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Item F21M C ounty of f Monroe ELj » °o � BOARD OF COUNTY COMMISSIONERS /� r i � �� Mayor George Neugent, District 2 The Florida. Ke Se y I Mayor Pro Tern David Rice, District 4 Danny L. Kolhage, District I Heather Carruthers, District 3 Sylvia J. Murphy, District 5 County Commission Meeting November 14, 2017 Agenda Item Number: F21 Agenda Item Summary #3520 BULK ITEM: Yes DEPARTMENT: Project Management/ Facilities TIME APPROXIMATE: STAFF CONTACT: Alice Steryou (305) 292 -4549 None AGENDA ITEM WORDING: Approval of Fourth amendment Third renewal agreement with Black Fire Protection, Inc. for "Full Maintenance — Fire Protection Systems ". The contract amount is adjusted for CPI by 2.1 %. Funding is ad valorem. ITEM BACKGROUND: This renewal amendment requests approval to renew the original agreement for the third of the (3) terms. The contract amounts are adjusted by 2.1% CPI -U. This term will commence on December 11, 2017 and terminate on December 10, 2018. Repairs for normal working hours between 8:00 a.m. and 5:00 p.m. Monday through Friday, excluding holidays, shall be $103.64 per hour for technician and shall be $181.37 per hour for technician and helper. Emergency service calls after hours stated above, including holidays, shall be $155.46 per hour for technician and shall be $271.53 per hour for technician and helper. The total quarterly service amount of contract shall be Four Thousand, Four Hundred Fifty -Six Dollars and Thirty -Nine Cents ($4,456.39) for an annual amount of Seventeen Thousand Eight Hundred Twenty -Five Dollars and Fifty -Six Cents ($17,825.56). PREVIOUS RELEVANT BOCC ACTION: May 15, 2013 - BOCC approved to advertise for bids for the inspection, testing, maintenance and repair of Fire Protection Systems. December 11, 2013 - BOCC approved a two (2) year Bid Award Agreement that provides for three (3) - one (1) year renewal agreements. November 17, 2015 - BOCC approved a First Amendment Renewal Agreement with Black Fire Protection, Inc. January 20, 2016 - BOCC approved a Second Amendment Agreement to correct a scrivener's error as to the yearly cost. December 14, 2016 - BOCC approved a Second Amendment Renewal Agreement. June 21, 2017 - BOCC approved a Third Amendment Agreement for a change of address. CONTRACT /AGREEMENT CHANGES: Contract will commence December 11, 2017 and terminate December 10, 2018; quarterly fees will increase by2.1 %, the CPI -U at December 31, 2016. Quarterly rate will be $4,456.39. STAFF RECOMMENDATION: Approval DOCUMENTATION: 4th Amend 3rd Renewal Black Fire Protection, Inc. 3rd Amendment Black Fire minor amendments 2nd Amendment Black Fire Scriverner's error 2nd renewal Black Fire 1 st Renewal Black Fire Original Bid Award Agreement Black Fire Protection, Inc. 12.11.13 FINANCIAL IMPACT: Effective Date: December 11, 2017 Expiration Date: December 10, 2018 Total Dollar Value of Contract: $56,000.00, repairs not to exceed $250,000.00 Total Cost to County: $56,000.00, repairs not to exceed $250,000.00 Current Year Portion: $ 17,825.56 plus repairs Budgeted: Yes Source of Funds: Ad Valorem and 304 Capital CPI: Yes Indirect Costs: N/A Estimated Ongoing Costs Not Included in above dollar amounts: N/A Revenue Producing: No Grant: No County Match: No Insurance Required: Yes Additional Details: If yes, amount: 12/14/16 304 -26000 PUBLIC SAFETY CAP PROD $47,127.00 CP0703- 560620 Kevin Wilson 12/14/16 001 -20501 FACILITIES MAINTENANCE $30,000.00 12/14/16 101 -20505 -CORRECTION FACILITIES $26,000.00 Total: $103,127.00 REVIEWED BY: Kevin Wilson Completed 10/30/2017 2:03 PM William DeSantis Completed 10/30/2017 2:32 PM Chris Ambrosio Completed 10/30/2017 2:52 PM Budget and Finance Completed 10/30/2017 3:38 PM Maria Slavik Completed 10/30/2017 3:38 PM Kathy Peters Completed 10/30/2017 5:05 PM Board of County Commissioners Pending 11/14/2017 9:00 AM F.21.a FOURTH AMENDMENT THIRD RENEWAL AGREEMENT FULL MAINTENANCE PROGRAM — FIRE PROTECTION MONROE COUNTY, FLORIDA THIS hereinafter "Fourth Amendment" is made and entered into this ( day of , 2017, between MONROE COUNTY (hereinafter "County" or "Owner"), a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West FL, 33040 and BLACK FIRE PROTECTION, INC. ( "CONTRACTOR "), a Florida c orporation, whose address is 1014 S.W. 19 Street, Ft. Lauderdale, FL 33315. WHEREAS, on December 11, 2013, the parties hereto entered into an agreement for inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems, including associated piping and equipment, located in Monroe County (hereinafter "Original Agreement"); and WHEREAS, on November 17, 2015, the BOCC approved the First Renewal Agreement; and; WHEREAS, on January 20, 2016, the BOCC approved correction of a minor scrivener's error in a Second Amendment Agreement; and; ! WHEREAS, on December 14, 2016, the BOCC approved a Second Amendment Renewal Agreement; and; WHEREAS, on June 21, 2017, the BOCC approved a Third Amendment Agreement for a change of address: and; WHEREAS, the parties have found the Original Agreement as Amended to be mutually beneficial; and WHEREAS, the parties find that it would be mutually beneficial to enter int� this fourth amendment third renewal agreement; now therefore NOW THEREFORE, IN CONSIDERATION of the mutual promises and e venants set forth below, the parties agree as follows: 1. In accordance with Paragraph 4: REPAIRS of the Original Agreement is mended as follows: A. Repairs for normal working hours between 8:00 a.m. and 5 :00 p.m. Monday through Friday, excluding holidays, shall be $103.64 per hour for technician nd shall be $181.37 per hour for technician and helper. B. Emergency service calls after hours stated above, including holidays, shall be $155.46 per hour for technician and shall be $271.53 per hour for technician and h 1per. C. The cost of parts (excluding freight and sales tax) shall be the manufactur rs cost plus 15 %. Freight, engineering, pennits, equipment and sales tax will be reimbursed at the amount charged only. The manufacturer's invoice must accompany all requests for payment for any part, which exceeds $500.00, and may be requested at the discretion of the Director, Public Works Facilities Maintenance, or his designee, for any part, regardless of the cost. Freight invoices over $500.00 must accompany a 1 orders that F.21.a Full Maintenance Program - Fire Protection Systems require shipping or transportation of parts whether the part is under war anty or not, and may be requested at the discretion of the Director, Public Wors Facilities Maintenance, or his designee, for any freight charge, regardless of the cot associated therewith. In accordance with Paragraph 5: PAYMENTS TO CONTRACTOR of the Origina is amended as follows: D. The following buildings will require: Agreement o U- $1,450.92 One Annual Inspection and flow test of the Fire Pump and (3) Three Qudrterly fire Annex /Old Jail (TESTING SCHEDULED Key West, FL 33040 sprinkler system inspections and testing per the latest edition of NFPA 25: r AROUND COURT HEARINGS) Monroe County Detention Center 5501 College Road $1.450.92 cost /yr. G) Key West, FL 33040 E 490 63` Street Ocean as Harvey Government Center 1200 Truman Avenue $1,243.64 cost /yr. Key West, FL 33040 Marathon, FL 33050 I � I � Lester Building 530 Whitehead Street $1,450.92 cost /yr. Key West, FL 33040 $1,243.64 Monroe County Courthouse 502 Whitehead Street $1,450.92 cost /yr. Annex /Old Jail (TESTING SCHEDULED Key West, FL 33040 r AROUND COURT HEARINGS) Marathon Government Annex 490 63` Street Ocean $1,243.64 Cost /yr. Marathon, FL 33050 Plantation Key, Jail 53 High Point Road $1,243.64 i ost /yr. Tavernier, FL 33070 0 Marathon Jail 3981 Ocean Terrace $1,243.64 i cost /yr. Marathon, FL 33050 0 The following buildings will require (1) One Annual Inspection and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: U- Monroe County Main Courthouse 500 Whitehead street $1,036.40 cost /yr. j Key West, FL 33040 c� Monroe County Sheriff 5525 College Road $ 829.08 �ost /yr. a� Administration Bldg. Key West, FL 33040 i Dept. of Juvenile Justice Building 5503 College Road $1,450.92 ost /yr. Key West, FL 33040 E Bayshore Manor 5200 College Road $ 621.80 Key West, FL 33040 7st/yr. as E is Page 2 of 4 d F.21.a Full Maintenance Program -Fire Protection Systems Freeman Justice Bldg. 302 Fleming Street Key West, FL 33040 Murray Nelson Government Center 102050 Overseas Highway Key Largo, FL 33037 Conch Key Fire Station 10 Conch Ave. Conch Key, FL 33050 Big Pine Fire Station Stock Island Fire Station 390 Key Deer Blvd. Big Pine Key, FL 33043 6180 2 nd Ave. Stock Island, FL 33040 $1,036.40 $ 1,036.40 $ 829.08 c $ 829.08 c $ 829.08 c WHENPERFORMINGANNUAL INSPECTIONS FOR SOMEMONROECOUNTYFACILITIES ,PRIMARIL THE COURTHOUSES, IT AMYBENECESSARYTOSCHEDULEINSPECTIONS BEFORE OFAFTER NORMAL BUSl SSHOURS. The total quarterly service amount of contract shall be Four Thousand, Four III indred Fifty Six Dollars and Thirty Nine Cents ($4,456.39) for an annual amount of Seventeen Thousand, Eight Hundred Twenty Five Dollars and Fifty Six Cents ($17,825.56). Total Compensation to CONTRACTOR for additional services and repairs under thi Agreement shall not exceed $250,000.00 unless pre- approved emergency work requiring additional funds is implemented. Contractor shall submit all invoices with the Application for Payment form ate There shall be no additional charges to the Owner for travel, mileage, meals, or 3. In accordance with Paragraph 6: TERM OF AGREEMENT of the Original Agreement is amended as follows: a) The County exercises the third of the three (3) one -year renewal options to renew the Original Agreement. The contract term will commence December 11h 2017 and terminate on December 10, 2018. 1 b) The contract amount is adjusted 2.1 % in accordance with the percentage change in the U.S. Department of Commerce Consumer Price Index (CPI U) forl all Urban Consumers as reported by the U.S. Bureau of Labor Statistics and based ution the CPI - U computation at December 31 of the previous year. Except as set forth in paragraphs 1, 2 and 3 of this Fourth Amendment Third Renewal in all other respects, the terms and conditions set forth in the Original Agreement, as amended, remain in full force and effect. Page 3 of 4 Full Maintenance Program - Fire Protection Systems (SEAL) Attest- KEVIN MADOK, CLERK By: Deputy Clerk Date: Witnesses for CONTRACTOR: Signature Printed Name and Date Printed'Namb and Date US FA Print Name and Title ress: .3,33 15 MONROE COUNTY A Mayor Date: CONTRACTOR legally bind Corporation - CHRIS AMBROS ASSISTANT COUNTY A Date: Full Maintenance Program - Fire Protection Systems THIRD AMENDMENT AGREEMENT FULL MAINTENANCE PROGRAM — FIRE PROTECTION SYSTEMS MONROE COUNTY, FLORIDA THIS hereinafter "Third Amendment Agreement" is made and entered into this 21st day of June, 2017, between MONROE COUNTY (hereinafter "County" or "Owner "), a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida, 33040, and BLACK FIRE PROTECTION, INC. ( "CONTRACTOR "), a Florida corporation, whose address is 1014 SW 19` Street, Ft. Lauderdale, Florida 33315. WHEREAS, the parties hereto did on December 11, 2013, enter into an agreement for inspection, testing, maintenance, and repairs per NFPA 25 for fire protection systems, including associated piping and equipment, located in Monroe County (hereinafter "Original Agreement "); and WHEREAS, on November 17, 2015, the BOCC approved the First Renewal Amendment Agreement; and; WHEREAS, on January 20, 2016, the BOCC approved correction of a minor scrivener's error in a Second Amendment Agreement; and; WHEREAS, on December 14, 2016, the BOCC approved a Second Renewal Amendment Agreement; and; WHEREAS, the Contractor has a new business address and the Original Agreement, as amended, shall be revised to reflect the new business address; and WHEREAS, County desires to revise language in paragraph 13, Nondiscrimination, of the Original Agreement in accordance with all current applicable laws; and WHEREAS, Contractor agrees and consents to such revisions in its Original Agreement; and WHEREAS, the parties find it mutually beneficial to amend its Original Agreement as to the Contractor's new business address and the revised language for Nondiscrimination compliance; and NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. In accordance with Paragraph 18: NOTICE REQUIREMENT of the Original Agreement shall be revised as follows: FOR COUNTY Monroe County Facilities Maintenance Department 1100 Simonton Street, Room 2 -216 Key West, FL 33040 FOR CONTRACTOR Kirby Black Black Fire Protection, Inc. 1014 SW 19 Street Ft. Lauderdale, FL 33315 Page 1 of 3 Full Maintenance Program - Fire Protection Systems 2. In accordance with paragraph 13, Nondiscrimination, of the Original Agreement, shall be revised as follows: 13. NONDISCRIMINATION. The parties agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. The parties agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88- 352), which prohibit discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC §§ 1681 -1683, and 1685- 1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC § 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC §§ 6101- 6107), which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, §§ 523 and 527 (42 USC §§ 690dd -3 and 290ee -3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII of CM the Civil Rights Act of 1968 (42 USC §§ 3601 et seq.), as amended, relating to n!�idiscrimination in the sale, rental or financing of housing; 9) The Americans with p► Disabilities Act of 1990 (42 USC §§ 1201), as amended from time to time, relating to a ixndiscrimination in employment on the basis of disability; 10) Monroe County Code nk& pter 13, Article VI, which prohibits discrimination on the basis of race, color, sex, o 9agion, national origin, ancestry, sexual orientation, gender identity or expression, o 5Awilial status or age; and 11) any other nondiscrimination provisions in any federal w Clstate statutes which may apply to the parties to, or the subject matter of, this A�eement. l,L N f. •y ° °" ;�i� Except as set forth in paragraphs 1 and 2 of this Third Amendment Agreement, in all r respects, the terms and conditions set forth in the Original Agreement, as amended, in in full force and effect. test: VIN MADOK, CLERK By: It Deputy Clerk Date: L'. 2i0 1 - 7 BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA B Y: � Mayor Date: 2I 1 2' 1-7 Page 2 of 3 , AO WOE COUNTY ATTORNEY'S OFFICE PPROVED AS T11 Fq i ll' i F� `�Q,J _ PATRICIA EABLES ASSISTAI'TCOUN Ai QRNEY DATE: —�? Z ra�net rg. '+4 r Full Maintenance Program - Fire Protection Systems CONTRACTOR: BLACK FIRE PROTECTION, INC. Witnesses for CONTRACTOR: �e� Signature , � ", , e,, 7 Printed Name and Date S' nature Printed Name and Date Signaude of person authorized to legally bind Corporation Date: % r 7 Print Name and Title Address: Page 3 of 3 AMY HEAVILIN, CPA CLERK OF CIRCUIT COURT & COMPTROLLER MONROE COUNTY, FLORIDA 0 0. DATE. January 29, 2016 TO: Doug Sposito, Director Public WorkslEngineering ATTN.- Alice Steryou / FROM: Cheryl Robertson Executive Aide to the Clerk of Court & Comptroller At the January 20, 2016 Board of County Commissioner's meeting the Board granted approval and CD execution of It C13 Approval of a Second Amendment Agreement with Black Fire Protection, Inc. 10 for "Full Maintenance — Fire Protection Systems" to correct a minor scrivener's error in the yearly cost in the amount of $11.20. E Enclosed is a duplicate original of the above mentioned executed on behalf of Monroe Countyfbr your handling, Shouldyou have any questions, pleasefeelftee to contact me. cc: County Attorney Finance File 500 Whitehead Street Suite 101, PO Box 1980, Key West, FL 33040 Phone: 305-295-3130 Fax: 305-295-3663 3117 Overseas Highway, Marathon, FL 33050 Phone: 305-289-6027 Fax: 305-289-6025 88820 Overseas Highway, Plantation Key, FL 33070 Phone: 852-7145 Fax: 305-852-7146 I SECOND AMENDMENT AGREEMENT FULL MAINTENANCE PROGRAM — FIRE PROTECTION SYSTEM'1 MONROE COUNTY, FLORIDA WHER-EAS, the parties hereto did on November 17, 2015, entered in to a first renewal amendment agreement for inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems including associated piping and equipment located in Monroe County; and WHEREAS, a scrivener's error occurred in the renewal agreement, payments to the contractor paragraph 2, D referencing paragraph 5 of the Original agreement in calculating the cost per year for the Dept. of Juvenile Justice Building ; and NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: Witnesses for CONTRACTOR: Signature Printed Name and Date Signature ■ nte ame and Pate 10, BOARD OF COUNTY COMMISSK�ERS OF MONROE COIJNYY, FLOIDA 5• L Ma)(or Date: ;/2y// Ifign, S aftire of person authorized to legally bind Corporation Date: - Print Name and"fiti'e C0 (n -4 C) C). 0 M Z -�7 t.1 , 2 7 e Address: y NYC 1 L- 0 (D LL e E E 04 E q Date: / /A 11 V Full Maintenance Program - Fire Protection Systems SECOND RENEWAL AMENDMENT AGREEMENT FULL MAINTENANCE PROGRAM — FIRE PROTECTION SYSTEMS MONROE COUNTY, FLORIDA THIS hereinafter "Second Renewal Amendment" is made and entered into this r day of 2016, between MONROE COUNTY (hereinafter "County" or "Owner ") a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West Florida, 33040 and BLACK FIRE PROTECTION, INC. ( "CONTRACTOR "), a Florida corporation, whose address is 3461 NW 75 Terrace, Lauderhill, FL 33319. WHEREAS, the parties hereto did on December 11, 2013, enter into an agreement for inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems, including associated piping and equipment, located in Monroe County (hereinafter "Original Agreement"); and WHEREAS, on November 17, 2015, the BOCC approved the First Renewal Amendment Agreement; and; WHEREAS, on January 20, 2016, the BOCC approved correction of a minor scrivener's error in a Second Amendment Agreement; and; WHEREAS, the parties have found the Original Agreement as Amended to be mutually beneficial; and WHEREAS, the parties find that it would be mutually beneficial to enter into this second renewal amendment agreement; NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. In accordance with Paragraph 4: REPAIRS of the Original Agreement; A. Repairs for normal working hours between 8:00 a.m. and 5:00 p.m. Monday through Friday, excluding holidays, shall be $101.51 per hour for technician and shall be $177.64 per hour for technician and helper. B. Emergency service calls after hours stated above, including holidays, shall be $152.26 per hour for technician and shall be $265.95 per hour for technician and helper. C. The cost of parts (excluding freight and sales tax) shall be the manufacturers cost plus 15 %. Freight, engineering, permits, equipment and sales tax will be reimbursed at the amount charged only. The manufacturer's invoice must accompany all requests for payment for any part, which exceeds $500.00, and may be requested at the discretion of the Director, Public Works Facilities Maintenance, or his designee, for any part, regardless of the cost. Freight invoices over $500.00 must accompany all orders that require shipping or transportation of parts whether the part is under warranty or not, and may be requested at the discretion of the Director, Public Works Page 1 of 6 Full Maintenance Program - Fire Protection Systems Facilities Maintenance, or his designee, for any freight charge, regardless of the cost associated therewith. 2. In accordance with Paragraph 5: PAYMENTS TO CONTRACTOR of the Original Agreement; A. COUNTY'S performance and obligation to pay under this agreement, is contingent upon annual appropriation by the Board of County Commissioners. B. COUNTY shall pay in accordance with the Florida Local Government Prompt Payment Act. Invoices for scheduled testing will be paid on a quarterly schedule in arrears. Payment will be made after completion of scheduled testing and upon submission of a proper invoice by CONTRACTOR. Payment for repairs will be made after acceptable completion of the repairs and upon submission of a proper invoice by CONTRACTOR. C. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to the Clerk, at completion of the work/repair by the CONTRACTOR and approval by an appropriate COUNTY representative. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds. D. The following buildings will require: One Annual Inspection and flow test of the Fire Pump and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: Monroe County Detention Center 5501 College Road Key West, FL 33040 $1,421.08 cost /yr. Harvey Government Center Lester Building 1200 Truman Avenue Key West, FL 33040 530 Whitehead Street Key West, FL 33040 Monroe County Courthouse 502 Whitehead Street Annex /Old Jail (TESTING SCHEDULED Key West, FL 33040 AROUND COURT HEARINGS) Marathon Government Annex Plantation Key, Jail Marathon Jail 490 63`� Street, Ocean Marathon, FL 33050 53 High Point Road Tavernier, FL 33070 3981 Ocean Terrace Marathon, FL 33050 $1,218.06 cost /yr. $1,421.08 cost /yr. $1,421.08 cost /yr. $1,218.06 /yr. $1,218.06 cost /yr. $1,218.06 cost /yr. The following buildings will require (1) One Annual Inspection and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: Page 2 of 6 Full Maintenance Program - Fire Protection Systems Monroe County Main Courthouse 500 Whitehead street $1,015.06 cost /yr. Key West, FL 33040 Monroe County Sheriff 5525 College Road $ 812.04 cost /yr. Administration Bldg. Key West, FL 33040 Dept. of Juvenile Justice Building 5503 College Road $1,421.08 cost /yr. Key West, FL 33040 Bayshore Manor 5200 College Road $ 609.02 cost /yr. Key West, FL 33040 Freeman Justice Bldg. 302 Fleming Street $1,015.06 cost /yr. Key West, FL 33040 Murray Nelson Government Center 102050 Overseas Highway $1,015.06 cost /yr. Key Largo, FL 33037 Conch Key Fire Station 10 Conch Av. $ 812.04 cost /yr. Conch Key, FL 33050 Big Pine Fire Station 390 Key Deer Blvd. $ 812.04 cost /yr, Big Pine Key, FL 33043 Stock Island Fire Station 6180 2 " Av. $ 812.04 cost /yr. Stock Island, FL 33040 WHENPERFORMING ANNUAL INSPECTIONS FOR SOME MONROE COUNTY FACILITIES, PRIMARILY THE COURTHOUSES, IT MAYBE NECESSARY TO SCHEDULE INSPECTIONS BEFORE OFAFTER NORMAL BUSINESS HOURS. The total quarterly service amount of contract shall be Four Thousand, Three Hundred Sixty Four Dollars and Seventy Three Cents ($4,364.73) for an annual amount of Seventeen Thousand, Four Hundred Fifty Eight Dollars and Ninety Two Cents ($17,458.92). Total Compensation to CONTRACTOR for additional services and repairs under this Agreement shall not exceed $250,000.00 unless pre- approved emergency work requiring additional funds is implemented. Contractor shall submit all invoices with the Application for Payment form attached. There shall be no additional charges to the Owner for travel, mileage, meals, or lodging. 3. In accordance with Paragraph 6: TERM OF AGREEMENT of the Original Agreement; a) The County exercises the second of the three (3) one -year renewal options to renew the Original Agreement. The contract term will commence December 11, 2016, and terminate on December 10, 2017. b) The contract amount is adjusted .7% in accordance with the percentage change in the U.S. Department of Commerce Consumer Price Index (CPI -U) for all Urban Page 3 of 6 Full Maintenance Program - Fire Protection Systems Consumers as reported by the U.S. Bureau of Labor Statistics and based upon the CPI -U computation at December 31 of the previous year. 4. In accordance with paragraph 9 of the Original Agreement (Public Access), it shall be revised as follows: Public Records Compliance. Contractor must comply with Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of Article I of the Constitution of Florida. The County and Contractor shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters or other "public record" materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County and Contractor in conjunction with this contract and related to contract performance. The County shall have the right to unilaterally cancel this contract upon violation of this provision by the Contractor. Failure of the Contractor to abide by the terms of this provision shall be deemed a material breach of this contract and the County may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the contract. The Contractor is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Contractor is required to: a. Keep and maintain public records that would be required by the County to perform the service. b. Upon receipt from the County's custodian of records, provide the County 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. c. 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 County. d. Upon completion of the contract, transfer, at no cost, to the County all public records in possession of the Contractor or keep and maintain public records that would be required by the County to perform the service. If the Contractor transfers all public records to the County 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. Page 4 of 6 Full Maintenance Program - Fire Protection Systems All records stored electronically must be provided to the County, upon request from the County's custodian of records, in a format that is compatible with the information technology systems of the County. e. A request to inspect or copy public records relating to a County contract must be made directly to the County, but if the County does not possess the requested records, the County shall immediately notify the Contractor of the request, and the Contractor must provide the records to the County or allow the records to be inspected or copied within a reasonable time. If the Contractor does not comply with the County's request for records, the County shall enforce the public records contract provisions in accordance with the contract, notwithstanding the County's option and right to unilaterally cancel this contract upon violation of this provision by the Contractor. A Contractor who fails to provide the public records to the County or pursuant to a valid public records request within a reasonable time may be subject to penalties under section 119. 10, Florida Statutes. The Contractor shall not transfer custody, release, alter, destroy or otherwise dispose of any public records unless or otherwise provided in this provision or as otherwise provided by law. 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 BRIAN BRADLEY AT PHONE# 305- 292 -3470 BRADLEY- BRIAN(,iMONROECOUNTY FL GOV, MONROE COUNTY ATTORNEY'S OFFICE 1111 12 STREET SUITE 408 KEY WEST, FL 33040 5. This Second Renewal Amendment will be retroactive to December 11, 2016, which is the original contract term commencement date. as set forth in paragraph 1, 2, 3 and 4 of this Second Renewal Amendment Gent, in all other respects, the terms and conditions set forth in the Original ant, as amended, remain in full force and effect. LION Deputy Clerk Date: $ ` e`ib BOARD OF COUNTY COMMISSIONERS CLERK OF MONROE COUNTY, FLOIDA B Mayor Date: - Page 5 of 6 MONROE COUNTY ATTORNEY'S OFFICE APPROVED. AS TO FORM PATRICIA EABLES ASSISTANT COUNTY =� DATE: I )-- l Cl Packet Pg. 455 Full Maintenance Program - Fire Protection Systems itnesses for CONTRACTOR: 9 Signature Printed Name and Date Signature Printed Name and Date CONTRACTOR: BLACK FIRE PROTECTION, INC. Z ignaiture o person authorized to legally bind Corporation Date: Z,/ �le Print Name and T f tle Address: Page 6 of 6 FULL MAINTENANCE PROGRAM — FIRE PROTECTION SYSTEMS MONROE COUNTY, FLORIDA WHEREAS, the parties hereto did on December 11, 2013, enter in to an agreement for inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems including associated piping and equipment located in Monroe County (hereinafter "Original Agree menf'), and • 111 11111111F III III • WHEREAS, the parties find that it would be mutually beneficial to enter into this first NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: A. Repairs for normal working hours between 8:00 a.m. and 5:00 p.m. Monday through Friday, excluding holidays, shall be $100.80 per hour for technician and shall be $176.40 per hour for technician and helper. B. Emergency service calls after hours stated above, including holidays, shall be $151.20 per hour for technician and shall • $264.10 per hour for technician and helper. 2. In accordance with Paragraph 5 PAYMENTS TO CONTRACTOR of the Original Agreement; A. COUNTY'S performance and obligation to pay under this agreement, is contingen! upon annual appropriation by the Board of County Commissioners. C. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to the Clerk, at completion of the work/repair by the CONTRACTOR and approval by an appropriate COUNTY representative. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds. MNMMG= One Annual Inspection and flow test of the Fire Pump and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: $1,411.20 cast /yr. Harvey Government Center mz��hi 1200 Truman Avenue Key West, FL 33040 530 Whitehead Street Key West, Fl, 33040 Monroe County Courthouse 502 Whitehead Street Annex/Old Jail (TESTING SCHEDULED Key West, FL 33040 AROUND COURT HEARINGS) Marathon Government Annex MEMEMMESM 490 63 d Street, Ocean Marathon, FL 33050 MqRZffll12ffM� S 1,209.60 cost/yr. $1,411.20 cost/yr 51,411.20 _cost/yr $1,209.60 cost/yr. - $1,209.60 cost/yr $1,209.60 cost/ r. The following buildings will require (1) One Annual Inspection and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: MRITSWI. 500 Whitehead Street Key West, FL 33040 $1,008.00 cost/yr. Monroe County Sheriff 5525 College Road $806.40 -cost/yr. MEMMMMMEM 31= M52MMMIMEM1 I 5503 College Road $1,400.00 cost/yr. Key West, FL 33040 5200 College Road S 604.80 cost/yr. Key West, Fl, 33040 302 Fleming Street $1,008.00 cost/vr. Key West, FL 33040 Murray Nelson Government Center 102050 Overseas Highway S 1008.00 cost.yn Key Largo, FL 33037 Conch Key Fire Station 10 Conch Av. S 806,40 co Conch Key, FL 33050 Big Pine Fire Station 390 Key Deer Blvd. $ 806.40 cost/vr. Big Pine Key, Fl, 33043 Stock Island Fire Station 6180 2 n' Av. S 806.40 costly. Stock Island, FL 33040 WAEN PERFORMING ANNUAL INSPECTIONS FOR SOME MONROE COUNTY FACILITIES, PRIMARILY THE C COUR77VOINES. IT MAY'?E NFCE.VVJ'PV TPR JCHE *U1 CIL?, VVMW/ M191 7#772,01771,07111,1012ilt 3. In accordance with Paragraph 6: TERM OF AGREEMENT of the Original Agreement; a) The County exercises the first of the three (3) one-year rene wal options to renew the Original Agreement. The contract term will commence December H, 2015 and terminate on December 10, 2016. b) The contract amount is adjusted .8% in accordance with the percentage change in the U.S. Department of Commerce Consumer Price Index (CPI-U) for all Urban Consumers as reported by the U.S. Bureau • Labor Statistics and based upon the CPI-U computation at December 31 of the previous year. Except as set forth in paragraph 1, 2 and 3 of this First Renewal Amendment Agreement, in all other respects, the terms and conditions set forth in the Original Agreement, as amended, rema in full force and effect. I mimmm ll'AVILIN, CLERK ! M C*tJr'I'I'Y C*11ITTISSIOIETM UNT I 0/ Date: 1 1//711 Address: Si ) ia dr 1 77 �j VII 1 � 1 � 0 rlrs Printed Name and Date mc m'EY pi� u M.-Mmm, ruwi maintenance rrogram - rire Nrotection Nystems AGREEMENT FULL MAINTENANCE PROGRAM — FIRE PROTECTION SYSTEMS MONROE COUNTY, FLORIDA This (2) two year Agreement is made and entered into this 11 day of December, 2013, between MONROE COUNTY, FLORIDA ( "COUNTY "), a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, and BLACK FIRE PROTECTION, INC ( "CONTRACTOR "), a Florida corporation, whose address is 3461 NW 75"' Terrace, Lauderhill, FL 33319. WHEREAS, COUNTY desires to have inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems including associated piping and equipment located in Monroe County, and WHEREAS, CONTRACTOR desires and is able to provide inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems including associated piping and equipment located in Monroe County; and WHEREAS, it serves a legitimate public purpose for CONTRACTOR to provide inspection, testing, maintenance and repairs per NFPA 25 for fire protection systems including associated piping and equipment located in Monroe County, now therefore, '7 IN CONSIDERATION of the mutual promises and covenants contained (herein, it is agreed as follows: 1. THE AGREEMENT The Agreement consists of this document, the bid documents, exhibits, and any addenda only. 2. SCOPE OF THE WORK: A. The Contractor shall furnish all labor, materials, equipment, tools, transportation, services, and incidentals, and perform all the work necessary per the latest edition of NFPA 25 for the fire suppression sprinkler systems including associated piping and equipment in compliance with this agreement and the Local Authority Having Jurisdiction. B. Provide a complete program including inspection, testing, maintenance and repairs in accordance with all guidelines issued per the latest edition of NFPA 251 for the fire suppression sprinkler systems including associated piping and equipment at the facilities listed in Paragraph 5.1) below: 1. Total Service Coverage. Contractor is to provide all parts, labor and transportation required to provide for the inspection, testing, maintenance Page 1 of 15 r-uii maintenance Program - rire Protection systems and repairs per NFPA 25 and schedules as well as keeping the equipment in proper operating condition to protect against unpredictable repair expenditures as well as ensure reliability and efficiency. Repairs shall be based on the fee schedule rates for labor and materials as outlined in this Agreement. The Contractor shall document each on -site service call and furnish the owner with a copy showing time in and out, date and a brief description of activity. Work orders for on -site system preventative maintenance will list the inspection date, individual to report to, equipment identification, equipment location, work to be performed, and any special instructions. All documentation shall be submitted by the Contractor to the Owner's representative on site and a copy with the Contractor's invoice for payment. 3. 2. 24 -Hour Emergency Service - 7 days a week: Technicians to respond twenty -four hours a day, seven days a week to ensure proper and reliable operation of systems as designated for the facilities listed in Paragraph 5.D below. In the event of an operational failure, emergency response time shall be no greater than eight (8) hours from County notification to be on site. 3. Additional Services: The Contractor shall include written findings, corrective actions, and recommendations within the Quarterly Inspection Reports. Whenever permitting and/or engineering services ',,are required for repairs/replacements, the Contractor shall submit to the , County the Contractor's actual certified documented costs for such services and shall invoice the County for reimbursement of only such costs. QUALITY ASSURANCE PROGRAM The Contractor shall meet the Owner on a semi - annual basis to eve performance and Owner's satisfaction with the quality of service provided. Contractor is to schedule a meeting with the Owner at the the contract year and an update meeting six months into the contract following being part of the agenda. Contractor shall compile and Owner for approval, all maintenance, testing criteria and proce covered systems and equipment as required by NFPA and recomm Manufacturer. The testing and maintenance criteria and proced formatted under major headings of which is then to be incor i bar /Gnatt chart schedule utilizing Microsoft Scheduler or equal, luate system hat is being beginning of (ear with the ubmit to the lures for all ;nded by the res shall be rated into a showing the I Page 2 of 15 run maintenance Program - i-ire Protection bystems Contractor's scheduled site visits and the tasks to be accomplished' in order to complete the contract's scope. 4. REPAIRS A. Repairs for normal working hours between 8:00 a.m. and 5:00 p.m. Monday through Friday, excluding holidays, shall be $100.00 per hour for technician and shall be $175.00 per hour for technician and helper. E B. Emergency service calls after hours stated above, including holidays, shall be $150.00 per hour for technician and shall be $262.00 per hour for technician and helper. C. The cost of parts (excluding freight and sales tax) shall be the manufacturers cost plus 15 %. Freight, engineering, permits, equipment and sales tax will be reimbursed at the amount charged only. The manufacturer's invoice must accompany all requests for payment for any part, which exceeds $500.00, and may be requested at the discretion of the Director, Public Works Facilities Maintenance, or his designee, for any part, regardless of the cost. Freight invoices over $500.00 must accompany all orders that require shipping or transportation of parts whether the part is under warranty or not, and may be requested at the discretion of the Director, Public Works Facilities Maintenance, or his designee, for any freight charge, regardless of the cost associated therewith. N 5. PAYMENTS TO CONTRACTOR A. COUNTY'S performance and obligation to pay under this agreement, is contingent upon annual appropriation by the Board of County Commissioners. B. COUNTY shall pay in accordance with the Florida Local Governni, ent Prompt Payment Act. Invoices for scheduled testing will be paid on a quarterly schedule in arrears. Payment will be made after completion of scheduled testing and upon submission of a proper invoice by CONTRACTOR. Payment for repairs will be made after acceptable completion of the repairs and upon submission' of a proper invoice by CONTRACTOR. C. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to the Clerk, at completion of the work/repair by the CONTRACTOR and approval by an appropriate COUNTY representative. Acceptability to', the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds. D. The following buildings will require: One Annual Inspection and flow test of the Fire Pump and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: Page 3 of 15 run maintenance Program - rire Protection systems Monroe County Detention Center 5501 College Road 1,400.00 cost/yr. Key West, FL 33040 Harvey Government Center 1200 Truman Avenue $1,200.00 ` ost/yr. Key West, FL 33040 Lester Building 530 Whitehead Street $1,400.00 cost/yr. Key West, FL 33040 Monroe County Courthouse 502 Whitehead Street $1,400.00 cost/yr. Annex/Old Jail (TESTING SCHEDULED Key West, FL 33040 AROUND COURT HEARINGS) Marathon Government Annex 490 63r Street, Ocean $1,200.00 cost/yr. Marathon, FL 33050 Plantation Key, Jail 53 High Point Road $1,200.00 cost/yr. Tavernier, FL 33070 Marathon Jail 3981 Ocean Terrace $1,200.00 cost/yr. Marathon, FL 33050 The following buildings will require (1) One Annual Inspection and (3) Three Quarterly fire sprinkler system inspections and testing per the latest edition of NFPA 25: Monroe County Main Courthouse 500 Whitehead Street $1,000.00 cost/yr. Key West, FL 33040 Monroe County Sheriff 5525 College Road $800.00 cost/yr. Administration Bldg. Key West, FL 33040 Dept. of Juvenile Justice Building 5503 College Road 1,400.00 cost/yr. Key West, FL 33040 Bayshore Manor 5200 College Road $600.00 cost/yr. Key West, FL 33040 Freeman Justice Bldg. 302 Fleming Street $1,000.09 cost/yr. Key West, FL 33040 Murray Nelson Government Center 102050 Overseas Highway $1000.00 cost.yr. Key Largo, FL 33037 Conch Key Fire Station 10 Conch Av. $800.00 cost/yr. Conch Key, FL 33050 I Page 4 of 15 run maintenance Program - rire Protection Systems Big Pine Fire Station 390 Key Deer Blvd. $800 cost/�r. Big Pine Key, FL 33043 Stock Island Fire Station 6180 2n Av. $800.00 coq/yr. Stock Island, FL 33040 WHEN PERFORMING ANNUAL INSPECTIONS FOR SOME MONROE COUNTY FACILITIES, PRIMARILY THE COURTHOUSES, IT MAYBE NECESSARY TO SCHEDULE INSPECTIONS BEFORE OFAFTER NORMAL BUSHINESS HOURS. The total quarterly service amount of contract shall be Four Thousand Three Hundred Dollars ($4,300.00) for an annual amount of Seventeen Thousand Two Hun ddred Dollars ($17,200.00). Total Compensation to CONTRACTOR for additional service's and repairs under this Agreement shall not exceed $250,000.00 unless pre- approved emergency work requiring additional funds is implemented. Contractor shall submit all invoices with the Application for Payment form attached There shall be no additional charges to the Owner for travel, mileage, meals, or lodging. 6. TERM OF AGREEMENT This (2) two year Agreement shall commence on December 11, 2013, and ends upon December 10, 2015, unless terminated earlier under paragraph 20 of this Agreement. The COUNTY shall have the option to renew this Agreement for up to an additional three (3) one -year periods at terms and conditions mutually agreeable to the parties, N exercisable upon written notice given at least 30 days prior to the end of the, initial term. Unless the context clearly indicates otherwise, references to the "term" of this Agreement shall mean the initial term of two (2) years. The Contract amount may be adjusted annually in accordance with the percentage change in the U.S. Department of Commerce Consumer Price Index (CPI -U) for all Urban Consumers as reported by the U.S. Bureau of Labor Statistics and shall be based upon the CPI -U annualized computation at December 31 of the previous year. 7. ACCEPTANCE OF CONDITIONS BY CONTRACTOR CONTRACTOR has, and shall maintain throughout the term of this', Agreement, appropriate licenses. Proof of such licenses and approvals shall be subt!nitted to the COUNTY upon request. 8. FINANCIAL RECORDS OF CONTRACTOR CONTRACTOR shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and Page 5 of 15 run maintenance Program - rire Protection z)ystems for four years following the termination of this Agreement. If an auditor employed by the COUNTY or Clerk determines that monies paid to CONTRACTOR pursuant to this Agreement were spent for purposes not authorized by this Agreement, the CONTRACTOR shall repay the monies together with interest calculated pursuant to Sec. 55.03, FS, running from the date the monies were paid to CONTRACTOR. 9. PUBLIC ACCESS Pursuant to Florida Statute §119.0701, Contractor and its subcontractors shall comply with all public records laws of the State of Florida, including but not limited to: E A. Keep and maintain public records that ordinarily and necessarily would be required by Monroe County in the performance of this Agreement. B. Provide the public with access to public records on the same terms and conditions that Monroe County would provide the records and at a cost that does not exceed the cost provided in Florida Statutes, Chapter 119 or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. D. Meet all requirements for retaining public records and transfer, at no cost, to Monroe County all public records in possession of the contractor upon termination of this Agreement and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to Monroe County in a format N that is compatible with the information technology systems of Monroe County. 10. HOLD HARMLES INSURANCE AND LIMITATION OF LIABILITY Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Contractor shall defend, indemnify and hold the COUNTY and the COUNTY's elected and appointed officers and employees harmless from and against (i) any third -party claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any reasonable costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified parry by reason of, or in connection with, (A) any activity of CONTRACTOR or any of its employees, agents, sub - contractors or other invitees during the term of this AGREEMENT, (B) the negligence or willful misconduct of CONTRACTOR or any of its employees, agents, sub - contractors or other invitees, or (C) CONTRACTOR's default in respect of any of the obligations that it undertakes under the terms of this AGREEMENT, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole egligent acts or omissions of the COUNTY or any of its employees, agents, contracto s or invitees (other than CONTRACTOR). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occutr during the Page 6 of 15 ruu maintenance Nrogram - rire Nrotection systems term of this AGREEMENT, this section will survive the expiration of the ' of this AGREEMENT or any earlier termination of this AGREEMENT. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. Failure of CONTRACTOR to comply with the requirements of this section shall be cause for immediate t6 niination of this agreement. Prior to execution of this agreement, CONTRACTOR shall furnish the COUNTY Certificates of Insurance indicating the minimum coverage limitations in the following amounts: WORKERS COMPENSATION AND EMPLOYER'S LIABILITY INSURANCE. Where applicable, coverage to apply for all employees at a minimum statutory limits as required by Florida Law, and Employer's Liability coverage in the amount of $ 100.000.00 bodily injury by accident, $ 500,000.00 bodily injury by disease, policy limits, and $ 100, 000.00 bodily injury by disease, each employee. COMMERCIAL AUTOMOBILE VEHICLE LIABILITY INSURANCE. Motor vehicle liability insurance, including applicable no -fault coverage, with limits of liability of not less than $100,000.00 per aggregate occurrence, combined single limit for Bodily Injury Liability and � Property Damage Liability. Coverage shall include all owned vehicles, all non -owned vehicles, and all hired vehicles. If single limits are provided, the minimum acceptable limits are $ 100,000.00 per person, $ 300,000.00 per occurrence, and $ 50.000.00 propekty damage. Coverage shall include all owned vehicles, all non -owned vehicles, and all hired vehicles. COMMERCIAL GENERAL LIABILITY. Commercial general liability coverage with limits of liability of not less than $300, 000.00 per aggregate occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. If single limits are provided, the minimum acceptable limits are $ 100.000.00 per person, $ 300,000-00 per occurrence, and $ 50.000.00 property damage. MONROE COUNTY BOARD OF COUNTY COMMISSIONERS MUST BE NAMED ADDITIONAL INSURED - ADD RIDER #1- WITH RESPECT TO LIABILITY ARISING OUT OF OPERATIONS PREFORMED FOR THEM, BY OR ON BEHALF OF CONTRACTOR, BUT ONLY TO THE EXTENT OF DAMAGES CAUSEp BY THE CONTRACTOR'S NEGLIGENCE ON ALL LIABILITY POLICIES EXCEPT 'WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY. CERTIFICATES OF INSURANCE: Original Certificates of Insurance shall be provided to the COUNTY at the time of execution of this Agreement and certified copies provided', if requested. Each policy certificate shall be endorsed with a provision that not less than thirty (30) calendar days' written notice shall be provided to the COUNTY before any policy or coverage is canceled or restricted. The underwriter of such insurance shall be qualified to do business the State of Florida. If requested by the County Administrator, the insurance coverage shall be primary insurance with respect to the COUNTY and its officials - ADD RIDER #3- except to the extent any loss, claim or action is caused by the negligence of one or more of the additional insured. Page 7 of 15 run maintenance Program - rire Protection Systems NEITHER PARTY SHALL UNDER ANY CIRCUMSTANCES OR THEORY 13E LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST SAVINGS OR LOSS OF GOOD WILL) SUFFERED OR INCURRED IN CONNECTION WITH PERFORMANCE OR NON - PERFORMANCE UNDER THIS AGREEMENT, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AMOUNT OF EACH PARTY'S LIABILITY TO THE OTHER PARTY UNDER THIS AGREEMENT WILL BE CAPPED AT AND UNDER NO CIRCUMSTANCES WILL EXCEED $250,000. 11. NON - WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of COUNTY and CONTRACTOR in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any Agreement entered into by the COUNTY be required to contain any provision for waiver. 12. INDEPENDENT CONTRACTOR At all times and for all purposes under this agreement CONTRACTOR is an', independent contractor and not an employee of the Board of County Commissioners of Monroe N County. No statement contained in this agreement shall be construed so as to find CONTRACTOR or any of his employees, sub - contractors, servants, or agents to be employees of the Board of County Commissioners of Monroe County. 0 13. NONDISCRIMINATION CONTRACTOR agrees that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any parry, effective the date of the court order. CONTRACTOR agrees to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88 -352) which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681 -1683, and 1685- 1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4 The Age Discrimination Act of 1975, as amended (42 USC ss. 6101 -6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92 -255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91 -616), as amended, relating to nondiscrimination on the Page 8 of 15 run maintenance Program - Hre Protection systems basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, , ss. 523 and 527 (42 USC ss. 690dd -3 and 290ee -3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act',of 1968 (42 USC s. et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 121,01 Note), as maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10) Any other nondiscrimination provisions in any Federal or state statutes which may apply to COUNTY and CONTRACTOR to, or the subject matter of, this Agreement. 14. ASSIGNMENT /SUBCONTRACT CONTRACTOR shall not assign or subcontract its obligations under this agreement to others, except in writing and with the prior written approval of the Board of County Commissioners of Monroe County and CONTRACTOR, which approval shall be subject to such conditions and provisions as the Board may reasonably deem necessary. This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee or sub shall comply with all of the provisions of this agreement. Unless expressly provided for therein, such approval shall in no manner or event be deemed to impose any additional obligation upon the board. 15. COMPLIANCE WITH LAW AND LICENSE REQUIREMENTS In providing all services /goods pursuant to this agreement, CONTRACTOR shall abide N by all laws of the Federal and State government, ordinances, rules and regulations pertaining to, or regulating the provisions of, such services, including those now in effect and hereinafter adopted. Compliance with all laws includes, but is not limited to, the immigration laws of the Federal and State government. Any violation of said statutes, 2 ordinances, rules and regulations shall constitute a material breach of this agreement and L- shall entitle the Board to terminate this Agreement. CONTRACTOR shall possess T proper licenses to perform work in accordance with these specifications throughout the term of this Agreement. 16. DISCLOSURE AND CONFLICT OF INTEREST CONTRACTOR represents that it, its directors, principles and employees, presently have no interest and shall acquire no interest, either direct or indirect, which wouId conflict in any manner with the performance of services required by this contract, as provided in Section 112.311, et. seq., Florida Statutes. COUNTY agrees that officers and employees of the COUNTY recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Flo�ida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting! employment or contractual relationship; and disclosure or use of certain information. COUNTY and CONTRACTOR warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for Page 9 of 15 rwi maintenance Nrogram - rire Nrotection bystems it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide emplo y ee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the CONTRACTOR agrees that the COUNTY shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commissions percentage, gift, or consideration. 17. NO PLEDGE OF CREDIT CONTRACTOR shall not pledge the COUNTY'S credit or make it a guarantor of payment or surety for any contract, debt, obligation, judgment, lien, or any form of indebtedness. CONTRACTOR further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this contract. 18. NOTICE REQUIREMENT Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage prepaid, to the other parry by certified mail, returned receipt requested, to the following: FOR COUNTY Monroe County Facilities Maintenance Department 3583 South Roosevelt Boulevard Key West, FL 33040 And County Attorney Post Office Box 1026 Key West, FL 33041 -1026 19. TAXES FOR CONTRACTOR Kirby Black 3461 NW 75 Terrace Lauderhill, FL 33319 COUNTY is exempt from payment of Florida State Sales and Use taxes. CONTRACTOR shall not be exempted by virtue of the COUNTY'S exemption from paying sales tax to its suppliers for materials used to fulfill its obligations under this contract, nor is CONTRACTOR authorized to use the COUNTY'S Tax Exemption Number in securing such materials. CONTRACTOR shall be responsible for any and all taxes, or payments of withholding, related to services rendered under this agreement. 20. TERMINATION Page 10 of 15 I ruu maintenance Nrogram - Fire rrotection systems A. The COUNTY may terminate this Agreement with or without cause) prior to the commencement of work. B. The COUNTY or CONTRACTOR may terminate this Agreement fojr cause with seven (7) days notice to CONTRACTOR. Cause shall constitute a breach of the obligations of either party to perform the obligations enumerated under this Agreement. C. Either of the parties hereto may cancel this agreement without cause by giving the other party sixty (60) days written notice of its intention to do so. 21. GOVERNING LAW, VENUE, INTERPRETATION, COSTS, AND FEES This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to Agreements made and to be performed entirely', in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the COUNTY and CONTRACTOR agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. 22. MEDIATION The COUNTY and CONTRACTOR agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. 23. SEVERABILITY If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The COUNTY and CONTRACTOR agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken prevision. 24. ATTORNEY'S FEES AND COSTS COUNTY and CONTRACTOR agree that in the event any cause d f action or administrative proceeding is initiated or defended by any party rel tive to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees in both trial and appellate proceedings. Each party agrees to Page 11 of 15 ruu maintenance rrogram - rire Nrotection systems pay its own court costs, investigative, and out -of- pocket expenses whether it is the prevailing party or not, through all levels of the court system. 25. ADJUDICATION OF DISPUTES OR DISAGREEMENTS COUNTY and CONTRACTOR agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of COUNTY and CONTRACTOR. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at a public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of COUNTY and CONTRACTOR, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. 26. COOPERATION In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, COUNTY and CONTRACTOR agree to participate, to the extent required',by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. COUNTY and CONTRACTOR specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 27. BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of COUNTY and CONTRACTOR and their respective legal representatives, successors, and assigns. 28. AUTHORITY Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessat�y COUNTY and corporate action, as required by law. 29. CLAIMS FOR F EDERAL OR STATE AID CONTRACTOR and COUNTY agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this! Agreement; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 30. PRIVILEGES AND IMMUNITIES Page 12 of 15 run maintenance Nrogram - rire Nrotection systems All of the privileges and immunities from liability, exemptions from laws,, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the COUNTY, when performing their respective function$ under this Agreement within the territorial limits of the COUNTY shall apply to the flame degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the COUNTY. 31. LEGAL OBLIGATIONS AND RESPONSIBILITIES This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, � which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, au#horizing the delegation of the constitutional or statutory duties of the COUNTY, except ito the extent permitted by the Florida constitution, state statute, and case law. 32. NON - RELIANCE BY NON - PARTIES No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the COUNTY and the CONTRACTOR agree that neither the COUNTY nor the CONTRACTOR Or any agent, officer, or employee of either shall have the authority to inform, counsel, ''or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior toy, or superior to the community in general or for the purposes contemplated in this Agreement. 33. ATTESTATIONS CONTRACTOR agrees to execute such documents as the COUNTY may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free Workplace Statement. 34. NO PERSONAL LIABILITY No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County ;fin his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any persona liability or accountability by reason of the execution of this Agreement. 35. EXECUTION IN COUNTERPARTS I Page 13 of 15 run maintenance Nrogram - t-ire Nrotection systems This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. 36. SECTION HEADINGS Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. 37. PUBLIC ENTITY CRIME INFORMATION STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public � entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to a public entity, may not be awarded or perform work as a Construction Manager, supplier, subcontractor, or consultant under a contact with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a' of 36 months from the date of being placed on the convicted vendor list." 38. MUTUAL REVIEW This agreement has been carefully reviewed by Contractor and the County therefore, this agreement is not to be construed against either parry on the basis of authorship. 39. INCORPORATION OF BID DOCUMENTS The terms and conditions of the bid documents are incorporated by reference in this contract agreement. Remainder of page intentionally left blank Page 14 of 15 rwi maintenance Program - rire Protection systems 40. ANNUAL APPROPRIATION The County's performance and obligation to pay under this agreement is contingent upon an annual appropriation by the Board of County Commissioners. In the event that the County funds on which this Agreement is dependent are withdrawn, this Agreement is terminated and the County has no further obligation under the terms of this Agreement to the Contractor beyond that already incurred by the termination date. IN WITNESS WHEREOF, COUNTY and CONTRACTOR hereto have executed this Agreement on the day and date first written above in four (4) counterparts, each of ,'which shall, WR ut proof or accounting for the other counterparts, be deemed an original contract. BOARD OF COUNTY COMMISSIONERS HEAVILIN, Deputy Clerk ')L4 �X I P Date: Witn s for CON CTO Signature i k�( t\ • 11 ; 1 V. ; OF MONROE COUNTY, FLOIDA By: rr� Date: Address: -333/9 i , �'e tJ. �. t ( ^ f � COK MA =a MY - O F912 9M EXPIRES hoist 18.20'45 - RO J . �RCAbb =ZI �d O O � Q ASNT CO R EY lc WS 3 _ C U0--� `."0J € ":x # b-n I Page 15 of 15 Print Name