HomeMy Public PortalAbout2020 Photography Contract signed" .
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C O N T R A C T
P H O T O G R A P H Y S E R V I C E S C O N T R A C T
O n M a y 1 1 , 2 0 2 0 t h e C I T Y C O U N C I L O F T H E C I T Y O F C R E S T V I E W , F L O R I D A , h e r e i n r e f e r r e d t o a s t h e
C i t y , a c c e p t e d t h e b i d o f S h o t i n F o c u s P h o t o g r a p h y S t u d i o , h e r e i n r e f e r r e d t o a s t h e C o n t r a c t o r , t o s u p p l y
P h o t o g r a p h y s e r v i c e s f o r t h e C i t y o f C r e s t v i e w . T h e C o n t r a c t o r ' s C o s t s c h e d u l e f o r t h e t e r m s o f t h e i r e n g a g e m e n t
a r e i n c l u d e d i n t h e i r e n t i r e t y b y r e f e r e n c e a t E x h i b i t " A " a n d a s c o m p l e t e l y a s i f i n c o r p o r a t e d h e r e i n .
T E R M S A N D C O N D I T I O N S O F C O N T R A C T F O R T H E P H O T O G R A P H Y S E R V I C E S C O N T R A C T
1 . E n t i r e C o n t r a c t :
T h i s C o n t r a c t r e p r e s e n t s t h e e n t i r e a n d i n t e g r a t e d C o n t r a c t b e t w e e n t h e C i t y a n d C o n t r a c t o r a n d s u p e r s e d e s a l l
p r i o r n e g o t i a t i o n s , r e p r e s e n t a t i o n s o r c o n t r a c t s , e i t h e r w r i t t e n o r o r a l . P r o v i s i o n s o f t h i s C o n t r a c t m a y b e a m e n d e d
o n l y b y w r i t t e n i n s t r u m e n t a p p r o v e d b y t h e C r e s t v i e w C i t y C o u n c i l a n d s i g n e d b y t h e M a y o r .
2 . I n t e n t o f C o n t r a c t :
T h i s c o n t r a c t i s f o r s u p p l y i n g t h e C i t y w i t h a l l a p p l i c a b l e P h o t o g r a p h y w o r k , e n c o m p a s s e s t h e f o r e g o i n g a n d a l l
d e s c r i p t i v e w o r k c o m p o n e n t s a n d c o s t s d e s c r i b e d w i t h i n " E x h i b i t B . "
3 . T e r m o f C o n t r a c t a n d T i m e E x t e n s i o n s :
T h i s c o n t r a c t w i l l b e i n e f f e c t f o r O n e ( 1 ) y e a r b e g i n n i n g A u g u s t 1 , 2 0 2 0 , t h r o u g h J u n e 3 0 , 2 0 2 1 , w i t h f o u r ( 4 )
o n e - y e a r o p t i o n s b y b o t h p a r t i e s , a n d i s t o s u p p l y t h e C i t y w i t h P h o t o g r a p h y S e r v i c e s f o r s p o r t s a c t i v i t i e s a n d
o t h e r a c t i v i t i e s a s r e q u e s t e d b y t h e C i t y o f C r e s t v i e w .
4 . T i m e f o r P e r f o n n a n c e :
T h e C o n t r a c t o r a g r e e s t o p r o v i d e P h o t o g r a p h y s e r v i c e s a s r e q u i r e d f o r t h e s a t i s f a c t o r y a p p r o v a l a n d a c c e p t a n c e b y
t h e C i t y .
5 . C o m p e n s a t i o n :
A l l p a y m e n t s u p o n c o n t r a c t a r e c o n t i n g e n t u p o n t h e C o n t a c t o r ' s W o r k b e i n g a c c e p t a b l e t o t h e C i t y . F o r s a t i s f a c t o r y
c o m p l e t i o n a n d a c c e p t a n c e o f t h e W o r k , t h e C i t y a g r e e s t o p a y t h e C o n t r a c t o r i n a c c o r d a n c e w i t h t h e t e 1 m s o f t h i s
C o n t r a c t a n d t h e C o n t r a c t o r ' s C o s t S c h e d u l e a s i d e n t i f i e d i n t h e B i d / P r o p o s a l f o n n s u b m i t t e d b y t h e C o n t r a c t o r ,
a s m a y h a v e b e e n a d j u s t e d a t t h e t i m e o f c o n t r a c t a p p r o v a l a n d i n c o r p o r a t e d h e r e i n .
6. Changes in the Work:
The City shall have at the right at any time during the progress of the Work to increase or decrease the Work.
Promptly after having been notified of a change, the Contractor shall submit an itemized estimate of any costs
and/or time increases or savings it foresees as a result of the change. No additions or changes to the Work shall
be made except upon written order of the City and the City shall not be liable to Contractor for any increased
compensation without such written order.
7. Insurance:
Contractor shall, during the performance of the contract, maintain Worker's Compensation Insurance sufficient to
secure benefits of the Florida Workmen's Compensation Law for all employees and any of the work sublet to any
vendor or subcontractor, Comprehensive General Liability Insurance as outlined in the Bid Documents, Auto
Liability Insurance, Builder's Risk Insurance, all with companies and in the form and amounts acceptable to the
City. Said certificates of insurance of contractor are attached hereto and made part hereof by reference. If any
part of the Work is sublet, similar insurance shall be provided by and in behalf of any subcontractors.
Evidence of Insurance: Contractor shall provide the City Certificates of Insurance naming the City as an additional
insured. All binders, policies or certificates of insurance shall provide for at least ten days notice from insurers to
the City of any cancellation or amendment to any of the insurance policies.
8. Indemnification:
Contractor shall indemnity, defend and save, and hold the City, its agents, officers and employees, harmless of
and from any losses, fines, penalties, costs, damages, claims, demands, suits, and liabilities of any nature, including
reasonable attorney's fees (including regulatory and appellate fees), arising out of, because of, or due to any
accidents arising in any manner on account of the exercise or attempted exercise of Contractor's rights hereunder
whether the same regards person or property of any nature whatsoever, regardless of the apportionment of
negligence, unless due to the sole negligence of the City.
9. Licensing:
The Contractor shall obtain all permits and maintain at his expense all professional and business certificates and
licenses required by law and as necessary to perform services under this Contract. If Contractor performs any
Work without obtaining, or contrary to, permits and licenses, Contractor shall bear all costs arising therefrom. The
City may waive fees for City controlled permits, but in no instance can the City waive permit requirements or fees
beyond their control.
10. Cancellation:
This contract may be canceled by the City with a 30 day written notice or by the Contractor with a 90 day written
notice. The City's obligation to pay any amounts due hereunder in any fiscal year is contingent upon the
appropriation by the City Council of legally available funds for the purposes set forth in this contract.
11. Performance of Work/Responsibilities:
The City of Crestview has year-round youth and adult sporting events that require photography services for
group, individual and action photos. Photography services will be requested by the Community Recreation and
Enrichment Services Department at the beginning and end of each season. Vendor will be required to set
appointments with coaches for team photos and expected to attend various games for action shots which can be
sold to the public. The City, may, as needed request other photography services from the contractor.
12. Termination for Default
The Contract will remain in force for the full period specified and until the City's City Manager or his designee
determines that all requirements and conditions have been satisfactorily met and the City's City Manager or his
designee has accepted the work under the Contract Documents following the initial contract terms and all
subsequent contract terms, including warranty and guarantee periods. However, the City's City Manager will have
the right to terminate this Contract sooner if the Contractor has failed to perform satisfactorily the work required
or comply with the other requirements of the Contract.
In the event the City's City Manager decides to terminate this Contract for the Contractor's failure to perform
satisfactorily or meet its other responsibilities under the Contract, the City's City Manager will give the Contractor
Thirty (30) the failure to perform or meets its other responsibilities under the Contract to the satisfaction of the
City's City Manager.
Upon Contract termination for the Contractor's failure to provide satisfactory contract performance, the Contractor
will be entitled to receive compensation for Contract service satisfactorily performed by the Contractor and
allocable to the Contract and accepted by the City's City Manager or his designee prior to such termination.
However, an amount equal to all additional costs required to the expended by the City to complete the Work
covered by the Contract, including costs of delay in completing the project, shall be either subtracted from any
amount due or amount charged to the Contractor in the event the City's City Manager terminates the Contract.
Except as otherwise directed by the City's City Manager, in the case of termination for default (in which event the
Contractor may be entitled to cure, at the option of the City's City Manager, the Contractor shall stop work on the
date of receipt of the notice or other date specified in the notice, place no further orders or subcontract for materials,
services or facilities except as are necessary for the completion of such portion of the work not terminated, and
terminate all contractor and subcontracts and settle all outstanding liabilities and claims. In the event that any
termination for default shall be found to be improper or invalid by any court of competent jurisdiction, then
such termination shall be deemed to be a termination for convenience.
13. Termination for Convenience:
The performance of work under this Contract may be terminated by the City's City Manager in whole or in part
whenever the City's City Manager, in his/her discretion, determines that the termination is in the City's best interest.
Any such termination shall be effected by the City's City Manager giving at least thirty (30) days' notice to the
Contractor, specifying the extent to which performance of the work under this Contract is terminated and the date
upon which termination becomes effective.
As to termination for convenience, after receipt of the date of termination, the Contractor shall stop all work as
specified in the notice; place no further orders or subcontract for materials, services, or facilities except as are
necessary for the completion of such portion of the Work not terminated; immediately transfer all documentation
and paperwork for terminated work to the City; and terminate all contractors and subcontracts and settle all
outstanding liabilities and claims.
14. Disclosure:
Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee
working solely for the Contractor to solicit or secure this Contract 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 the
Contractor, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the
award or making of this Contract.
15. Miscellaneous
15.1 Governing Law
The parties intend that this Contract and the relationship of the parties shall be governed by the laws of the State
of Florida. Venue for any action arising out of this contract shall be in Okaloosa County, Florida, and nowhere
else. The Contractor shall indemnify and save harmless the City against all liens and claims of mechanics and
materialman furnishing labor and materials in the performance of this Contract.
15.2 Severability
If any section, subsection, term or provision of this Contract or the application thereof to any party or circumstance
shall, to any extent, be invalid or unenforceable, the remainder of said section, subsection, term or provision of
this Contract or the application of same to parties or circumstances other than those to which it was held invalid
or unenforceable, shall not be affected and thereby each remaining section, subsection, term or provision of this
Contract shall be valid or enforceable to the fullest extent permitted by law.
15.3 Sovereign Immunity
The parties further agree, nothing contained herein is intended nor shall be construed to waiver the City of
Crestview's rights and immunities under the Florida Constitution, common law, or Florida Statutes 768.28, as
amended from time to time.
15.4 Construction
The Parties have participated jointly in the negotiation and drafting of this Contract. In the event an ambiguity
or question of intent or interpretation arises, this Contract shall be construed as if drafted jointly by the Parties and
no presumption or burden of proof shall arise favoring or disfavoring any Party by virtue of the authorship of any
provision of this Contract.
15.5 Attorney's Fees
In any dispute relating to this Contract, each party shall be responsible for their respective attorney's fees and costs
except as expressly set forth in paragraph 8 above.
15.6 Notices
All notices under the Contract shall be in writing and shall be effective when mailed by certified mail, return receipt
requested, or when delivered personally, as provided hereafter, or to such other addresses as may be designated by
notice:
15.7 Public Records
See Exhibit "A"
As to the City:
Tim Bolduc, City Manager
City of Crestview
198 N Wilson Street
Crestview, Fl 32536
IN WITNESS THEREOF, The City
their name and seal, this th .+
SEAL
ATTEST
Elizabeth M. Roy
City Clerk
APPROVED AS TO LEGAL FORM:
loway
ttorney
As to the Contractor:
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hereunto caused these presents to be subscribed and the Contractor has affixed
I day of Q , 2020
CITY OF CRESTVIEW
itten
Mayor
Shot in Focus Photography Studio
CONTRACTOR
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(Printed Name)
Its: dwrl jph64.oGrctpher
(Title) �/
Exhibit "A"
Public Access
PUBLIC RECORDS ADDENDUM
Shot in Focus, as Contractor, shall comply with the requirements of Florida's Public Records
law. In accordance with Section 119.0701, Florida Statutes, Contractor shall:
a. Keep and maintain public records required by the public agency in order to perform the
service.
b. Upon request from the public agency's custodian of public records, provide the public agency
with a copy of the requested records or allow the records to be inspected or copied within a
reasonable time at a cost that does not exceed the cost provided under Florida's Public
Records Law or as otherwise provided by law.
c. Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law for the duration of the
contract term and following completion of this contract if Contractor does not transfer the
records to the public agency: and
d. Upon completion of the contract, transfer, at no cost, to the public agency all public records
in possession of Contractor or keep and maintain public records required by the public
agency to perform the service. If Contractor transfers all public records to the public agency
upon completion of the contract, Contractor shall destroy any duplicate public records that
are exempt or confidential and exempt from public records disclosure requirements. If
Contractor keeps and maintains public records upon completion of this contract, the
Contractor shall meet all applicable requirements for retaining public records. All records
stored electronically must be provided to the public agency, upon request from public
agency's custodian of public records, in a format that is compatible with the information
technology systems of the public agency.
e. If Contractor has questions regarding the application of Chapter 119,
Florida Statutes, to Contractor's duty to provide public records
relating to this Agreement, Contractor shall contact the Custodian of
Public Records at:
City Clerk, City of Crestview
198 North Wilson Street
P.O. Box 1209
Crestview, Florida 32536
(850) 682-1560 Extension 250
citvclerk(c_citvofcrestview.orq
f. In the event the public agency must initiate litigation against Contractor in order to enforce
compliance with Chapter 119, Florida Statutes, or in the event of litigation filed against the
public agency because Contractor failed to provide access to public records responsive to a
public record request, the public agency shall be entitled to recover all costs, including but
not limited to reasonable attorneys' fees, costs of suit, witness, fees, and expert witness fees
extended as part of said litigation and any subsequent appeals.
Shot in Focus Photography Studio
CONTRACTOR
Aer
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B
god 1 5 S
(Printed Name)
Its: O w n e r / y io.\--o5 rap\ -e,r
Exhibit "B"
Description of Services
Contractor will provide all necessary equipment, order forms, signage, and staff required to provide
multiple "Picture Days" throughout the year, during each sport season. Contractor will distribute all
orders directly to customers via USPS..
Contractor shall provide to the City a fee equal to 10% of all Picture Day sales, within 30 days of
receipt of payment from Contractor's customers.
Contractor will provide at no cost to the City, one 8x10 plaque per sports team (50% participation
required) for either head coaches or team sponsors, to be designated by the City. Additional plaques for
coaches, sponsors, assistant coaches, team room/dads can be purchased at a discount to be provided in
writing to the City.
Contractor shall provide action shots for the City of Crestview's social media & marketing needs, when
scheduled and subject to the availability of Contractor.
Contractor shall provide an electronic "Annual Yearbook" or "Year in Review" to the City at no cost,
with pictures of all teams that participate in Picture Days, and any action shots taken during various
sports -related events during the same year. At the City's option, the City may sell advertising and/or
sponsorships to be included in the electronic Annual Yearbook or Year in Review. The City may
negotiate with Contractor separate from this contract for Contractor to print on the City's behalf the
Annual Yearbook or Year in Review, or the City may at its election use the electronic version to print
the product in-house or using other vendors. Contractor shall have no copyright in or to the Annual
Yearbook or Year in Review or the contents thereof.
Contractor will provide portrait studio services at a discounted rate to the City, to include but not be
limited to: professional individual headshots, department team/group pictures, in -action photo sessions
(Police, Firefighters, public services, etc. performing job duties), event photography coverage, award
ceremonies, and annual employee parties.
• Professional headshots shall be provided at Contractor's studio at a 50% discount (regularly $99)
• During city-wide "Staff Picture Day", Contractor shall set up at a city facility and take each employee
portrait in a volume session. These sessions will be a half -day or full -day rate of $450 or $850
respectfully.
• Group and department team photos are provided free of charge to all City of Crestview Departments
as needed.
• Event photography services shall also be provided free to the City and are limited to, as photographer
availabilities allow, Main Street parades, festivals, awards ceremonies, special dedications, and
speeches.
" P h o t o b o o t h s e r v i c e s s h a l l b e a v a i l a b l e t o t h e C i t y f o r a n n u a l e v e n t s . C o n t r a c t o r w i l l p r o v i d e s u c h
p h o t o b o o t h s e r v i c e s f o r $ 4 5 0 ( 2 - 4 h o u r s ) o r $ 8 5 0 ( 4 - 8 h o u r s ) . C o n t r a c t o r s h a l l p r o v i d e a l l p r o p s ,
b a c k g r o u n d s , e q u i p m e n t a n d s t a f f , a n d a l l p a r t i c i p a n t s w i l l r e c e i v e f r e e 4 x 6 p r i n t s , a n d t h e C i t y w i l l
r e c e i v e a l l i m a g e s p r o v i d e d o n a n o n l i n e g a l l e r y f o r t h e C i t y ' s f u r t h e r u s e w i t h o u t o b l i g a t i o n f o r f e e s o r
c h a r g e s t o C o n t r a c t o r .
" R e a l e s t a t e / P r o p e r t y p h o t o g r a p h y s e r v i c e s a r e i n c l u d e d f r e e o f c h a r g e f o r t h e C i t y o f C r e s t v i e w t o u s e
f o r m a r k e t i n g a n d s o c i a l m e d i a u s e .