HomeMy Public PortalAboutr 23-216P0001u#ion of the Parvrg4 of Tartexe#, N� 1,
No. #23-216 Date of Adoption September 7, 2023
RESOLUTION AUTHORIZING THE AWARD OF A NON -FAIR AND
OPEN CONTRACT FOR SECURITY SERVICES FOR THE
CARTERET LIBRARY
WHEREAS, the Borough of Carteret has a need for security services as a non -fair
and open contract pursuant to the provisions of N.JSA. 19:44A-20.4 or 20.5; and,
WHEREAS, the anticipated term of this contract is through year end 2023; and
WHEREAS, Watchdog Security, Group LLC. has submitted a proposal indicating
they will provide the 1 Unarmed Security Officer at $29.65 an hour at an amount
not to eNceed $10,000 through the end of fiscal year 2023; and
WHEREAS, Watchdog Security Group LLC. has completed and submitted a
Business Entity Disclosure Certification which certifies that Watchdog Security
Group LLC has not made any reportable contributions to a political or candidate
committee in the Borough of Carteret in the previous one year, and that the
contract will prohibit the Watdlidog Security Group LLC from making any
reportable contributions through the term of the contract, and
WHEREAS, the CFO has certified the availability of funds and
NOW THEREFORE, BE IT RESOLVED that the Mayor and Council of the
Borough of Carteret aushorizes the CFO to enter into a contract with Watchdog
Security Group LLC as, described herein; and,
BE IT FURTHER RESOLVED that the Business Disclosure Entity Certification
and the Determination of Value be placed on file with this resolution.
Adopted this 7" day of September, 2023
and certified as a true copy of the
original on September 8, 2023.
CARMELA POGORZELSKI, RMC
Municipal Clerk
RECORD Or COUNCIL VOTE
COUNCILMAN
YES
j NO
I NV
I A.B.
COUNCILMAN
YBS
NO
NV
A.B.
BELLING
X
JOHAL
X
DIAZ
KRUM
DIMASCIO
NAPLES
X
X- Indicate Vote AB - Absent NV - Not Voting XOR- Indicates Vote to Overmle Veto
Adopted at a meeting of the Municipal Council'}
Septemlair 7 2023
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1 Services
3
Z Payment and Invoicing Terms
4
3 Changes
5
4 Standard of Care
5
5 Limitation of Liability for Loss
5
6 Miscellaneous
6
7 Exhibit "A„
9
g Task Order
10
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This Agreement for Professional Security Services (the "Agreement"),
effective June 27, 2023, is by and between WATCHDOG SECURITY GROUP, a domestic
business corporation licensed by the New Jersey State Department of State, Division of
Licensing Set -vices, as Watch -Guard and Patrol Agency, with its principal office at 331
Newman Springs Rd, Bldg 1, Suite 143, Red Bank NJ 07701_ (hereinafter "WATCHDOG
SECURITY GROUP"), and Carteret Public Library ("hereinafter Client").
WHEREAS, Client finds that WATCHDOG SECURITY GROUP is willing
to perform Security Guard Service work hereinafter described in accordance with the
provisions of this Agreement; and
WHEREAS, Client finds that WATCHDOG SECURITY GROUP is
qualified to perform the work, all relevant factors considered, and that such performance will
be in furtherance of Client's business.
NOW, THEREFORE, in consideration of the mutual covenants set forth
herein and intending to be legally bound, the parties hereto agree as follows:
SERVICES.
Lit Services to Client: WATCHDOG SECURITY GROUP shall provide the
following ("Services") to Client only: Unarmed Security Services for the property of the
client within the established area(s) of the primary property located at 100 Cooke Avenue,
Cartert NJ 07008 specifically known as the Carteret Public Library. Security services are
for the Library and their parking lots, but not including adjacent property, sidewalks,
streets, wooded areas, residences, establishments, or businesses, or other areas not
specifically indicated in this agreement. The designated areas shall be listed in an attached
"Exhibit A". The terms "protection of property", shall in no way be construed to suggest
that WATCHDOG SECURITY GROUP is responsible for incidents that occur, which
upon acting in good faith, the WATCHDOG SECURITY GROUP security guard performs
his or her duties as outlined in this contract and according to WATCHDOG SECURITY
GROUP General Orders, and the incident occurs as a result of an unforeseen circumstance,
or upon the reliance by a third party, not covered by this agreement, that WATCHDOG
SECURITY GROUP is responsible for the protection of his or her life or property or any
other duties contained in this agreement to the client. WATCHDOG SECURITY GROUP
employees will not perform any duties not contracted for. Further that this agreement is
solely for the mutual benefit of the parties who enter into it.
Nothing shall be construed to suggest that WATCHDOG SECURITY GROUP, its
employees, agents, or security guards are compelled, required, contracted, or willing to
protect the life or lives or property of persons unless specifically listed in this agreement,
Lb The terms "protection of property" shall include the listed property in
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"Exhibit All. The duties of the WATCHDOG SECURITY GROUP security guard regarding
the protection of property include and are limited to:
1- Providing a visible deterrent for property crimes and crime against the
client, which include criminal mischief, making graffiti, larceny, burglary,
criminal tampering, trespass, and criminal trespass, misapplication of
property. The terms are limited to the property of the client, so long as the
property is located within the geographical area of the items listed in "Exhibit
A".
2- Alerting the proper law enforcement authority of the incident immediately.
3- Provide a Security Officer to patrol the interior and exterior of the library
during scheduled hours.
Nothing shall be construed to suggest that WATCHDOG SECURITY GROUP , its
employees, agents, or security guards are compelled, required, contracted, or willing to
protect the life or property of persons not specifically listed in this agreement.
WATCHDOG SECURITY GROUP will provide armed security guards with the
qualifications described in section 4 of this agreement.
PAYMENT AND INVOICING TERMS.
2.1 Payment for Services: WATCHDOG SECURITY GROUP will be paid as
follows: The Carteret Public Library will be invoiced weekly. The client shall, upon
receiving an invoice fiom WATCHDOG SECURITY GROUP , pursuant to section 2.3,
make payments in the agreed manner by company check or credit card (Visa, MasterCard,
American Express or Discover) payable to our factoring company
Porter Capital Corporation
2112 First Avenue, North
Birmingham, Alabama 35203
Such payment shall be made within 30 days from the date of invoice.
2.2 WATCHDOG SECURITY GROUP will bill the client at a rate of $29.65 per
billable hour for a Uniformed Armed Security Officer as agreed by the client and
WATCHDOG SECURITY GROUP.
2.3 INVOICING & LATE PAYMENT POLICY:
(a) Invoices will be submitted weekly by WATCHDOG SECURITY
GROUP for payment by Client. Payment is due net (30) days from the date of invoice. The
client shall be liable for late payments charges for payments received more than 5 days from
due date. Said charge is $1.5% of total bill amount. If the payment goes past the 90 days
due, an additional 2.5% of total amount due will be accessed. If your account has any
unpaid invoices overdue by more than 90 days you will be notified and WATCHDOG
SECURITY GROUP may opt to discontinue service. Failure to pay any invoice within 90
days of the due date will result in account termination without further notice. Non-payment
of any invoice does not release the client from any amount due at the time of termination.
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All amounts due plus late charges, if any, will be referred to an outside collection agency
and law firm for collection.
CHANGES.
Client may, with the approval of WATCHDOG SECURITY GROUP, issue written
directions within the general scope of Security Services to be ordered. Such changes (the
"Change Order") may be for additional work or WATCHDOG SECURITY GROUP may be
directed to change the direction of the work covered by the Task Order, consistent with all
applicable laws, but no change will be allowed unless agreed to by WATCHDOG
SECURITY GROUP in writing.
STANDARD OF CARE.
WATCHDOG SECURITY GROUP warrants that its set -vices shall be performed by
personnel possessing competency consistent with applicable industry standards, who are
both licensed by the Department of State, have prior to appointment for employment at
WATCHDOG SECURITY GROUP, been subject to a comprehensive character background
investigation, personal interview, submitted to fingerprint screening, screened for sex
offender status, department of corrections check, and pre -employment drug screening. No
other representation, express or implied, and no warranty or guarantee are included or
intended in this Agreement, or in any report, opinion, deliverable, work product, document
or otherwise. Furthermore, no guarantee is made as to the efficacy or value of any set -vices
performed. THIS SECTION SETS FORTH THE ONLY WARRANTIES PROVIDED BY
WATCHDOG SECURITY GROUP CONCERNING T14E SERVICES AND RELATED
WORK PRODUCT. THIS WARRANTY IS MADE EXPRESSLY IN LIEU OF ALL
OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT
LIMITATION ANY IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR
PURPOSE, MERCHANTABILITY, NON -INFRINGEMENT, TITLE OR OTHERWISE.
5 LIMITATION OF LIABILITY FOR LOSS.
5.1 The parties acknowledge that WATCHDOG SECURITY GROUP
has been retained to provide services to Client as a deterrent against loss and/or damage
from criminal and/or other prohibited acts on or about the Protected Premises, and not as
an insurer against all or any such loss or damage.
5.2 It is further acknowledged by the parties that the amounts payable
to WATCHDOG SECURITY GROUP under this Agreement are based upon the value of
the services rendered and are unrelated to the value of Client's property, both real and
personal, or the property of third parties located in or about the Protected Premises. Client
therefore acknowledges and agrees that WATCHDOG SECURITY GROUP is making no
guarantee or warranty — either express or implied — that its services will absolutely avert
and/or prevent all or any loss or damage to the Protected Premises.
5.3 Client agrees that it will hold harmless and indemnify WATCHDOG
SECURITY GROUP, its employees, officers, agents and assignees, against all losses and
damages to the Protected Premises suffered by Client or any third party as the result of
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ordinary or gross negligence and/or any and all occurrences and/or conditions on or about
the Protected Premises beyond WATCHDOG SECURITY GROUP 's reasonable control.
6 MISCELLANEOUS.
6.1 Insolvency and Adequate Assurances: If reasonable grounds for
insecurity arise with respect to Client's ability to pay for the Services in a timely fashion,
WATCHDOG SECURITY GROUP may demand in writing adequate assurances of Client's
ability to meet its payment obligations under this Agreement. Unless Client provides the
assurances in a reasonable time and manner acceptable to WATCHDOG SECURITY
GROUP, in addition to any other rights and remedies available, WATCHDOG SECURITY
GROUP may partially or totally suspend its performance while awaiting assurances, without
any liability.
6.2 Severability: Should any part of this Agreement for any reason be
declared invalid, such decision shall not affect the validity of any remaining provisions,
which remaining provisions shall remain in full force and effect as if this Agreement had
been executed with the invalid portion thereof eliminated, and it is hereby declared the
intention of the parties that they would have executed the remaining portion of this
Agreement without including any such part, parts, or portions which may, for any reason, be
hereafter declared invalid. Any provision shall nevertheless remain in full force and effect
in all other circumstances.
6.3 Modification and Waiver: Waiver of breach of this Agreement by
either part shall not be considered a waiver of any other subsequent breach.
6.4 Independent Contractor: WATCHDOG SECURITY GROUP is an
independent contractor of Client.
6.5 Notices: Client shall give WATCHDOG SECURITY GROUP
written notice within one hundred eighty (180) days of obtaining knowledge of the
occurrence of any claim or cause of action which Client believes that it has, or may seek to
assert or allege, against WATCHDOG SECURITY GROUP, whether such claim is based
in law or equity, arising under or related to this Agreement or to the transactions
contemplated hereby, or any act or omission to act by WATCHDOG SECURITY GROUP
with respect hereto. If Client fails to give such notice to WATCHDOG SECURITY GROUP
with regard to any such claim or cause of action and shall not have brought legal action for
such claim or cause of action within said time period, Client shall be deemed to have waived,
and shall be forever barred from bringing or asserting such claim or cause of action in any
suit, action or proceeding in any court or before any governmental agency or authority or any
arbitrator. All notices or other communications hereunder shall be in writing, sent by courier
or the fastest possible means, provided that recipient receives a manually signed copy and
the transmission method is scheduled to deliver within 48 hours, and shall be deemed given
when delivered to the address specified below or such other address as may be specified in a
written notice in accordance with this Section.
If to WATCHDOG SECURITY GROUP:
331 Newman Springs Rd, Bldg 1, suite 143, Red bank NJ 07701
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If to Client:
Carteret Public Library, 100 Cooke Avenue, Carteret NJ 07008
Any party may, by notice given in accordance with this Section to the other parties, designate
another address or person or entity for receipt of notices hereunder.
6.6 Assignment: The Agreement is not assignable or transferable by
Client, except as agreed by both parties in writing. This Agreement is not assignable or
transferable by WATCHDOG SECURITY GROUP without the written consent of Client,
which consent shall not be unreasonably withheld or delayed.
6.7 Disputes: WATCHDOG SECURITY GROUP and the Client
recognize that disputes arising under this Agreement are best resolved at the working level
by the parties directly involved. Both parties are encouraged to be imaginative in designing
mechanism and procedures to resolve disputes at this level. Such efforts shall include the
referral of any remaining issues in dispute to higher authority within each participating party's
organization for resolution.
Failing resolution of conflicts at the organizational level, WATCHDOG SECURITY
GROUP and Client agree that any remaining conflicts arising out of or relating to this
Contract shall be submitted to non -binding mediation unless WATCHDOG SECURITY
GROUP and Client mutually agree otherwise. If the dispute is not resolved through non-
binding mediation, then the parties may take other appropriate action subject to the other
terms of this Agreement.
6.8 Section Headines: Title and headings of sections of this Agreement
are for convenience of reference only and shall not affect the construction of any provision
of this Agreement.
6.9 Representations, Counterparts: Each person executing this
Agreement on behalf of a party hereto represents and warrants that such person is duly and
validly authorized to do so, on behalf of such party, with full right and authority to execute
this Agreement and to bind such party with respect to all of its obligations hereunder. This
Agreement may be executed (by original or tele-copied signature) in counterparts, each of
which shall be deemed an original, but all of which taken together shall constitute but one
and the same instrument.
6.10 Non -solicitation of Employees: During and for one (1) year after the
term of this Agreement, Client will not solicit the employment of, or employ WATCHDOG
SECURITY GROUP's personnel, without the WATCHDOG SECURITY GROUP's prior
written consent.
6.11 Governing Law and Construction: This Agreement will be governed
by and construed in accordance with the laws of the State of New Jersey, without regard to
the principles of conflicts of law. The language of this Agreement shall be deemed to be the
result of negotiation among the parties and their respective counsel and shall not be construed
strictly for or against any party.
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6.12 Entire Agreement; Survival: This Agreement, including any
Exhibits, states the entire Agreement between the parties and supersedes all previous
contracts, proposals, oral or written, and all other communications between the parties
respecting the subject matter hereof, and supersedes any and all prior understandings,
representations, warranties, agreements or contracts (whether oral or written) between Client
and WATCHDOG SECURITY GROUP respecting the subject matter hereof. This
Agreement may only be amended by an agreement in writing executed by the parties hereto.
Additional services may be added at anytime by request of the client and agreement by
WATCHDOG SECURITY GROUP . Such set -vice or services shall be deemed to be
consistent with the warranties established herein.
6.13 Force Majeure: WATCHDOG SECURITY GROUP shall not be
responsible for delays or failures if such delay arises out of causes beyond its control. Such
causes may include, but are not restricted to, acts of God or of the public enemy, fires, floods,
epidemics, riots, quarantine restrictions, strikes, freight embargoes, electrical outages,
computer or communications failures, and severe weather, and acts or omissions of
subcontractors or third parties
6.14 Term & Termination: The term of this agreement shall be as set forth in the
schedule attached as Exhibit B. Any changes to this schedule by either party should be
communicated and confirmed in writing as soon as possible, but no less than I business
day prior to the date for which service is being changed. Said contract will automatically
renew if not cancelled in accordance with this agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, consisting of
six pages, plus Exhibit "A", having initialed at the bottom of each page, as of the day and
year first above written.
Date: August 24, 2023
[CLIENT]
By:
Title:
[WATCHDQG $MURITY GROUP ]
By: _James- Mids ( Owner)
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Page
Carteret Public Library
100 Cooke Avenue
Carteret, NJ 07008
Location of Site:
The property is located at 100 Cooke Ave, Carteret NJ. Same is a
large commercial building with mixed use.
uuent
WATCHDC Y GROUP
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Please Sign and Date at Bottom and Return Via Fax or Email w/Attachment
The Carteret Public Library
100 Cooke Avenue
Carteret, NJ 07008
Dates/f i
Weekly: Monday - Saturday
M,W,F&S-1:00pm-5:00pm/T&T-3:00pin —7:0opm
Rate (U.S. Doll,
$29.65 per hour for I Unarmed Security Guard
Job Del
Officers will perform the duties of an Unarmed Security Officer within the Carteret Public
Library.
Date: August 24, 2023
[CLIENT]
By:
Title:
[WAT( URITY GROUP ]
By: Jan
Title:
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