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Item B11 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: August 21, 2013 Division: Public Works/Engineering Bulk Item: Yes X No _ department: Facilities Maintenance Staff Contact Person: Dent Pierce/305-292-4560 AGENDA ITEM WORDING: Approval to extend contract with G & K Uniform Services for the Division of Public Works/Engineering uniform services pending transition of a new bid award and contract. ITEM BACKGROUND: G &K's agreement will expire on August 26, 2013. On July 30, 2013, three bids were received with Cintas Corporation being the lowest bidder. Cintas Corporation has given notice on August 08, 2013 that they cannot accept the bid award as published so our recommendation will be the next lowest bidder,UniFirst Corporation. PREVIOUS RELEVANT BOCC ACTION: On August 18, 2010,the BOCC approved award of bid and contract with G & K Uniform Services. On July 20,2011, the BOCC approved an amendment and first renewal term. On August 15, 2012, the BOCC approved the second renewal, which terminates on August 26, 2013. CONTRACT/AGREEMENT CHANGES: The extension will commence August 27, 2013, and continue on a month to month basis pending transition of new bid award and contract. STAFF RECOMMENDATIONS: Approval TOTAL COST: approx. S2,000/month INDIRECT COSTS_ BUDGETED: Yes X No DIFFERENTIAL OF LOCAL PREFERENCE: COST TO COUNTY: same SOURCE OF FUNDS: Ad Valorem, Gas Tax internal billing REVENUE PRODUCING: Yes No X AMOUNT PER MONTH Year APPROVED BY: County Atty 9' B/Purc�ng ' Risk Managemen jj�7 DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM# MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: G & K Uniform Services Contract# Effective Date: 08/27/13 Expiration Date: Month to Month Contract Purpose/Description: Approval to extend the contract on a month to month basis with G & K Uniform Services for the Division of Public Works/Engineering uniform services pending transition to a bid award and contract. Contract Manager: Alice Steryou 4549 Facilities Maint/Sto #4 (Name) (Ext.) (Department/Stop#) for BOCC meeting on 08/21/13 Agenda Deadline: 08/06/13 CONTRACT COSTS Total Dollar Value of Contract: $ Approx. Current Year Portion: Approx $2,000/Munth $ $4,000 Budgeted? Yes® No ❑ Account Codes: 001-20501-530-340-&101 20505 530 340 Grant: $ N/A 147-20503-530-340-& 102 22500 530 340 County Match: $ N/A 001-20502-530-340-&414-40000-530 340 504-23501-530-340- ADDITIONAL COSTS Estimated Ongoing Costs. $ /yr For: (Not included in dollar value above) (e . maintenance, utilities, janitorial,salaries,etc.) CONTRACT REVIEW Changes Date Out Date In Needed eviewer Division Director � Yes[-] No S19 W1 Risk Management LIE) Yes[:] NoUll '-r O.M.B./Purchasing=1J Yes[] Nom( +� County Attorney Yes[] NorXb l Comments: OMB Form Revised 2/27/01 MCP#2 MONTH TO MONTH AGREEMENT Uniform Services THIS EXTENSION AGREEMENT is made and entered into this 4 f 4 day of J4 , 15 -4 , 2013, between MONROE COUNTY (hereinafter "County" or "Owner'), a political subdivision of the State of Florida, whose address is 1 100 Simonton Street, Key West, Florida 33040, and G & K SERVICES CO. ("CONTRACTOR "), a foreign corporation authorized to do business in the State of Florida, whose address is 3050 SW 42 Street, Fort Lauderdale, FL 33312. WHEREAS, the parties hereto did on August 18. 2010 enter into an agreement for uniform services (hereinafter "Original Agreement "), as amended and renewed on July 20, 2011, and WHEREAS, the parties have found the Original Agreement and the Amendment and 1sT Renewal Agreement and 2 "' Renewal Agreement to be mutually beneficial; and WHEREAS, the contract went to bid with the lowest bidder being Cintas Corporation; and WHEREAS, Cintas Corporation has notified us on August 08, 2013 that they cannot accept the bid award as published; and WHEREAS, our recommendation will be the next lowest bidder, UniFirst Corporation; and WHEREAS, the parties find that it would be mutually beneficial to enter into this Month to Month Agreement with G & K Services pending transition of a new bid award and contract; now therefore NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree ns follows: 1. In accordance with Paragraph 4 of the Original Agreement, the contract term will commence on August 27, 2013 on a month to month basis;. Effective August 27, 2012, payment amounts in Item 3. D. will remain as follows: PAYMENT AMOUNT Item #I -Shirts: Long Sleeve Contractor Item #1010 -015 35% Cotton 65 % Polyester $1.73 per person per week Item #IA - Shirts: Long Sleeve Contractor Item #1016 -741 100% Cotton $2.30 per person per week Item #2 - Shirts: Short Sleeve Contractor Item #1010 -015 35% Cotton 65 % Polyester $1.73 per person per week Item #2A- Shirts: Short Sleeve Contractor Item #1016 -741 100% Cotton $2.30 per person per week Item #3 - Shirts: Polo Contractor Item #1026 -324 50% Cotton 50% Polyester $2.99 per person per week Item #4 —Pants: Long Contractor Item #1210 -015 35 °fin Cotton 65% Polyester $1.73 per person per week Item #4A — Pants: Long Contractor Item #1226 -741 100% Cotton $2.30 per person per week Item #5 — Pants: Shorts Contractor Item #1236 -015 35% Cotton 65% Polyester $1.73 per person per week Print Name Item #5A - Pants: Shorts 100% Cotton written. Contractor Item #1236 -741 $2.87 per person per week 2. Except as set forth in paragraph l of this Amendment and Extension Agreement, in all other respects, the terms and conditions set forth in the Original Agreement and Amendments remain in full force and effect. _ IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: AMY HEAVILIN, CLERK OF MONROE COUNTY, FLORIDA BY _ By - �Deputy Clerk Mayor /Chairperson Witnesses for CONTRACTOR: G & K SERVICES CO. Signature B y- Print Name Print NameX0 �ol' -- - - Address: Signature _ C;rj- Telephone Number: ,,.? - 3 -9 `/ap Print Name .4rNR D AS 1 '>'l _. PEDRO J M' d' } ASS - S !'11tl i t3ll _ Date ! /� E COP SECOND RENEWAL AGRF NT { j Uniform Services THIS SECOND RENEWAL- AGREEMENT is made and entered into this 15' � day of 2012, between MONROE COUNTY (hereinafter "County" or "Owner "), a political su fERVICFS vision of the State of Florida, whose address is 11,00 Simonton Street, Key West, Florida 33040, and G & I CO. ( "CONTRACTOR "), a foreign corporation authorized to do business in the State of Florida, whose address is 3050 SW 42 Street, Fort Lauderdale, FL 33312. WHEREAS, the Parties hereto did on August 18, 2010 enter into an agreement for uniform services (hereinafter "Original Agreement "), as amended and renewed. on July 20, 2011, and W •IEREAS, the parties have found the Original Agreement and the Amendment and l Renewal Agreement to be mutually beneficial, and WHEREAS, the parties find that it would be mutually beneficial to enter into this 2n renewal agreement; now therefore NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. In accordance with Paragraph 4 of the Original Agreement, the County exercises the option to renew the, Original Agreement for the second of the two (2) one -year terms. This tenn will commence on August 27, 2012 and terminate August 26, 2013; and the amounts shall be adjusted 3% 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 for December 31 of the previous year. Effective August 27, 2012, payment amounts in Item 3. D. will be as follows: PAYMENT AMOUNT Item # ( -Shirts. Long Sleeve 35% Cotton 65 % Polyester Item #I A - Shirts: Long Sleeve 100% Cotton Item #2 Shirts: Short Sleeve 35% Cotton 65 % Polyester Item #2A- Shirts: Short. Sleeve 100% Cotton Item #3 - Shirts` Polo 50 %'o Cotton 50% Polyester Item #4 —Pants: Long 35% Cotton 65% Polyester Item #4A — Pants: Long 100 Cotton Contractor Item # 10 10-0 15 $1,73 per person per week Contractor :item #1016 -741 $2.30 per person per week Contractor Item #1010 -015 $:1.73 per person 'per week Contractor Item #1016 -741 $2.30 per person per week Contractor Item # 1026 -324 $2,49 per person per week Contractor Item #1210 -015 51.73 per person per week Contractor Item # 1226 -741 $2.30 per person per week Item #5 — Pants: Shorts 35% Cotton 65% Polyester Item 45A — Pants: Shorts Contractor Item #~1236 - 015 $1.73 per person per week Contractor Item #1236 -741 1 100% Cotton. $2.87 per person per week 2. Except as set forth in paragraph 1 of this Amendment and 2nd Renewal. Agreement, in all other respects, the terns and conditions set forth in the Original Agreement and Amendments remain in full force and effect. LN NITNESS WHEREOF, the parties hereto have set their hands and seals the day and year first above ' AJ:T D!XNN Y L. KOLHAGE, CLERK By Deputy Clerk Witnesses for CON "TItA Signature U! BOARD OF COUNTY COMMISSIONERS OF MON'ROE COUNTY, FLORIDA i By__ _. Ma r /Chairperson G & K SERVICES CO Print Name F. AMENDMENT and 1" RENEWAL AGREEMENT Uniform Services T IS AMENDMENT AND 1 RENEWAL AGREEMENT is made and entered into this �� day of 2011, between MONROE COUNTY (hereinafter "County" or "Owner' -political political subd&isi& of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, and G & K SERVICES CO. ( "CONTRACTOR "), a foreign corporation authorized to do business in the State of Florida, whose address is 3050 SW 42 Street, Fort Lauderdale, FL 33312. WHEREAS, the parties hereto did on August 18, 2010 enter into an agreement for uniform services (hereinafter "Original Agreement "); and WHEREAS, both parties desire to amend the Original Agreement to add an additional service location; and WHEREAS, the parties have found the Original Agreement to be mutually beneficial; and WHEREAS, the parties find that it would be mutually beneficial to enter into this Amendrr ent and I' renewal agreement; now therefore NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. SCOPE OF WORK, Item I, of the Original Agreement is amended to add an additional service location at the Murray E. Nelson Government and Cultural Center in Key Largo as follows: I. Service Locations are as follows: • Monroe County Garage Complex 3583 S. Roosevelt Blvd. Key West, FL 33040 Department(s) Included: Facilities Maintenance Road Department Higgs Beach • Monroe County Courthouse Annex 502 Whitehead Street Key West, FL 33040 Department(s) Included: Facilities Maintenance • Monroe County Detention Facility 5501 College Road Stock Island, FL 33040 Department(s) Included: Correction Facilities • Big Pine Key Community Park Center 31009 Atlantis Boulevard Big Pine Key, FL 33043 Departments Included: Facilities Maintenance Department Parks & Beaches • Marathon Public Works 10600 Aviation Blvd. Marathon, FL 33050 Department(s) Included: Facilities Maintenance Dep ment Road Department Parks & Beaches Correction Facilities Plantation Key Public Works 186 Key Heights Drive Plantation Key, FL 33070 Department(s) Included: Murray E. Nelson Government and Cultural Center 102050 Overseas Highway Key Largo, FL 33070 Department(s) Included: Card Sound Toll Authority 11180 C.R. 905 Key Largo, FL 33037 Facilities Maintenance Department Road Department Correction Facilities Parks & Beaches Facilities Maintenance 2. In accordance with Paragraph 4 of the Original Agreement, the County exercises the option to renew the Original Agreement for the first of the two (2) one -year terms. This term will commence I n August 27, 2011 and terminate August 26, 2012; and the amounts shall be adjusted 1.5% in accordanc 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 for December 31 of the previous year„ Effective August 27, 2011, payment amounts in Item 3. D. will be as follows: PAYMENT AMOUNT Item #1 - Shirts: Long Sleeve Contractor Item #1010 -01 35% Cotton 65 % Polyester $1.68 per person per wee Item 41A - Shirts: Long Sleeve Contractor Item #1016 -74 100% Cotton $2.23 per person per wee Item #2 - Shirts: Short Sleeve Contractor Item #1010 -01 35% Cotton 65 % Polyester $1.68 per person per wee Item #2A- Shirts: Short Sleeve Contractor Item #1016 -74 100% Cotton $2.23 per person per wee Item 43 - Shirts: Polo Contractor Item 41026 -3 50% Cotton 50% Polyester $2.90 per person per we Item #4 — Pants: Long Contractor Item #1210 -015 35% Cotton 65% Polyester $1.68 per person per weep Item #4A —Pants: Long Contractor Item #1226 -7411 100% Cotton $2.23 per person per week Item #5 —Pants: Shorts Contractor Item # 1236 -01 35% Cotton 65% Polyester $1.68 per person per weep Item #5A — Pants: Shorts Contractor Item #1236 -741 100% Cotton $2.79 per person per we 3. Except as set forth in paragraphs I and 2 of this Amendment and I st Renewal Agree ent, in all other respects, the terms and conditions set forth in the Original Agreement remain in full force and effect. S WHEREOF, the parties hereto have set their hands and seals the day and year first above KOLHAGE, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE CO UN Y, FLORIDA B k ayor C irperson Witnesses f r CONTRACTOR: Signature Z `,,4 Print Name Signature fTyG.TQd�. Print Name G & K SERVICES CO. By C V Print Name (>VALTFJL CPJVA C1L Address: DSO SW 4a" S IT fIr LPIMULON -4- PL. 3 33 t Telephone Number: q StA - 3 a`l'b - I By Deputy Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE CO UN Y, FLORIDA B k ayor C irperson Witnesses f r CONTRACTOR: Signature Z `,,4 Print Name Signature fTyG.TQd�. Print Name G & K SERVICES CO. By C V Print Name (>VALTFJL CPJVA C1L Address: DSO SW 4a" S IT fIr LPIMULON -4- PL. 3 33 t Telephone Number: q StA - 3 a`l'b - I 3 N ci, •• o � o 3 AGREEMENT PUBLIC WORKS UNIFORM SERVICES This Agreement is made and entered into this J day of August, 2010, between MONROE COUNTY, FLORIDA ( "COUNTY"), a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, and G & K SERVICES CO. ( "CONTRACTOR "), a foreign corporation authorized to do business in the State of Florida, whose address is 3050 SW 42 Street, Fort Lauderdale, FL 33312. WHEREAS, COUNTY desires to provide uniform services for Monroe County Division of Public Works, and WHEREAS, CONTRACTOR desires and is able to provide uniform services to Monroe County Public Works; and WHEREAS, it serves a legitimate public purpose for CONTRACTOR to provide uniform services to, now therefore, IN CONSIDERATION of the mutual promises and covenants contained herein, it is agreed as follows: THE AGREEMENT The Agreement consists of this document and any amendments hereto, the bid documents, exhibits, and any addenda only. In the event of a discrepancy between the documents, precedence shall be determined by the order of the documents as just listed. SCOPE OF THE WORK: A. Upon award of contract, the Monroe County Division of Public Works shall furnish the CONTRACTOR with a list of employee's names, departments, and sizes of uniforms required. The CONTRACTOR shall supply no more than eleven (11) new clean shirts and eleven (11) new clean pairs of pants or shorts, or combination of both, for each employee on the list. The amount of new uniforms to be distributed to COUNTY employees will be determined upon award of the Contract. The garments shall be in the sizes, color, style, and material type as referenced on the list provided to the CONTRACTOR. B. Each shirt shall have two (2) sewn on patches; one on the right side of the chest "Monroe County Public Works ", and one on the left side of the chest indicating the employee's name. C. The Monroe County Division of Public Works designee (Contract Monitor) will inform the CONTRACTOR of any additions or deletions from the employee list as they occur. Area department heads shall designate a person(s) who will be responsible to sign for all uniforms picked up and delivered within their respective departments, and notify the contract monitor of any and all changes covering contract services, i.e., adding or deleting an employee, etc. �y�.emvnz 1 July 2010 D. Each week, the CONTRACTOR shall obtain soiled uniforms from the locations described in Paragraph I, below. Soiled uniforms shall be replaced with the exact amount of clean garments. E. All the garments shall be, and at all times remain, the property of the CONTRACTOR F. Wom out, damaged or size changing garments shall be replaced by the CONTRACTOR on an as needed basis as directed by the COUNTY at no additional cost to the COUNTY. There will be no fee or charge for returned items should any garment being returned to CONTRACTOR be deemed unusable by CONTRACTOR. G. Bid prices shall include all installation, preparation, i.e. prep charges, swing suit, name tag, COUNTY emblems, and style /color, replacement of worn out or damaged garments, and shall be on a "per employee" basis. Shirts shall be white, light brown, or light blue. Pants and/or shorts shall be light brown, dark brown, or dark blue. There will be no additional fee or charge for these services when uniforms are replaced for any reason and/or new employees are added. Should Monroe County require additional services or items provided by CONTRACTOR but said services and/or items have not been specifically defined in the Bid Documents, then a proposal will be requested from the CONTRACTOR and, if the proposal for these services and/or items is acceptable to Monroe County, a separate purchase order will be obtained for payment thereof. In all other respects, the contract parameters will be adhered to. H. Upon delivery, an employee of the CONTRACTOR, in the presence of the COUNTY's Designated Representative, will count the number and types of garments delivered, and shall provide the COUNTY with a receipt stating the number and types of garments delivered, which receipt shall be acknowledged by the signature of the COUNTY's Designated Representative as to accuracy and receipt. At the same time, and the same locations, the CONTRACTOR shall collect and count, in the presence of the COUNTY's Designated Representative, all the garments previously supplied, which have become soiled, for laundering and subsequent re- delivery, and shall provide the COUNTY with a receipt both as to the numbers and types of garments collected, which receipt shall be acknowledged by the signature of the COUNTY's Designated Representative as to accuracy and receipt. These receipts must be signed by the COUNTY's designated representative or the invoice cannot be processed for payment. I. Service Locations are as follows: Monroe County Garage Complex 3583 S. Roosevelt Blvd. Key West, FL 33040 Department(s) Included: Facilities Maintenance Department Road Department Higgs Beach Monroe County Courthouse Annex 502 Whitehead Street Key West, FL 33040 Department(s) Included: Facilities Maintenance Department Agreement 2 July 2010 Monroe County Detention Facility 5501 College Road Stock Island, FL 33040 Department(s) Included: Correction Facilities Big Pine Key Community Park Center 31009 Atlantis Boulevard Big Pine Key, FL 33043 Departments Included: Facilities Maintenance Department Parks & Beaches • Marathon Public Works 10600 Aviation Blvd. Marathon, FL 33050 Department(s) Included: • Plantation Key Public Works 186 Key Heights Drive Plantation Key, FL 33070 Department(s) Included: Card Sound Toll Authority 11180 C.R. 905 Key Largo, FL 33037 3. PAYMENTS TO CONTRACTOR Facilities Maintenance Department Road Department Parks & Beaches Correction Facilities Facilities Maintenance Department Road Department Correction Facilities Parks & Beaches 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; payment will be made after delivery and inspection by COUNTY and upon submission of invoice by CONTRACTOR. C. CONTRACTOR shall submit to COUNTY invoices with supporting documentation acceptable to the CIerk, on a MONTHLY schedule in arrears. Acceptability to the Clerk is based on generally accepted accounting principles and such Iaws, rules and regulations as may govern the Clerk's disbursal of funds. D. PAYMENT AMOUNT Item #1- Shirts: Long Sleeve 35% Cotton 65 % Polyester Item #1A- Shirts: Long Sleeve 100% Cotton Contractor Item #1010 -015 S 1.65 per person per week Contractor Item #1016 -741 $2.20 per person per week Agreement 3 July 2010 Item #2 - Shirts: Short Sleeve 35 1 /6 Cotton 65 % Polyester Item #2A- Shirts: Short Sleeve 100% Cotton Item #3 - Shirts: Polo 50% Cotton 50% Polyester Item #4 —Pants: Long 35% Cotton 65% Polyester Item #4A —Pants: Long 100% Cotton Item #5 —Pants: Shorts 35% Cotton 65% Polyester Item #5.A — Pants: Shorts 100 Cotton Contractor Item #1010 -015 $1.65 per person per week Contractor Item #1016 -741 $2.20 per person per week Contractor Item #1026 -324 $2.86 per person per week Contractor Item #1210 -015 $1.65 per person per week Contractor Item #1226 -741 $2.20 per person per week Contractor Item #1236 -015 $1.65 per person per week Contractor Item #1236 -741 $2.75 per person per week The above include both men's and women's garments. There shall be no additional charge for replacement or repair of damaged garments, any such charge is included in the above prices. Monroe County reserves the right to choose style as indicated above. 4. TERM OF AGREEMENT This Agreement shall commence on August 27, 2010, and ends upon August 26, 2011, unless terminated earlier under paragraph 18 of this Agreement. The COUNTY shall have the option to renew this Agreement for up to an additional two (2) one year periods at terms and conditions mutually agreeable to the parties, 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 one (1) year. The Conlract amount shall 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. 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. AWown*t 4 July 2010 6. 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 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 A spent for purposes not authorized by this Agreement, the CONTRACTOR moment were monies together with interest calculated pursuant to Sec. 55.03, FS, running from the date the e monies were paid to CONTRACTOR 7. PUBLIC ACCESS The COUNTY and CONTRACTOR shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other 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 Agreement; and the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this provision by CONTRACTOR. S. HOLD HARNM ESS AND MM A_NCE 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 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 costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party 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 negligent acts or negligent acts in part or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than CONTRACTOR). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this AGREEMENT, this section will survive the expiration of the term of this AGREEMENT or any earlier termination of this AGREEMENT. The COUNTY, as a political sub - division of the State of Florida, as defined in Section 768.28, Florida Statutes, agrees to be fully responsible to the limits set forth in such statute for its own negligent acts or omissions, or intentional tortuous acts, which result in claims or suits against either the CONTRACTOR or COUNTY, and agrees to be liable to the statutory limits for any damages proximately caused by said acts or omissions, or intentional tortuous acts. Nothing contained in this Section shall be construed to be a waiver by the COUNTY of any Agent 5 July 2010 Protections under sovereign immunity, Section 768.28 Florida Statutes, or any other similar Provision of law. Each Party agrees that it will give the other party prompt and timely notice of any claim made or suit instituted which might affect the other party under this section. 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. COMPREHENSIVE AUTOMOBILE VEHICLE LIABILITY INSURANCE. Motor vehicle liability insurance, including applicable no-fault coverage, with limits of liability of not less than $1,000,000.00 per 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. COMMERCIAL GENERAL LIABILITY. Commercial general liability coverage with limits of liability of not less than $1,000.000.00 per occurrence combined single limit for Bodily Injury Liability and Property Damage 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 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. 9. NON - WAIVER OF �y 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. 10. INDEPENDENT C ONTRACTOR At all times and for all purposes under this agreement CONTRACTOR is an independent not an employee of the Board of County Commissioners of Monroe County. N�m ent contained in this agreement shall be construed so as to find CONTRACTOR or any of his employees, subs, servants, or agents to be employees of the Board of County Commissioners of Monroe County. Agreement 6 July 2010 11. NONDISCRMIDNATION 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 party, 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 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. 1201 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. 12. —ENT/SUBCQNTRACT 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, which approval shall be subject to such conditions and provisions as the Board may 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. 13. COMPLIANCE WITH LAW AND LICENSE RE UIREMMENTS 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. AWWMnt 7 July 2010 14. 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 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 of conduct for 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; 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 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 employee 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 skull 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, commission, percentage, gift, or consideration. 15. 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 fiuther warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this contract. 16. NOTICE REQUIREMENT 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 Monroe County Facilities Maintenance Department 3583 South Roosevelt Boulevard Key West Fl. 33040 and Monroe County Attorney Post Office Box 1026 Key West, FL 33041 -1026 FOR CONTRACTOR G & K Services 3050 SW 42 Street, Fort Lauderdale, FL 33312 17. TAXES 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 kWJWWIIV"X S July 2010 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. 18. TERMINATION 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. Either party may terminate this agreement without cause upon sixty (60) days written notice. 19. 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 he in the appropriate court or before the appropriate administrative body in Monroe County, Florida. 20. 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. 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 unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected ther eby; 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 provision. 22. ATTORNEY'S 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 fees and attorney's fees, in appellate proceedings. Each party agrees to 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. July 2010 23. 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. 24. 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. 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, successors, and assigns. 26. AUTHORITY Each Party represents and warrants to the other that the 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 of this Agreement, provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 28. PRIVILEGES AND EWAL MS 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 COUNTS.', 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 performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the COUNTY. Agreement 10 July 2010 29. 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, in 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, 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 -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 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 Statement, an Ethics Statement, and a Drug -Free Workplace Statement. 32. NO PERSONAL LIABELITY 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 liability or accountability by reason of the execution of this Agreement. 33. EXECUTION IN COUNTERPARTS 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. 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. Aanwnent 11 July 2010 �V R Agreeme shall, =u AttB,,, Djk- 5§ WHEREOF, COUNTY and CONTRACTOR hereto have executed this nd date first written above in four (4) counterparts, each of which l £or Vuntin 9 for the other counterparts, be deemed an original contract. , CLERK Clerk Date:_ AUG 1 8 ZO1Q Witnesses for CONTRACTOR: Signature Date Signature; Date COUNTY ✓ED ASA PEDRO J 12 i A9few*nt BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLOIDA By: M or Syl a J. Murphy Date: AUG 1 8 2010 G& K SERVICES Print Name Ad-dress: ,2 S4 Tel hone Number Q�q - 3, - it e� July 2010 C :- .. o - rrj 7-0 CD it e� July 2010