's fees (including appellate
attorney's fees) and costs.
13.4 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.
13.5 City reserves the right to select its own legal counsel to conduct any defense in
any such proceeding and all costs and fees associated therewith shall be the
responsibility of Contractor under the indemnification agreement.
13.6 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.
14) Non -Discrimination & Equal Opportunity Employment
During the performance of the Contract, the Contractor shall not discriminate
against any employee or applicant for employment because of race, color, sex, religion,
age, national origin, marital status, political affiliation, familial status, sexual orientation, or
disability if qualified. The Contractor will take affirmative action to ensure that employees
are treated during employment, without regard to their race, color, sex, religion, age,
national origin, marital status, political affiliation, familial status, sexual orientation, or
disability if qualified. Such actions must include, but not be limited to, the following:
City of T,,,w �rrac .°.�.'" -„"..". Purchasing and Contracts Division
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 shall agree to post in conspicuous places,
available to employees and applicants for employment, notices to be provided by the
contracting officer setting forth the provisions of this nondiscrimination clause. The
Contractor further agrees that he/she will ensure that Subcontractors, if any, will be made
aware of and will comply with this nondiscrimination clause.
15) 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.
16) 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.
17) 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
of Tamarac Purch�-�isina and Contracts Division
With a copy to City Attorney at the following address:
Goren, Cherof, Doody & Ezrol, P.A.
3099 East Commercial Blvd., Suite 200
Fort Lauderdale, FL 33308
CONTRACTOR
Lambert Bros, Inc.
823 NW 57th Street
Fort Lauderdale, FI 33309
Attn: Gregg W. Lambert
(954) 491-9380 (954) 491-9425 fax
G L Cc�Lambertbros.net
18), Termination
18.1 Termination for Convenience: This Agreement may be terminated by the
City for convenience, upon seven (7) days of written notice by the 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.
18.2 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.
19) Agreement Subject to Funding
This program may be wholly or in part, federally funded by Housing and Urban
Development (HUD) — Community Development Block Grant (CDBG); therefore, 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.
City of Tamarac
21) Signatory Authority
Purchasing asing and Contracts Division
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 Forces
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
10
City of Tan )arx,
and Corytrwis Division
party drafting this Agreement concerning its construction, interpretation or otherwise accrue
to the benefit of any party to the Agreement, and each party expressly waives the right to
assert such a presumption in any proceedings or disputes connected with, arising out of, or
involving this Agreement.
Remainder of Page Intentionally Blank
II
City cif Vain va(;
Purchasiog ,.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 President duly
authorized to execute same.
CITY OF TAMARAC
&a = f::�kcci)
Beth Flansbaum-Talabisco, Maydr
Date
AT Jeffrey . M' er, City Manager
ar4orr S�niison, CM Data
Cityf lerk-
_ - Approved as to form and legal sufficiency:
.Date � J_
-City Attorney
ATTEST:
nature of Corporate Secretary
Type/ej idt Name of Corporate Secy
(CORPORATE SEAL)
Date
Lambert Bros. Inc.
C pany Name
Signature of President
Gregg W. Lambert
Type/Print Name of President/Owner
Oq I to
Date
12
of Tamarac
10I4]►110]► %il4VGTsl./►NITAR=1Ile] 4Ji1=1►II
STATE OF Ur (JC-'
:SS
COUNTY OF
and i'C3iOads CIF ISFC?Fl
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
Gregg W. Lambert, President, of Lambert Bros. Inc., 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 ray of 6, 20 1 Q
qe4vv-%Pvv%^-^P4V%AA^^A^AAAft& U . c4pxj
GEORGETTEBLACKBURN i ature of Notary Public
I (XMY COMMISSION 1 , 2011723 S to of Florida at Large
rm> s: 13, zo11 g
I•%U(tiAOTARY FI. Notary Discount A$sw. Co. J- emk
VW
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.
13