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Item C15Bulk Itcm: Yes X No AGENDA ITEM WORDING: Approval of a Month to Month agreement with Miami Janitorial Supplies, Inc., for janitorial services at the Key Largo Library. ITEM BACKGROUND: The current assignment of contract second renewal agreement with Miami Janitorial Supplies, Inc. expires May 31, 2014. We are requesting a Month to Month agreement until a Bid is awarded. PREVIOUS RELEVANT BOCC ACTION: On May 18, 2011, the BOCC awarded the bid and current contract. On March 21, 2012, the BOCC approved an amendment for additional services at the Key Largo Library and first option renewal agreement. On May 15, 2013, the BOCC approved the second option renewal agreement. The County received notice on or about June 11, 2013 that Best Janitorial & Supplies, Inc. will be "shutting down operations" and wishes to assign and transfer all rights, title, interest and obligations of the second renewal contract to Miami Janitorial Supplies, Inc.. On July 17, 2013 the BOCC approved a Consent to Assignment agreement with Best Janitorial & Supplies, Inc., hereafter ASSIGNOR and Miami Janitorial Supplies, Inc., hereafter ASSIGNEE for janitorial services at the Key Largo Library, effective August 01, 2013. CONTRACT/AGREEMENT CHANGES: Effective June 01, 2014, Miami Janitorial Supplies, Inc., as assignee, will be substituted for Best Janitorial & Supplies, Inc., as assignor on a Month to Month agreement until a contract bid can be awarded. The monthly agreement rate remains at $1,614.21 per month. STAFF RECOMMENDATIONS: Approval TOTAL COST: $19,370.52/yr INDIRECT COST: BUDGETED: Yes X No $ 1.614.2 1 /rc ontlI' DIFFERENTIAL OF LOCAL PREFEICA 110E: REVENUE PRODUCING: Yes No X AMOUNT PER MONTH Year APPROVED BY: County Att y OMB/PUrc iasing Risk Management DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM rm, CONTRACT SUMMARY Contract with: Miami Janitorial Supplies, Contract Inc. Effective Date: 06/01/14 Expiration Date: of to of Contract Purpose/Description: Approval of an agreement extending the contract assignment on a Month to of basis for janitorial services at the Key Largo Library until a bid can be awarded. Contract Manager: Alice Steryou 4549 Facilities Maint/Stop 44 (Name) (Ext.) (Department/Stop for BOCC meeting on 04/16/14 Agenda Deadline: 04/01/14 Ift: I : 6mr"MI-ME Grant:$ N/A County Match: $ N/A [oil] z I I $1,614.21/mo $ AccountCodes: 001-20501-530-340-$1,614.21/mo. ADDITIONAL COSTS Estimated Ongoing Costs: $-/yr For: (Not included in dollar value above) (eg. maintenance, utilities, janitorial etc. CONTRACT REVIEW Changes Date Out, I?ate In Division Director V fl)l q Needed Reviewei, Yes[:] Non/ 3j is Management O.M.B./Purellsing -�J Li County Attorney YesE] No ED" 'I -A Yes[:] No[j] YesE] NoT�-,j Comments: Alaj�� 94TAN, W-W11111 ma [a ®R and Miami Janitorial Supplies. Inc., hereafter ASSIGNER WHEREAS, on May 18, 2011, the parties entered into an agreement to proxviidejaniton" services four (5) days per week for the KEY LARGO LIBRARY, Monroe County (hereinafl ginal Agreement"); and WHEREAS, on September 15, 2011, the County extended the number of days the library is open which resulted in the parties amending the contract on March 21, 2012 to add one additional day per week of janitorial services at the library, increasing the monthly fee and exercising the fust renewal option; and WHEREAS, on May 15, 2013, the COUNTY and ASSIGNOR entered into a second renew. contract for the provision ofjanitorial services, which will expire May 31, 2014; and WE[EREAS, the COUNTY received notice on or about June 11, 2013 that Best Janitorial Sa�Ldies Inc. will !or- —"*utting down operations!' and wishes to assi2i and transfer all ri.j.Ati.-ditU- inter] and obligations of the second renewal contract to Miami Janitorial Supplies, Inc.; and WHEREAS, on July 17, 2013, the County approved an Assignment of Contract for B Janitorial & Supplies, Inc., hereafter ASSIGNOR and Miami Janitorial Supplies, Inc., hereaft ASSIGNEE� effective date August 01, 2013. WHEREAS, the parties would like to extend the Original agreement as amended and assigned a Month to Month basis until a contract bid can be awarded. NOW THEREFORE, inconsideration of the mutual promises of the original agreement amended herein, the parties agree as follows: I 1. All Notices will be sent to Miami Janitorial Supplies, Inc., 9 100 NW t 19 Street, Unit 1, Hialeah Gardens, ED 33018 1 The term will be extended on a Month to Month basis. 3. The remaining provisions of the agreement dated May 18, 2011, as amended and assigned, not inconsistent herewith, remain in fall force and effect. (SEAL) ATTEST: AMY HEANTLIN, CLEVY, By Deputy Clerk Witnesses: By Witnesses* By: Miami Janitorial Supplies, Inc. (ASSIGNEE) By 06"-k Signature L/ C. / M Printed Namc/Title Date: , -" -- -7;/ -- ,XO/ Printed Name N 1,4-' N't 1 SS I G N N-1 FNT COPY ']'his Consent to Assignitient is entered into this 17th day of July, 2013, by and between Monroe County, a political subdivision of tile State of Florida, hereafter COUNTY, and Best Janitorial & Supplies, Inc., hereafter ASSIGNOR, and Miarni Janitorial Supplies, Inc,-. hereafter ASSIGNEE. WHEREAS, on May 18, 2011, the parties entered into an agreement to provide janitorial services four (5) days per week for the KEY LARGO LIBRARY, Monroe County (hereinafter " Original .Agree ment"); and WHEREAS, on September 15, 2011, the County extended the number of days the library is open which resulted in the parties amending the contract on March 21, 2012 to add one additional day per week of janitorial services at the library, increasing the monthly fee and exercising the first renewal option; and WHEREAS, on May 15, 2013, the COUNTY and ASSIGNOR entered into a second renewal contract for tire provision of janitorial services, which will expire May 31, 2014; and WHEREAS, the COUNTY received notice on or about June 11, 2013 that Best Janitorial A, Supplies, Inc, will be "shutting down operations" and wishes to assign and transfer all rights, title, interest and obligations of the second renewal contract to Milani Janitorial Supplies, Inc,; and Now therefore, inconsideration of the nintual pr(,)rnises of the original agreement as amended herein, tile parties agree as follows: 1. Effective August 01, 2013, the Assignor assigns to Assignee all the Assignor's rights, title and interest in the original agreernent as amended. Miami Janitorial Supplies, Inc,, as assignee, will be substituted for Best Janitorial & Supplies, hic,, asassignor. 2. In consideration for such consent, the Assignee agrees to be bound by all the teruls and conditions of the original agreement, as unleaded above, 3. All Notices will be sent to Miarai Janitorial Supplies, Inc., I , ('JoWl 1,ly�')J f v. 4. The remaining provisions of the agreement dated May 18, 2011, as amcifdcd, notin�(1111siSUJAII herewith, ternain in fall force and effect, .11rJj\VILIN, AM) Deputy Clerk BOARD OF COUNTY COMMISSIONERS 01' NIONK()1-1 ('01 I I Y, 11OR10A By: Mayor/Chairman )N - Best Jan itori,n I.& -S v 1) 111 ics, Inc. �% SNI 11) Signature Z_ ill i 11tud Na 111C Date: Miami Janitorial Supplies, Me, (ASSIGNEE) Witnesses" Bv signal are Printed Name Date. 02— a>f CI I f-i I S I H F M. L M 6 F R-� OAk 13 OWS Best lanourial & Supplies, Inc, "'u J Zd try. kiew Assignment of Contract Miami Janitorial Supplics, ITIC, C,Ai mtla Dia�� N esidLmz County of Monroe The Florida Keys Public Works Division SECOND RENEWAL AGREEMENT C(DPY JANITORIAL SERVICES — KEY LARGO LIBRARY MONROE COUNTY, FLORIDA THIS AMENDMENT AND RENEWAL AGREEMENT is made and entered into this 6A day of PI&I - , 2013, between MONROE COUNTY (hereinafter "County" or "Owner"), a political bdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, and BEST JANITORIAL & SUPPLIES, INC. ("CONTRACTOW'), a Florida corporation, whose address is 6900 NW 37th Avenue, Miami, Florida 33147. WHEREAS, the parties hereto did on May 18, 2011 enter into an agreement to provide janitorial services five (5) days per week for KEY LARGO LIBRARY, Monroe County (hereinafter "Original Agreement"); and WHEREAS, the Board of County Commissioners did on September 15, 2011 extend the number of days the library is to be open WHEREAS, on March 21, 2012, the parties hereto did amend the contract to add one additional day per week of janitorial services at the library, increasing the monthly fee and exercise the first renewal option,; and WHEREAS, the parties have found the Original Agreement as amended, to be mutually beneficial; M T11] WHEREAS, the parties have found the First renewal Agreement to be mutually beneficial; and WHEREAS, in accordance with the terms of the original contract and amendments, the parties wish to exercise the second renewal option, extending the contract term for one additional year and increasing the monthly contract cost for the renewal term by 1.7% CPI-U; NOW THEREFORE, in consideration of the mutual promises and covenants set forth below, the parties agree as follows: 1. Item 3, Payments to Contractor, subparagraph B shall read as follows: B. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to the Clerk, on a monthly schedule in arrears. 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. The Contract amount shall be One Thousand Six Hundred Fourteen and 21/100 Dollars (1,614.21) per month. 2. Item 4, Term of Agreement, shall read as follows: In accordance with Paragraph 4 of the Original Agreement, the County exercises the option to renew the Original Agreement as amended for the second of the two (2) one-year terms. This agreement shall commence on June 1, 2013 and end on May 31, 2014, unless terminated earlier under paragraph 18 of this Agreement. 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 computation at December 31 of the previous year. 3. Except as set forth above, in all other respects, the terms and conditions set forth in the Original Agreement as amended shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year rht above written. ATTEST: AMY HEAVILIN, CLERK Deputy Clerk Signature C� Oj 01'dV13 19TIM qo*S!�54 Si tur Date NTY AS I BOARD OF COUNTY COMMISSIONERS OF MONROEf UNTY, FLORIDA Mayor/Chairperson By M. '6-po -Z Print Name Of Address: 6'620 0 Telephone Number: 12,fi- Imull U"M M C) CD AMENDMENT AND RENEWAL AGREEMENT C (D Py JANITORIAL SERVICES - KEY CARGO LIBRARY MONROE COUNTYI_FLORIDA HT I IS A M 1. IN't) N1 i IN ! A.0 I i k 1.'J I Ak A I AGREEMENT is made and entered into this hcl►kccl, NIONROF COUNTY (hereinafter "County" or ['I Lit Jklil. address is 1100 Simonton Street, Key Wrsl, Horuia "'."'o1o. and Iii-S'i JANP()R1.A1 �tTP! INC. ("CONTRACTOR"), aFforida A%--c.ruc. londa 33147, 'mil lillkl),A, 111C parlic-, hereto did on May 19, 2011 enter into L111 ai-trtcment 141 provide janitorial perweekf`m­KEY 1,ARGOLIBRARY, Monrock k)unty(hcrCf11;111. tur "Original :\mrcericni ".'Ifl I Jt I_ ..A I, S, the and of County Commissioners did on September 15_, 2011 extend the number the tibrary is to be open W111 Rf AS, partw, wish to anioiid the c lnlr.l 1 to add one additional day per week of Janitorial wrviu.at the libioiX ,\ hick will incicki-le the imwhf) fee, and WHEREAS, in accordance with the terms of the original contract, the parties wish to exercise the first renewal option, extending the crvitfaci term for one additional year and increasing the monthly contracterist for the renewal to kr NOW THEREFORE, in consideration of the mutual promises and covenants set forth below, the parties agree as follows: 1. Item 2, Scope of Work, subparagraph Cr shall read as follows: G. kimional will be 6 days a week, Monday throngh Sattif(Iji, (c-\clurfing 11011days), Ilk itlnlmlg at 730 a.m. or 8-30 a.rn. and fini-iliiiit2 no later t1loil 11,�tj a,m, (1,ibrary opening tirne), 2. Itern 3, Payments to Contractor, subparagraph B shall read as follows, B, CONTRACTOR shall submit to C(ii ;N,i acceptable to the Clerk, on a monthl-% hc,l I C based on generally accepted accounim'-'priot qflk..� Ind mmh ILIws, as may govern the Clerk's disbtw,.,1 o[' hind". I ripin 2012, the ontract amount shall be . I'li,mmill(I I`i% v f I- Commidred Foriy-onv itfi-41- no/100 Dollars ($1,541.00) per iiwnth md t[0111 iffl-IL 1. '10 1 101 the Contract amount shall be Owo 'I'liollsilld Five 111111dred 1-it-diliv-sevell and 23/100 Dollars (5,11,587.23) per mom], 3. Itern 4, Term of Agreement, shall read as follows-, This agreement shall commence on April 1, 2012 and end on May 31, 2013, unless terminated earlier under paragraph IS of this Agreement, lic ( ould'. h;tc 'lit option io ow, A_ifccllwnl iol one (1) additional krill` and c ondn lin" 111(1111 i4l1k, 11V1CCdbk- to the parties, t11,11l1 %V1 ITIC11 11WICC given :a -ail (InNo; p,W, lo Ili cwl of the renewal term, The Contract amount dealt be - I, I i nsic ,i i I I n 1 t�j I i i, -,jc �- i - r�la nc c � v i i 1i [Ill' j:k rccp I it, tc change in the TJLS, Department W, r k,'. Uonsumcf I'I 1C.'. Index It N I. i I I'M aII I iri)011 Consumers as rciwr i;:d by tK. t F7urc:m i i i1,t,r �l.,jt Isis, :111,j ;11;111 1, 1,i 1 sc, i urn the CPI- U t o n 1 [)i t 1; 1 ti on at Dtwmber 31 0 f the previous, year, 4. Except set forth above, in all other respects, the terms mid conditions set forth in the Original Agreement remain in full or and effect, IN WITNESS WHEREOF, di c parties hereto have set their hands .aid seats the day and year first above witten, (SEAL) BOARD 01" COUNTY COMMISSIONERS A I I 1;S'l: DANNY L, KOI J-1AGF., CLE"RK OF MONR( C—)i Z D A By Cd Ark C., C I Mayor/Chairperson Witnesses for CONTRACTOR: Date Signature Date BESTJANrrORIAL & SUPPLIES, INC. By I fz' Prini Name Address- Ix T'clephonc Number: ja4NL OnTk: COPY AGREEMENTFOR JANITORIAL SERVICES - KEY LARGO LIBRARY MONROE COONTY, FLORIDA This Agreement is made and entered into this /Flday of 2011, between MONROE COUNTY. FLORIDA (-COUNTY"), a political suAbdivi i n of the �tate of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, and BEST JANITORIAL & SUPPLIES. INC. ("CONTRACTOR"), a Florida corporation. whose address is 6900 NW 37"' Avenue, Miami, FL 33147. WHEREAS, COUNTY desires to provide janitorial services for Key Largo Library, Monroe County, Florida, and WHEREAS, CONTRACTOR desires and is able to provide janitorial services to Key Largo Library, Monroe County, Florida; and WHEREAS, it serves a legitimate public purpose for CONTRACTOR to provide janitorial services to Key Largo Library, Monroe County, Florida. now therefore, IN CONSIDERATION of the Mutual promises and covenants contained herein, it is agreed as follows: I.THEA The Agreement consists oft is document, the bid docurnents, exhibits, and any addenda only, 2. SCOPE OF LHE WORK ' The Contractor shall furnish all labor, materials, equipment, tools, transportation, services, and incidentals, to performall the work necessary in accordance with the specifications, i.e., janitorial service, including all necessary supplies, equipment, and safety devices required in the performance ol'sarne for the Key, Largo Library, located at MM 101.5. US Highway #1 consisting of approximately 12,068 sf. A. Restroom Sanitation shall include the following an a daily basis: i. All Floors swept, loose dirt removed. ii. Wash and disinfect floor iii. Stall partitions damp cleaned. iv. All commodes,commodes,urinals: basins and vanities shall be scoured and disinfected- v. All urinal traps shall be specially cleaned and disinfected, disinfected. vi, All sanitary napkin receptacles will be cleaned, waste disposed, and vii. All supplies shall be replaced (paper goods, soap, etc.). viii. A I I other work necessary to maintain a clean and sanitary condition in these restroonig shall be accomplished, whether it is specifically noted in these specifications or not. NOTE: 1,ey Largo Library has I male public restrooni with I toilet and I urinal, I female 'public restroom with 2 toilets and I employee restroorn with I toilet. Agreeinent January 2011 13All sinks, and water fountains outside the restroorn areas are to be cleaned daily. Water fountains are to be polished periodically. C. General Cleaning shall be completed daily, and should include the following- i. A I I the floors are to be dusted and mopped. ii, All furniture and furnishings to be dusted and spot, cleaned. iii. Low ledges, sills, rails, tables, shelving, baseboards, etc. to be wiped with a damp cloth to reduce the amount of dust in the building. iv. All trash receptacles emptied, and trash can liners replaced. V. All upholster furniture to be vacuumed. the Oreck, vi. All carpeting shall be vacuumed with a powerful HEPA vacuum, such as D. Weekly janitorial services to include: polished, i. All glass partitions, doors, mirrors, windows, etc. to be cleaned and/or ii. Obvious scuff marks shall be removed from resilient flooring. iii. All door vents cleaned, Monthly janitorial services to include: i. All high dusting (i.e. pictures, door frames, air vents, tops of book shelves, etc,) ;i, All walls dusted monthly iii. All air conditioning vents, supply and return air grilles cleaned. 1'. The Contractor shall insure all exterior doors are locked while they are servicing the bung and upon their departure. G. Janitorial services will be 5 is a week, Tuesday through Saturday (excluding holidays), beginning at 7.30 a.m. or 8:30 a.m, and finishing no later than 930 a.m. (Library opening time). H. Coordination of the work with the County area representative shall be the responsibty of the Contractor. The Contractor shall perform the work during hours and time as specified. I. Keys shall be issued to the Contractor by the area representative at the start of the Contract. Written confin-nation of receipt of keys shall be signed by the Contractor. The Contractor shall return all keys as issued upon expiration of the contract or ten-nination. J. The Contractor shall be responsible for the cosl of changing locks, etc., for all keyed secured areas for which'the Contractor does not return the keys, K. The Contractor shall report any problerns regarding open doors and/or vandalism to the Facilities Maintenance Department. L. The Contractor shall provide all supplies necessary for the cleaning performance of his work tinder the contract. All supplies, including but not limited to, hand , soap, paper towels, toilet paper, mid trash can liners. shall be supplied by the Contractor. M. Additional Services: (Shall be performed once in every three month period. and shall be included in the bidding price.) Agreement 2 January 2011 i. Resilient Flooring shall be swept/dust mopped and stripped.. After application of three coats of wax, areas shall be buff�d sufficiently for maximum gloss and uniform sheen from wall to wall, including comers. The waxed floor shall present a clean, 2ppearance free from scuff marks or dirt smears. Furniture and/or other equipment moved during floor stripping and waxing shall be returned to their original positions. ii. Dry Cleaning, Steam Cleaning, or Shampooing Carpets and Rugis shall be vacuumed of all loose soil and debris prior to cleaning, and shall be, free of streaks, stains and i,pols, and shall have a bright uniform color upon completion of dry cleaning, steam cleaning or ghampooing. 3. PAYMENTS TO CONTRACTOR A. COUNTY'S performance and obligation to pay under this agreement, is contingent upon annual appropriation by the Board of County Commissioner ' s. COUNTY shall Y.y in accordance with the Florida Local Government Prompt Payment Act; payment will be made after delivery and inspection by COUNTY and upon submission of a proper invoice by CONTRACTO,i- B. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to. the Clerk, on a monthly schedule in arrears. Acceptability to the Clerk is, based on generally accepted as may govern the Clerk's disbursal of funds, The Contract amount shall be as stated by the CONTRACTOR's bid as follows: One ThousandThree Hundred Twenty and no/100 Dollars ($1,320.00) per month. 4. TERM OF AGREEMENT This Agreement shall commence on June 11 2011. and ends upon May 31, 2012, unless terminated earlier under paragraph 18 of this Agreement. The COUNTY shal I have the option to renew this Agreement for; tip to an additional two (21) one year periods at terms and conditions mutually agreeable to the parties, exercisable upon written notice give" 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 one (1) year. The Contract amount shall be ad.justed 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 computation at December 31 of the previous year. 5. 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 submitted to the COUNTY upon request. 6. FINANCIAL RECORDS OF CONTRACTOR CONTRACTOR shall maintain all books, records, and documenis 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 Agreement 3 January 2011 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 for four years following the termination of this Agreement, If an auditor employed by the COUNTY or Clerk deten-nines 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 �oursuant to Sec. 55.03. FS. running from the date the monies were paid to CONTRACTOR. 7. PUBLIC ACCESS The COUNTY and CONTRACTOR shall allow and permit reasonable access to. and inspection of ull documents, papers, letters or other materials in its possession or under its control subject to the provisions of ChapterFlorida Statutes, and made or received by the COUNTY and CONTRACTOR in conjunction with this Agreement; and the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this provision by CON'FW,I,-CT,*,?,. 8. HOLD HARMLESS AND INSURANCE Notwithstanding any minimum insurance requirements prescribed elsewhere in t agreement, Contractor shall defend. indemnify and ]told the COUNTY and the COUNTY elected and appointed officers and employees harmless from and against (i) any claims, actio or causes of acti V I proceedings relating to any type of injury (including death,), loss, damage, fine, penalty business interruwtion and flii�, any costs j�r respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) activity of CONTRACTOR or any of its employees. agents, sub -contractors or other invite during the term of this AGREEMENT, (B) the negligence or willful misconduct CONTRACTO:1 or any of its employees, agents, sub -contractors or other invitees, or t of this AGREEMENT, except to the extent the claims, actions, causes of action, litigatio proceedings, costs or expenses arise from the intentional or sole negligent acts or negligent ac in part or omissions of the COUNTY or any of its employees, agents, contractors or invite (other than CONTRACTOR). Insofar as the claims, actions, causes of action, litigatio 6vem-rraw��iaz .)aedr i-1: t AGREEMENT., this section will survive the expiration of the term of this AGREEMENT or an earlier termination of this AGREEMENT. The extent of liabty is in no way limited to, reduced, or lessened by the insuran requirements contained elsewhere within this agreement. Failure of CONTRACTOR to compl with the requirements of this section shall be cause for immediate termination of this agreemen Prior to execution of this agreement. CONTRACTOR shall furnish the COUNT Certificates of Insurance indicating the minimum coverage limitations in the following arnounts WORKERS COMPFNSATION AND EMPLOYER'S LIABILTIY INSURANCE. Whe applicable, coverage to apply f6r all employees at a minimum statutory limits as required b Florida Law. In addition, the CONTRACTOR shall obtain Employers" Liability Insurance wit limits of not less than $100,000.00 bodily injury by accident, S500,000.0 bodily injury disease, and SJOO,000.00 bodily injury by disease, each employee. COMPREHENSIVE liability insuranc$ in Agreement El J1QJR1aT 100111filim,31marol 011 Rim) I mmmmm S100 ' 000.00 per occurrence, combined single limit for Bodily Injury Liability and Property Darnage Liabty. Coverage shall include all owned vehicles, all non-owncd vehicles, and all hired vehicles. If single limits are provided, the minimum acceptable limits are $50 .000-00 per person, S100,000.00 per occurrence, and $25,000.00 property 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 than29000.00 per occurrence combined single limit for , Bodily I Injury Liability and Property Damage Liability. if single limits are provided, the minimum acceptable limits are $100000.00 per person, $300,000.0 per occurrence, and S50000,00 property damage. 'The Contractor shall purchase and maintain, throughout the term of the contract, EMPLOYEE �tY *Luffueia�e WM6MM pay for losses to County property or money caused by the fraudulent or dishonest acts of the Contractor's employees or its agents, whether acting alone or in collusion of others. MONROE COUNTY BOARD OF COUNTY COMMISSIONERS MUST BE NAMED AS ADDITIONAL INSURED ON ALL POLICIES EXCEPT WORKER'S COMPENSATION. 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 in the State of Florida. If requested by the County Administrator. the insurance coverage shall be primary insurance with respect to the COUNTY, its officials, employees, agents and volunteers. 91. NON -WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 769.28, 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. 10. INDEPENDFNT CON-FRACTOR 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 County. No staternent contai -t ft, is &"It"�, -'V1_d9CT"_V4F_# _CT1iJJ1L)3Vt;,5 01 LIM Douro ol C ounty Commissioners of Monroe County. 1. 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 autornaticially terminates without any further action on the part of any party. effiective the date of the court order. CONTRACTOR agrees to comply with all Federal and Florida statutes, and all local ordinances, as applicable. relating to ;Vg_r_eement January 2011 nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights Act of 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, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ec-3), as amended, relating to confidentiality of alcohol and drug abuse patient records, 8) Title VIII of we 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. 1201 Note), as maybe amended from time to time, relating to nondiscrimination on the basis of disability-, 10) Any other nondiscrimi nation provisions in any Federal or state statutes which may apply to COUNTY and CONTRACTOR to, or the'subject matter of, this Agreement. 12. 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 deem necessary, This paragraph shall be 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. 13. COMPLIANCE WITH LAW AND LICENSE REQUIREMMENTS In providing all services/goods pursuant to this agreement, CONTRACTOR shall abide 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, ordinances, rules and regulations shall constitute a material breach of this agreement and shall entitle the Board to terminate this Agreement. CONTRACTOR shall possess proper licenses to perform work in accordance with these specifications throughout the term of this Agreement. 14. DISCLOSURE AND CONFLtCT OF INTEREST CONTRACTOR represents that it. its directors, principles and employees, presently havc no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required by this contract, as provided in Sect. 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 ofconduct lor public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency: unauthorizi compensation-, misuse of 3ublic Fosition_�hxr disclosure or use of certain information, COUNTY and CONTRACTOR warrant that. in respect to itself, it has neither employ nor retained any company or person, other than a bona fide employee working solely for solicit or secure this Agreement and that it has not paid or agreed to pay any person, compan corporation, individual. or firm. other than a bona Fide employee working,solely for it, any fe- comiAission.5bz.rcentaStm(.�L�%w*A"v 6• V 44• g fxqmv RP2,)�, or making of this Agreement., For the breach or violation of the provision, the CONTRACTO agrees that the COUNTY shall have the right to terminate this Agreement without liability an at its discretion, to offset frornmonies owed, or otherwise recover. the full amount of such fe commission. percentage, gift, or consideration. I 15. NO PLEDGE OF CREDIT CONTRACTOR shall not pledge the COUNTY'S credit or make it a guarantor payment or surety for any contract. debt, obligation, judgment, lien, or any form of indebtednes CONTRACTOR further warrants and represents that it has no obligation or indebtedness th ] would impair its ability to fulfill the terms of this contract. 16. NOTICE REQLI&ELMENT Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage prepaid. to the other party by certified mail, returned receipt requested, to the following: FOR COUNTY: FOR CONIRACTOR: Monroe County Best Janitorial & Supplies, Inc, Facilities Maintenance Department ATTN: Pedro M Diaz 3583 South Roosevelt Boulevard 6900 NW 37 1h Avenue Key West, FL 33040 Miami. FL 33147 and County Attorney PO, Box 1026 Key West, Fl, 33041-1026 17. TAXES COUNTY is exempt from payment of Florida State Sales and Use taxes. CONTRACTOR shall not be exempted by virtue.of the COUNTYS exemption from paying sales tax to its suppliers lor materials used, to fulfill its obligations under this contract, nor is CONTRACTOR, authorized to use the COUNTY'S Tax Exemption. Number ill securing such materials, CONTRACTOR shall be responsible for any and all taxes, or payments of withholding, related to services rendered under this agreemenL I. TERMINATION A. The COUNTY may terminate this Agreement with or without cause prior to the commencement of work. AgreLnenl 7 '---January 2611 B. The COUNTY or CONTRACTOR may terminate this Agreement for 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 hercto may cancel this agreement without cause by giving the cher party sixty (,60) days written notice of its intention to do so with neither party having any further obligation under the term s of the contract upon termination. 19. GOVERNING LAW, VENUL 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 Slate. 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, 20. ME-DL6 TION 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. 21. 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 unentbrc-eable 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. Th,, 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 provision. 22, LTTQRNEVS FEES AND COSTS COUNTY and CONTRACTOR agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney' s te es n both trial and appellate proceedings. Each party agrees to pa), 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. 23. A D-JUDICATION OF D1 SPUTFS OR DISAGREEMENTS COUNTY and CONTRACTOR agree that all disputes acid disagreements shall be attempted to be resolved by meet and conK!r sessions between representatives of COUNTY and Agreement J Linuum 2011 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 tile 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, 24. COOPERATION In the event any administrative or legal proceeding is instituted against either party relating to the rormation, execution, performance, or breach of thi's 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. 25. 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, succcssors., and assigns. 26. AUTHORITY Each party represents and warrants to the other that tile execution, delivery and performance of this Agreement have been duly authorized by all necessary COUNTY and corporate action, as required by law. 27. CLAIMS FOR FEDERAL 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 ofthis Agreement; provided that fll aptlications. requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 28. PRIVILEGES AND IMMUNITIES 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 functions under this Agreement within the territorial limits of the COUNTY shall apply to the same degree and extent to the perfon-nancc of such functions and duties of limits of the COUNTY. 29. LEGAL OBLIGATIONS AND RESPONSIBILITIES This Agreement is not intended to. not shall it be construed as, relieving any participating entity from any obligation or rcsponsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity. in which case the performance may be offered in satisfilction of the obligation or responsibility. Further. this A/� Agreement 9 January 2011 Agreement is not intended to. nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the COUNTY. except to the extent permitted by the Florida constitution., state statute. and case law. 30. 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-pany claim orentitlement 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 to, or superior to the community in general or for the purposes contemplated in this Agreement. 31. ATTESTATIONS CONTRACTOR agrees to execute such documents as the COUNTY may reasonably require. to include a Public Entity Crime St6tement, an Ethics Statement. and a Drug -Free Workplace Statement. 32. 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 in 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 personal liaty or accountability by reason of the execution ofthis Agreement. 33. EXECUTION IN COUNTERPARTS This Agreement may be executed in any number ofcounterparts, each of which shall bc 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, 34. 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. 93. ' PUBLIC ENTITY CRIME INFORMATION STATEMFNT "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 contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section Agreement 10 January 2011 287.017. for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." 36. MUTUAL REVIEW This agreement has been carefully reviewed by Contractor and the County therefore, this i,,greement is not to be construedagainst either party on the basis of authorship. 37. INCORPORATION OF BID DOCUMENTS The terms and conditions of the bid documents are incorporated by reference in this contract agreement. 38. 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 nv U VAW-xih��-4*- , W"-V icistlinwwv kwig��A-TPWXMA� that already incurred by the termination date, KOLHAGE, CLERK 2t� ore t Sib g tore Date Signature ()mot - )- -,� - j BOARD OFfOUNTY COMMISSIONERS OF MONR CWTY, FLOIDA By: __ yor Date- WEST-TA�ITFWLIAL-& SJPPLIES. Sign I ature of person authorizeAW legailly bind Corporation D. Print Name Add Telephone Number Date CARME�A 014Z iNotary Public - state of Florida MY Comm. ExPires Jan 20, 2015 (w COMMission 0 FE 29047 Agra emRolqw—kaw moo ent NTY ATTORNEY f), �U7, T d"