HomeMy Public PortalAboutStratus Cleaning AgreementTOWN OF GULF STREAM
AGREEMENT FOR COMMERCIAL CLEANING
THIS AGREEMENT FOR COMMERCIAL CLEANING ("Agreement") is
entered into and effective this �? day of March, 2024 (the "Effective Date"), by and between
the Town of Gulf Stream, a Florida municipal corporation with offices located at 100 Sea Road,
Gulf Stream, Florida 33483, organized and existing in accordance with the laws of the State of
Florida, hereinafter the "Town"; and Stratus Building Solutions, LLC, a Florida Limited Liability
Company with offices located at 4152 W. Blue Heron Dr. Suite 120, Rivera Beach, FL 33404,
hereinafter the "Contractor" and collectively with the Town, the "Parties".
WITNESSETH
The Town and the Contractor, in consideration of the mutual covenants contained herein
and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged by both Parties, hereby agree as follows:
1. SCOPE OF SERVICES: The Parties hereby agree to enter into this Agreement
whereby the Contractor shall provide commercial cleaning services pursuant to all applicable
statutory, licensing and Town code requirements. The Parties agree to enter into this Agreement
pursuant to the Proposal dated March 20, 2024 ("Proposal"), which is hereby fully incorporated
into this Agreement and attached hereto as Exhibit "A". If there is any conflict between the terms
of this Agreement and the Proposal, the terms of this Agreement shall prevail.
2. COMPENSATION: In consideration for the above Scope of Services, pricing
shall be pursuant to the prices provided in the Proposal found in Exhibit "A". In consideration for
the above Scope of Services, the Town shall pay the Contractor $525 per month. The Town is tax
exempt and can provide proof of tax exempt status upon request.
3. TERM; TERMINATION; NOTICE: This Agreement shall be for a term of
twelve (12) months commencing on the Effective Date, and shall renew for additional twelve (12)
month periods until and unless either party terminates this Agreement. This Agreement may be
terminated by either party upon 30 days written notice to the other party. Notice shall be considered
sufficient when sent by certified mail or hand delivered to the Parties during regular business hours
at the following addresses:
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Town
Stratus Building Solutions, LLC
Town of Gulf Stream
Stratus Building Solutions, LLC
100 Sea Road
2068 Balfour Cir
Gulf Stream, FL 33483
Tampa, FL 33619
Attn: Town Manager
Attn: Belkis Barreras
4. INSURANCE: The Contractor shall provide proof insurance to the Town in such
amounts as stated in the Proposal.
5. INDEMNIFICATION: The Contractor shall at all times indemnify, defend and
hold harmless the Town, its agents, servants, and employees, from and against any claim, demand
or cause of action of whatsoever kind or nature, arising out of error, omission, negligent act,
conduct, or misconduct of the Contractor, its agents, servants, or employees in the performance of
services under this Agreement. Nothing contained in this provision shall be construed or
interpreted as consent by the Town to be sued, nor as a waiver of sovereign immunity beyond the
waiver provided in Section 768.28, Florida Statutes.
6. PUBLIC ENTITIES CRIMES ACT: As provided in Sections 287.132-133,
Florida Statutes, by entering into this Agreement or performing any work in furtherance hereof,
the Contractor certifies that it, its affiliates, suppliers, subcontractors and consultants who will
perform hereunder, have not been placed on the convicted vendor list maintained by the State of
Florida Department of Management Services within thirty-six (36) months immediately preceding
the date hereof. This notice is required by Section 287.133(3)(a), Florida Statutes.
7. INDEPENDENT CONTRACTOR: It is specifically understood that the
Contractor is an independent contractor and not an employee of the Town. Both the Town and the
Contractor agree that this Agreement is not a contract for employment and that no relationship of
employee —employer or principal —agent is or shall be created hereby, nor shall hereafter exist by
reason of the performance of the services herein provided.
8. INSPECTOR GENERAL: Pursuant to Sections 2-421-2-432 of the Palm
Beach County Code of Ordinances, the Office of the Inspector General has jurisdiction to
investigate municipal matters, review and audit municipal contracts and other transactions, and
make reports and recommendations to municipal governing bodies based on such audits, reviews,
or investigations. All parties doing business with the Town shall fully cooperate with the inspector
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general in the exercise of the inspector general's functions, authority, and power. The inspector
general has the power to take sworn statements, require the production of records, and to audit,
monitor, investigate and inspect the activities of the Town, as well as contractors and lobbyists of
the Town in order to detect, deter, prevent, and eradicate fraud, waste, mismanagement,
misconduct, and abuses.
9. E-VERIFY ELIGIBILITY: The Contractor warrants and represents that it is in
compliance with Section 448.095, Florida Statutes, as may be amended. Contractor shall: (1)
register with and use the E-Verify System (E-Verify.gov) to electronically verify the employment
eligibility of all newly hired workers; and (2) verify that all of the Contractor's subconsultants
performing the duties and obligations of this Agreement are registered with and use the E-Verify
System to electronically verify the employment eligibility of all newly hired workers. The
Contractor shall obtain from each of its subconsultants an affidavit stating that the subconsultant
does not employ, contract with, or subcontract with an Unauthorized Alien, as that term is defined
in Section 448.095(1)(k), Florida Statutes, as may be amended. The Contractor shall maintain a
copy of any such affidavit from a subconsultant for, at a minimum, the duration of the subcontract
and any extension thereof. This provision shall not supersede any provision of this Agreement
which requires a longer retention period. The Town shall terminate this Agreement if it has a good
faith belief that the Contractor has knowingly violated Section 448.09(1), Florida Statutes, as may
be amended. If the Contractor has a good faith belief that the Contractor's subconsultant has
knowingly violated Section 448.09(l), Florida Statutes, as may be amended, the Town shall notify
the Contractor to terminate its contract with the subconsultant and the Contractor shall immediately
terminate its contract with the subconsultant. In the event of such contract termination, the
Contractor shall be liable for any additional costs incurred by the Town as a result of the
termination.
10. SCRUTINIZED COMPANIES: For Contracts under $1M, the Contractor
certifies that it is not on the Scrutinized Companies that Boycott Israel List created pursuant to
Section 215.4725, Florida Statutes, and that it is not engaged in a boycott of Israel. The Town
may terminate this Agreement at the Town's option if the Contractor is found to have submitted a
false certification as provided under Section 287.135(5), Florida Statutes, if the Contractor has
been placed on the Scrutinized Companies that Boycott Israel List created pursuant to Section
215.4725, Florida Statutes, or if Contractor is engaged in a boycott of Israel. For Contracts over
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$1 M, the Contractor certifies that it is not on the Scrutinized Companies with Activities in Sudan
List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or the
Scrutinized Companies that Boycott Israel List created pursuant to Section 215.4725, Florida
Statutes. The Contractor further certifies that it is not engaged in a boycott of Israel, and that it
does not have business operations in Cuba or Syria, as similarly provided in Section 287.135,
Florida Statutes. The Town may terminate this Agreement at the Town's option if the Contractor
is found to have submitted a false certification as provided under Section 287.135(5), Florida
Statutes or if the Contractor has been placed on one of the aforementioned lists created pursuant
to Section 215.4725, Florida Statutes. Additionally, the Town may terminate this Agreement at
the Town's option if the Contractor is engaged in a boycott of Israel or has been engaged in
business operations in Cuba or Syria, as defined in Section 287.135, Florida Statutes.
11. ATTORNEY'S FEES: In the event a dispute arises concerning this Agreement,
the prevailing party shall be awarded attorney's fees, including fees on appeal.
12. FORCE MAJEURE: The Contractor shall not be considered in default by reason
of any failure in performance under this Agreement if such failure arises out of causes reasonably
beyond the control of the Contractor or its subcontractors and without their fault or negligence.
Such causes include, but are not limited to: acts of God; acts of war; natural or public health
emergencies; labor disputes; freight embargoes; and abnormally severe and unusual weather
conditions.
13. CHOICE OF LAW; VENUE: This Agreement shall be governed and construed
in accordance with the laws of the State of Florida, and venue shall be in Palm Beach County
should any dispute arise with regard to this Agreement.
14. AMENDMENTS AND ASSIGNMENTS: This Agreement, all Exhibits attached
hereto, and required insurance certificates constitute the entire Agreement between both Parties;
no modifications shall be made to this Agreement unless in writing, agreed to by both Parties, and
attached hereto as an addendum to this Agreement. The Contractor shall not transfer or assign the
provision of services called for in this Agreement without prior written consent of the Town.
15. PUBLIC RECORDS: In accordance with Section 119.0701, Florida Statutes, the
Contractor must keep and maintain this Agreement and any other records associated therewith and
that are associated with the performance of the work described in Scope of Services. Upon request
from the Town's custodian of public records, the Contractor must provide the Town with copies
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of requested records, or allow such records to be inspected or copied, within a reasonable time in
accordance with access and cost requirements of Chapter 119, Florida Statutes. A Contractor who
fails to provide the public records to the Town, or fails to make them available for inspection or
copying, within a reasonable time may be subject to attorney's fees and costs pursuant to Section
119.0701, Florida Statutes, and other penalties under Section 119.10, Florida Statutes. Further,
the Contractor shall ensure that any exempt or confidential records associated with this Agreement
or associated with the provision of services contemplated herein are not disclosed except as
authorized by law for the duration of the Agreement term, and following completion of the
Agreement if the Contractor does not transfer the records to the Town. Finally, upon completion
of the Agreement, the Contractor shall transfer, at no cost to the Town, all public records in
possession of the Contractor, or keep and maintain public records required by the Town. If the
Contractor transfers all public records to the Town upon completion of the Agreement, the
Contractor shall destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If the Contractor keeps and maintains public records
upon completion of the Agreement, the Contractor shall meet all applicable requirements for
retaining public records. Records that are stored electronically must be provided to the Town, upon
request from the Town's custodian of public records, in a format that is compatible with the
Town's information technology systems.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, PLEASE CONTACT THE TOWN CLERK,
RECORDS CUSTODIAN FOR THE TOWN, AT (561) 276-5116, OR AT
rbasel@gulf-stream.org, OR AT 100 SEA ROAD, GULF STREAM, FLORIDA
33483.
16. HEADINGS: The headings contained in this Agreement are provided for
convenience only and shall not be considered in construing, interpreting or enforcing this
Agreement.
17. SEVERABILITY: The invalidity or unenforceability of any provision of this
Agreement shall not affect the validity or enforceability or any other provision of this
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Agreement and this Agreement shall be construed and enforced in all respects as if the invalid
or unenforceable provision is not contained herein.
18. WAIVER: No waiver by the Town of any provision of this Agreement shall be
deemed to be a waiver of any other provisions hereof or of any subsequent breach by the
Contractor of the same, or any other provision or the enforcement hereof. The Town's consent
to or approval of any act requiring the Town's consent or approval of any act by the Contractor
shall not be deemed to render unnecessary the obtaining of the Town's consent to or approval
of any subsequent consent or approval of, whether or not similar to the act so consented or
approved.
19. ENTIRE AGREEMENT: This six (6) page Agreement constitutes the entire
agreement between the parties; no modification shall be made to this Agreement unless such
modification is in writing, agreed to by both parties and attached hereto as an addendum to this
Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
date and year first above written.
WIT SES:
ATTEST:
4e Basel, MMC
Town Clerk
STRATUS BUILDING SOLUTIONS, LLC
/Af��
By:
Its:�2 �s,•� �r--
(Corporate Seal)
TOWN OF GULF STREAM
By: Grego . D nham, Town Manager
(Seal)
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