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HomeMy Public PortalAboutCont. Services Contract Painting- Tom Gray Enterprises LLCCITY OF CRESTVIEW, FLORIDA CONTRACT PROFESSIONAL PAINTING CONTINUING SERVICES CONTRACT On August 14, 2017, THE CITY COUNCIL OF THE CITY OF CRESTVIEW, FLORIDA, herein referred to as the City, accepted the bid of Tom Gray Enterprises, LLC herein referred to as the Contractor, to supply professional painting services for City projects. TERMS AND CONDITIONS OF CONTRACT FOR THE PAINTING CONTINUING SERVICES CONTRACT: 1. Entire Contract: This Contract represents the entire and integrated Contract between the City and Contractor and supersedes all prior negotiations, representations or contracts, either written or oral. The Invitation to Bid, Performance Specifications, Bid Proposal Insurance Requirements, Noncollusion Affidavit, Public Entity Crimes Affidavit, Equal Opportunity Clause Certificate of Non -Segregated Facilities Declaration, Drug -Free Workplace Declaration, are included in the contract documents binding the parties. Provisions of this Contract may be amended only by written instrument approved by the Crestview City Council and signed by the Mayor and Contractor. 2. Intent of Contract: This Contract is for supplying the City with professional painting services. The Scope of Work, herein referred to as the Work, encompasses scheduled work that will be done on an as needed basis. All materials will be provided by the city and all tools, equipment necessary to perform the work will be provided by the contractor. 3. Term of Contract and Time Extensions: This contract will be in effect from August 15, 2017 through August 15, 2018 and is for supplying the City with professional painting services. By mutual agreement of both parties, the contract may be extended by one additional year. 4. Time for Performance: The Contractor agrees to provide painting services in a prompt manner. All painting services will be performed in a manner acceptable to the City. 5. Compensation: All payments upon contract are contingent upon the Contractor's Work being acceptable to the City. For satisfactory completion and acceptance of the Work, the City agrees to pay the Contractor for services at the rate of $30.00 per hour. No payments shall be made by the City until services are completed, inspected and deemed acceptable to the City. Contractor shall be paid as an independent contractor, and contractor shall be responsible for all reporting and taxes that may be due on the amount paid. 6. Changes in the Work: The City shall have 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, and Auto Liability Insurance, all with companies and in the form and amounts acceptable to the City. 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 and certificate holder. 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 indemnify, defend, save, and hold the City, its agents, officers and employees, harmless 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. Contractor shall indemnify, defend, save and hold the City, its agents, officers and employees, harmless from and against any and all liens, claims, damages, demands, suits and liabilities, attorney's fees and costs, including appellate attorney's fees and costs, of and for mechanics and material men furnishing labor and materials in the performance of this contract. 9. Licensing: The Contractor shall obtain all permits and maintain at its expense all professional and business certificates and licenses required by the City or otherwise 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. 10. Cancellation: This contract may be canceled by either party with a sixty-day written notice and is contingent upon the annual appropriation by the City of legally available funds. City's obligation to pay the amount 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 WorldResponsibilities: For each task, the Contractor will be issued a work order by the City's Public Services Director or designee. The Public Services Director or designee will issue verbal work orders only in emergency situations. The Contractor shall commence work in a reasonable length of time and shall complete the work in an expeditious manner. In emergency situations, the Contractor shall endeavor to commence work immediately. All work shall be done under the supervision of the City's Public Service Director or designated representative. 12. Termination for Default: The Contract will remain in force for the full period specified and until the City's Public Services Director or his designee determines that all requirements and conditions have been satisfactorily met. However, the City Public Services Director 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 Public Services Director decides to terminate this Contract for the Contractor's failure to perform satisfactorily or meet its other responsibilities under the Contract, the City Public Services Director will give the Contractor five (5) days' notice, whereupon the Contract will terminate, unless during the notice period the Contractor cures the failure to perform or meets its other responsibilities under the Contract to the satisfaction of the City Public Services Director. Upon Contract termination for the Contractor's failure to provide satisfactory contract performance, the Contractor will be entitled to receive compensation for Contract services satisfactorily performed by the Contractor and allocable to the Contract and accepted by the City Public Services Director or his designee prior to such termination. However, an amount equal to all additional costs required to be 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 Public Services Director terminates the Contract. Except as otherwise directed by the City Public Services Director, or in the case of termination for default (in which event the Contractor may be entitled to cure, at the option of the City Public Services Director), 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 have been a termination for convenience. 13. Termination for Convenience: The performance of work under this Contract may be terminated by the City Public Services Director in whole or in part whenever the City Public Services Director, in his discretion, determines that such termination is in the City's best interest. Any such termination shall be effected by the City Public Services Director giving at least five (5) days' notice to the Contractor, specifying the extent to which performance of the work under this Contract is terminated and the date upon which such 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; 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. 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 thereby and 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 of the 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 provided in section 15.6. 15.6 PUBLIC ACCESS Tom Gray, LLC, as Contractor, shall comply with the requirements of Florida's Public Records law. In accordance with Section 119.0701, Florida Statutes, Contractor shall: 1. Keep and maintain public records required by the public agency to perform the service. 2. 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. 3. 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 4. 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, 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 5. If Contractor has questions regarding the application 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, 6. In the event the City of Crestview must initiate litigation against Contractor in order to enforce compliance with Chapter 119, Florida Statutes, or in the event of litigation filed against the City of Crestview because Contractor failed to provide access to public records responsive to a public record request, the City of Crestview 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 15.7 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: As to the City: As to th ;%ontractor: Tom Gray Enterprises, LLC By: IN WITNESS, WHEREOF, the City hereunto caused these presents to be subscribed and the Contractor has affixed their name and seal, this day of , 2017. By: EST: Eli abeth Roy, Ci' Clerk