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HomeMy Public PortalAbout2003-02 Agreement with Coastal Building MaintenanceRESOLUTION NO. 2003-2 A RESOLUTION OF THE VILLAGE OF KEY BISCAYNE, FLORIDA; AUTHORIZING THE VILLAGE MANAGER TO EXECUTE THE ATTACHED SERVICE AGREEMENT ON BEHALF OF THE VILLAGE, WITH COASTAL BUILDING MAINTENANCE; PROVIDING FOR AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF KEY BISCAYNE, FLORIDA AS FOLLOWS: Section 1. That the Village Manager is hereby authorized to execute a Service Agreement, on behalf of the Village, with Coastal Building Maintenance for custodial services for Village Hall. Section 2. That the Agreement, in substantially the form attached, is hereby approved and the Village Manager, Village Clerk and the Village Attorney, in their respective capacities are authorized and directed to execute the Agreement on behalf of the Village and are authorized to take any and all action necessary to immediately implement all of the purposes and intent of this Resolution are authorized to make revisions to such agreement as are deemed necessary and proper for the best interests of the Village of Key Biscayne. Section 3. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 14th day of January , 2003. /1.0 ut4-44, MAYOR ROBERT OLDAKOWSKI dONCHITA H. ALVAREZ, CMC, VILLAGE CLERK APPROVED AS TO F 1 ' AND LEGAL SUFFICIENCY: RICHARD J. IS . IL A TO VILLAGE OF KEY BISCAYNE AGREEMENT FOR JANITORIAL SERVICES THIS AGREEMENT made and entered into this ��/� day of January, 2003, by and between the VILLAGE OF KEY BISCAYNE (the " VILLAGE") and COASTAL BUILDING MAINTENANCE, INC., a Florida corporation, (the " CONTRACTOR"). RECITALS: The VILLAGE wants to engage the CONTRACTOR to perform certain janitorial and cleaning services (the " Specified Services"), all as specifically described in the bid specifications of VILLAGE for this Agreement. The CONTRACTOR wants to provide such Specified Services. In consideration of the mutual covenants set forth in this Agreement, the parties agree as follows: 1. SCOPE OF SERVICES The CONTRACTOR agrees to perform the Specified Services at the VILLAGE' s new Government Center complex, consisting of the Police Station, Fire Station, Village Administrative Office, in accordance with the terms and conditions of this Agreement. 2. FEES FOR SERVICES As full compensation for performance of the Specified Services, CONTRACTOR shall be paid a fee of $1,150.00 per month, pursuant to monthly invoices. Invoices shall be paid by VILLAGE within fifteen (15) days of receipt. 3. TERM Unless earlier terminated pursuant to paragraph 7, this Agreement shall be effective for a term of one (1) year, subject to annual renewal upon mutual written agreement of the parties. 4. INSURANCE; INDEMNIFCATION 4.1 Insurance. The CONTRACTOR shall at all times carry comprehensive general liability insurance, public liability and property damage insurance, with minimum policy limits in the amount of THREE HUNDRED THOUSAND AND 00/100 -1- DOLLARS ($300,000.00) per occurrence. The Village shall be named as an additional insured on all of the above insurance policies. CONTRACTOR shall also carry worker' s compensation insurance pursuant to Chapter 440, Florida Statutes, unless exempted thereunder. Each insurance policy shall state that it is not cancelable without written notice to the VILLAGE 30 days prior to the effective date of said cancellation. CONTRACTOR shall also carry the special insurance provided through the BSCAI, as described in Exhibit " A" attached hereto. Upon execution of this Agreement, CONTRACTOR shall provide VILLAGE with evidence of compliance with the foregoing insurance requirements. 4.2 Indemnification. CONTRACTOR shall defend, indemnify, and hold harmless VILLAGE from any claim, demand, suit, loss, cost, expense, or damage which may be asserted, claimed or recovered against or from VILLAGE by reason of any property damage or bodily injury, including death, sustained by any person whomsoever, which said claim, demand, suit, loss, cost, expense or damage arises out of or is related to or in any way connected with this Agreement or the performance of the Specified Services. The above covenant to defend, indemnify and hold harmless VILLAGE, shall include the VILLAGE, its officers, agents and employees. This clause shall survive the termination of this Agreement. 5. ASSIGNMENT This Agreement shall not be assignable by either party. 6. PROHIBITION AGAINST CONTINGENT FEES The 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 Agreement, and that it has not paid or agreed to pay any person(s), company, corporation, individual or firm, other than a bona fide employee working solely for the CONTRACTOR any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. 7. TERMINATION This Agreement may be terminated, at any time, by either party, at either party' s sole discretion, upon thirty (30) days advance written notice. 8. NONEXCLUSIVE AGREEMENT The services to be provided by the CONTRACTOR pursuant to this Agreement shall be -2- nonexclusive and nothing herein shall preclude the VILLAGE from engaging other firms to perform the same or similar services for the benefit of the VILLAGE within the VILLAGE's sole and absolute discretion. 9. PROTECTION CLAUSE VILLAGE shall not hire any employee of CONTRACTOR to perform janitorial work directly as an employee or contractor of VILLAGE during the term of this Agreement and for two (2) years after the termination of this Agreement. 10. ENTIRE AGREEMENT The parties hereby agree that this Agreement is the entire agreement between the parties with respect to the subject matter hereof. This Agreement cannot be amended or modified without the express written consent of the parties. The Village Manager shall act for VILLAGE hereunder. 11. WARRANTIES OF CONTRACTOR The CONTRACTOR hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under Federal, State and local laws necessary to perform the Specified Services. 12. ATTORNEYS FEES In connection with any litigation arising out of this Agreement, the prevailing party shall be entitled to recover its actual reasonable attorneys fees and costs at both the trial and appellate levels. 13. NOTICES All notices and communications to the parties shall be in writing and shall be deemed to have been properly given if transmitted by registered or certified mail or hand delivery. All notices and communications shall be effective upon receipt. Notices shall be addressed as follows: Village: Jacqueline R. Menendez Village Manager Village of Key Biscayne 88 West McIntyre Street Key Biscayne, FL 33149 -3- With a copy to: CONTRACTOR: 14. GOVERNING LAW; VENUE Richard Jay Weiss, Esq. Village Attorney Weiss Serota Helfman Pastoriza & Guedes, P.A. 2665 South Bayshore Drive Suite 420 Miami, Florida 33133 Coastal Building Maintenance 15405 Northwest 7th Avenue Miami, Florida 33169 This Agreement shall be construed in accordance with the laws of the State of Florida. Venue for any litigation arising out of this Agreement shall be in the state courts of Miami -Dade County, Florida. The parties hereby waive any right to trial by jury. IN WITNESS WHEREOF, the parties hereto have accepted, made and executed this Agreement upon the terms and conditions above stated on the day and year first above written. CONTRACTOR: VILLAGE: COASTAL BUILDING MAINTENANCE, INC. VILLAGE OF KEY BISCAYNE 15405 Northwest 7th Avenue 88 West McIntyre Street Miami, Florida 33169 Key Biscayne, FL 33149 By: #70,40/ <--: Name: /r —12;u_./ ,v,y Title: Attest: B Alire Village Clerk roved As To Legal Sufficiency: Village Attorney 103001\agreements\professional services agreement for Coastal Bldg Maintenance 1.8.03 -4- EXHIBIT "A" INSURANCE Our Certificate of Insurance reflects the types and limits of coverage we carry to protect ourselves and our customers from potential loss. There are several specialized coverage that are included for our mutual protection that deserve special mention: 1. Care, Custody & Control Coverage - This important form of protection is excluded from most standard General Liability policies. 2. Extended Property Damage - This coverage redefines property damage to include theft and mysterious disappearance for which we are legally liable; i.e., we throw out important papers or neglect to lock the premises after we completed our day/night work, etc. 3. Third Party Fidelity Bonding - this protects in the event that one of our employees steals from you. There must be conclusive proof; but, once that is established, the bond will respond to our legal responsibility. We were able to obtain this unique coverage by purchasing our insurance under a plan sponsored by and specifically designed for members of the Building Service Contractors Association International. This program has been in existence for over fifteen years and is considered the ultimate in how an insurance product should be tailored to meet an industries need. Its effectiveness is reflected in the fact that over ninety percent of the members of BSCAI are currently taking advantage of this program.