HomeMy Public PortalAbout2018-16a Approving a second amendment to AshBritt, LLCRESOLUTION NO. 2018-16a
A RESOLUTION OF THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, APPROVING A
SECOND AMENDMENT TO CONTRACT BETWEEN THE
VILLAGE OF KEY BISCAYNE AND ASHBRITT, INC. FOR
EMERGENCY DISASTER DEBRIS REMOVAL AND
RESPONSE SERVICES; PROVIDING FOR
AUTHORIZATION; AND PROVIDING FOR AN
EF'F'ECTIVE DATE
WHEREAS, on May 12,2017, the Village of Key Biscayne ("Village") issued a Request
for Proposals ("RFP No. 2017-05-12-DR") for Emergency Disaster Debris Removal and
Emergency Response Services to select a contractor for the removal and disposal of storm-
generated debris within the Village ("Project"); and
WHEREAS' on June 12, 2017, the Village Council awarded and authorized the
execution of a contract for the Project with Ashbritt, Inc. ("Ashbritt"), which contract was
executed on August 31,2017 (the "Contract"); and
\ryHEREAS, the Village and Ashbritt entered into a First Amendment to the Contract in
September,20lT; and
WHEREAS, the Village desires to further amend the Contract to provide for additional
performance standards as set forth in the Second Amendment to Contract attached hereto as
Exhibit "A" (the "Second Amendment"); and
\ilHEREASo the Village Council finds that this Resolution is in the best interest and
welfare of the citizens of the Village.
NO\il, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF
THE VILLAGE OF KEY BISCAYNE, FLORIDA AS FOLLOWS:
Section 1.Recitals. Each of the above-stated recitals are hereby adopted, confirmed,
and incorporated herein.
Section 2. Approval. The Village Council hereby approves the Second Amendment
with Ashbritt.
Section 3. Authorization. The Village Council hereby authorizes the Village
Manager to execute the Second Amendment with Ashbritt, in substantially the form attached
hereto as Exhibit "4," subject to approval by the Village Attorney as to form, content, and legal
sufficiency, and to take any action which is reasonably necessary to implement the purpose of
this Resolution.
Section 4. Effective Date. This Resolution shall be effective immediately upon
adoption.
PASSED and ADOPTED this 24rh day of April, 2018.
YOR MAYRA PENA LINDSAY
ATTEST
JENNIFER MEDINA, CMC
VILLAGE CLERK
APPROVED AS TO FORM AND LEGAL SUFFICIENCY
VILLAGE ATTORNEY
2
SECOND AMENDMDNT TO CONTRACT
BETWEEN
THE VILLAGE OX'KEY BISCAYNE
AI{D
ASHBRTTT,INC.
T'OR
DISASTDR RECOVERY SERVICES
THIS SECONI)to Contract (the "second Amendmenf) is made and
entered into as of day 2018, by and between the Village
of Key Biscayne, a Florida munioipal (the "Village'), and AshBritt, Ino., a Florida
corporation (the "Contractor'), collectively refened to as the "Parties."
WITNESSBTH:
ÌVHEREAS, the Village and the Conûactor entered into a Pre-Event Conhact for
Disaster Recovery Services (the "Contract') dated August 31, 2017; and
WHEREAS, in September, 2Ol7,the Parties entered into a First Amendment to Contract
(the "First Amendment"); and
IVIIEREAS, the circumstances that led to the First Amendment have conch¡ded and the
Parties have agreed that the torms of the First Amendment are no longer applicable to the
Contract and therefore the First Amendment should be rendercd null and void; and
IVHERDAS, the Parties desire to amend the Conhact to provide for additional
performance standards as set forth herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficienoy
of which are hereþ acknowledged, and in consideration of the mutual covenants and agreements
hereinafter set forth, the Village and Contactor agree as follows:l
1. The above recitals are true and correct, and are hercby incorporated by reference.
2. Any capitalized term not otherwise defrned herein, shall have the meaning
ascribed thereto in the Contract.
3. The First Amendment has been terminated and all provisions contained therein
are hereby rendered null and void.
t Additions to the text a¡e shown in undorlins. Deletions fiom thç text are shown ¡n sl+il€ilìrüt€h'
Second Amendment to Contract
between the Village of Koy Biscayne and Ashbritt, Inc. for Disaster Reeovery Servicos
Page I of6
4. Amendment of Scction 4.3 of thc Contract. Seotion 4.3 of the Contract is
amended as follows:
4.3 Time to Complete:
The Contrector Jha[ complete all directed work as set out in Section 1.0 of this
Contract in,the timeframe(s) provided in the Notiqe to Pnocræd-ând/or work
authorizntion iSçue4 by the Village Ma¡ragef. The Yill¡gp Manager may exleld
itre time to comblete ¿lrectc¿ work..w¡th¡rrl
Net¡ee#4reee€d
@. Flowever. in no casp shäll the rrçtk bp cpmplçted$çypnd
l.L0-days fro.m a{ry flppliçable federal declaratiqr of a statc of, emergency' unless
cxtended bl¡ the Villrge Maneser.
The Contractor shall be responsible for removal of all Debris up to ttre point
where remaining debris can only be described as stoun litter, and additional
collection can only be aocomplished by ttre use ofhand labor.
5. .dmondment of Soction 5.6 of the Contract Section 5.6 of the Confract is
amended as follows:
5.6 Other Contractor(s):
The Contractor shall acknowledge the presence of other Contr¡ctors involved
in disaster response and recovery activities by the fedoral, state and local
govemment anã of any private utility, and shall not interfere with their work.
Viltago shall havq 3he righl to netrhetneve+contact with any other Contr¡ctor
or subcontractor for the contaoted services ot Additlønal Support Sewíces
govided herein ing.
6. Amendment of Section 5.? of the Contr¡ct Section 5.7 of the Contraot is
aurended as followsl
5.7 Ownership of Debris:
Alt debris actu¡lly collccted by th-e -ÇçFtry¡cfor pursçart[ to a Notice to Proce,ed
and/or work autboriZdliqn shall become the property of the Contr¡ctor for
removal and lau¡fi¡I disposal. The Debris will consist o4 but not be limited to
vegetativg construction and domolition, white goods and household solid waste.
7. Amendmont of Section 6.3 of the Contract. Section 6.3 of the Contact is
amended as follows:
6.3 @ Oporation of EqulPmont:
Thc CqqSr¡ctgfsha[ prwide a minímuLof l0 tfucks tp rEspond to.a dieaster
evenr The type ãf ûucks shall be selscted by the V¡ltrge Mânager at.the t¡meJf
iaS.ueu¡co of,aNptiçe.tp hocÊcd.In addition. the Vlllegc Mån¡lge¡ m¿y ine¡!¡çç or
decleaso tlti minimurrl nunb€r of tucks unop mutual as,rqêmcnt at ths time of
isçuance of a Notice to Procced A$UQr wofk authorizåtion to coüespond to an
Second Amsndment to Contract
betwcen tho Village of Koy Biscayno and Ashbritt, Inc. for Disaster Recovery ServicEs
Page 2 of6
evont.gptivatíon. Thc Contractor shall operate all tucks, trailers and all other
;qripmÊnt in compliance wÍth any/all 4pplioable federal, state and local laws,
rulei and regulations. Equipment shall bc in good working condition. All loading
equipment sttatt U. operãæd from the road, sheet or RO\il using buckets and/or
bóom and grapple dèvices to collect and load Debris. No equipment $att b9
allowed Uetrind ttre curb or outside of the public ROW unless otherwise directed
by the Village. Should operation of equipment be required outside of the public
ROW, tho VÍllage will piovide a Right-of-Entry Agreement, as set out in Seotion
6.1 ofthis Contract
8. Amendment of Section 15.0 of the Contract. Section 15.0 of the Conbact is
aruended as follows:
15.0 Entire AgreementllVlodification/Amendment
15.1 This uriting contains the enti¡e Agreement of the parties and supercedes any
prior oral or written representations. No representations were made or relied upon
by either party, other than those that are expressþ set forth berein. The Vill¡set¡
Rcquest for Proposals No.20l?-05-12 (tho *RFP'), inclu¿ling the $upgr Citculaf
Law &, Aru¡endices. and the Contrsctpfls Rçsponsc to ths Rng are sDecif¡callv
incqËpo¡gted,hçrein,
15.2 No agent, ernployee, or other representative of either party is empowered to
modiff or amend the terms of the Agreement, unless executed with the same
formality as this document.
15.3 Contractor represents that !1 is an entity validly existing and in good
standing under the laws of Florida The execution, delivery and performance of
this Agreement by Contractor have bean duly authorized, and this Agreement is
binding on Contractor and enforceable against Contractor in apcordanoe with
its terms. No consent of any othor person or entity to such execution, delivery and
performance is required.
9. Amendment of Section 20.0 of the Contract Section 20.0 of the Conftaot is
amended as follows:
20.0 :
The Village and Contr¡ctor asree lhat$rc partiÊs ltlfly. withouLlimitatio$. s9ek
and tur.sue any and all rights 4Bd remedies ¿vailahle for hÊfrPh of this-Conüsct,
tior¡q th€ VlllaEc w¡tl-âuff€r.dänagÉ¡ Tho-ametmt ef dtrna€c ÐHffofeC by thê
Yi[nge is diff¡eCt, if rot imFossible to d€tonnlns at thie tims¡' ThsrCore; the
Sscond Amendment to Conh¡ct
botween the Village of Key Biscayne ¡nd Ashbitt, Inc. for Disaster Recovery Servicos
Page 3 of6
beÊin dehrio re¡nsva}eperatiürs¡ within,sersnty-twe (7Ð houre ef boí$g is^uËd
f.letiee+e*+eeee*
t&l* The €enlr¡cter shüll try the-Villrfü er liquHaM damÊges¡: S500 Fer
lead ef dieaster debris eoll€etËd h tho.VÍFâgc'that is not-di€peged of st s'V3llegc
ths €oÉtreetor-o$ Êt¡, ltabittry
Mien"
ine¡dê¡rt tïhere the Êentr¡cüoe fa¡ls te repair CanrÊgos thot-ars eeusËc Ð tlre
egS-+Ot
@
10. Addition of Section 26.0 to the Contract The Conhact is amended to add
Section 26.0 as follows:
2ú.0 Bondins
be conditioned upon:
(i) the succe$sfr¡l completign of all work. labor. serViç9+ materials to bo
orovided and ftunishediæ
(iÐ
by Contmctor under the Asrecment.
If thc valus of the conuactçd $,glk increases. the Copfrûctor shall be rçquired fg
ß3
Second Amendment to Contraot
between thc Village of Koy Bisoayne and Ashbritt, Ing, for Disaster Rcoovety Services
Pago 4 of6
Contriltor cgn coÑ with th¡ç¡squirement and ip capnblc of having a b.ond
issued in an arnount eql$l to or exceeding $10-000-000-00.
for icrmi'nat¡on' and gpntr¡ctor shall
@ages. cısb and expçuses associatcd with üe railure to
maintain thc reqr$red bond.
I l. In the event of any conflict botween this Second Amendment and the Contract,
the terms ofthis Second Amendmentshall povail and govern.
L2. All other terms, covenants, and conditions of the Contaot not otherwise amended
are hereby confirmed and ratified.
13. This Second Amendment may be exeouted in any numbu of oounterparts, each of
whioh, when executed and delivered, shall be an original, but such cormterparts shall together
constihrte one and the same instrument. A facsimile copy of this Second Amendnrent and any
signatures herein shall be considered for all purpos€s as originals.
tTHrs sPAcE TNIENTrONALLY LEX'T BtAl{Kl
Second Amsndment to Contraot
betweon tho Village of Key Biscayno and Ashbritt,Inc. for Disaster Recovery Sorvioes
Page 5 of6
IN WITNESS WHEREOF, the parties hereto h¿ve made and executed this Second
Amendment on the respective dates uuder each signature.
Village of Key Biscayne, through its Village Manager, who is authorizcd to exeoute this
Amendment and AshBritt,Inc. who is authorized to execute sâtne, through JohnNoble, COO.
Soaond Amondment to Contract
betwesn tho Villago of Koy Biscayno and Ashbritt, Inc. for Disaster Recovory Ssrvices
Pago 6 of6
Villoce of Kov Biccavno. FL AshBritt.Inc.
$oltrrlürte tt
6g, VvL ?eÍ's0ê/
Date:
Attest:
Clerk