HomeMy WebLinkAboutAgreement_General_8/13/2020_Florida Technicial ConsultantsVILLAGE OF TEQUESTA
AGREEMENT FOR GEOGRAPHIC INFORMATION SYSTEM
(GIS) SUPPORT SERVICES
THIS AGREEMENT FOR GEOGRAPHIC INFORMATION SYSTEM (GIS)
SUPPORT SERVICES ("the Agreement") is entered into and effective this 13 day of
4y, 2020, by and between the VILLAGE OF TE Q U E S TA, a Florida municipal corporation
with offices located at 345 Tequesta Drive, Tequesta, Florida 33469-0273, organized and existing
in accordance with the laws of the State of Florida, hereinafter "the Village"; and FLORIDA
TECHNICAL CONSULTANTS, LLC, a Florida corporation, with offices located at 533 East
Ocean Avenue, Suite #2, Boynton Beach, Florida, 33435, hereinafter "the Contractor", and
collectively with the Village, "the Parties".
WITNESSETH
The Village 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 Geographic Information System (GIS) Support Services to support the
Village's GIS database. The Parties agree to enter into this Agreement and piggyback for GIS
Support Services at the hourly rates described in the "Geographic Information System (GIS)
Services" contract awarded by the City of Cooper City through RFP 2019-2-UTL and dated May
29, 2019. Said contract, including its terms, conditions, specifications, and attached exhibits, are
hereby fully incorporated into this Agreement and attached hereto as Exhibit "A". Authorization
to piggyback on the contract is hereby fully incorporated into this Agreement and attached hereto
as Exhibit `B".
2. COMPENSATION: In consideration for the above Scope of Services, pricing shall be
pursuant to the hourly rates provided in "Attachment A Pricing Sheet" within Exhibit "A".
3. TERM; TERMINATION; NOTICE: Pursuant to the "Geographic Information System
(GIS) Services" contract, the original contract term will expire on May 28, 2022, with the option
of renewing for one (1) additional two-year term, subject to the written consent and agreement by
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the Parties. This Agreement may be terminated by either party upon thirty (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:
Village
Contractor
Village of Tequesta
Florida Technical Consultants, LLC
345 Tequesta Drive
533 East Ocean Avenue, Suite #2
Tequesta, FL 33469
Boynton Beach, FL 33435
Attn: Matthew Hammond
Attn: James Barton, P.E.
Utilities Director
President
4. INSURANCE: The Contractor shall provide proof of workman's compensation insurance
and liability insurance in such amounts as are specified in Exhibit "A" and shall name the Village
as an "additional insured" on the liability portion of the insurance policy.
5. INDEMNIFICATION: The Contractor shall at all times indemnify, defend and hold
harmless the Village, 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 Village 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 Village. Both the Village 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.
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8. INSPECTOR GENERAL: Pursuant to Article XII of the Palm Beach County Charter, 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 Village shall fully cooperate with the inspector 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 Village, as well as contractors and lobbyists of the Village in order to detect, deter, prevent,
and eradicate fraud, waste, mismanagement, misconduct, and abuses.
9. 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 Village may terminate this
Agreement at the Village'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 $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
Village may terminate this Agreement at the Village'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 Village may terminate this Agreement at the
Village'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.
10. CONFLICTS OF INTEREST: The Contractor represents that it has no interest and shall
acquire no interest which conflict in any manner with [enter description goods/services provided],
as provided for in Chapter 112, Part III, Florida Statutes. The Contractor further represents that no
person having any interest shall be employed for said performance. The Contractor shall promptly
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notify the Village in writing by certified mail of all potential conflicts of interest for any
prospective business association, interest or other circumstance which may influence or appear to
influence the Contractor's judgment or quality of services being provided hereunder. Such written
notification shall identify the prospective business association, interest or circumstance, the nature
of work that Contractor may undertake and request and opinion of the Village as to whether the
association, interest or circumstance would in the opinion of the Village, constitute a conflict of
interest if entered into by the Contractor. The Village shall notify the Contractor of its opinion by
certified mail within thirty (30) days of receipt of notification by the Contractor. If, in the opinion
of the Village, the prospective business association, interest or circumstance would not constitute
a conflict of interest by the Contractor, the Village shall so state in the notification and the
Contractor shall, at its option, enter into said association, interest or circumstance and it shall be
deemed not in conflict of interest with respect to services provided to the Village by the Contractor
under the terms of this Agreement.
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 Village.
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
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that are associated with the performance of the work described in the Proposal or Bid. Upon
request from the Village's custodian of public records, the Contractor must provide the Village
with copies 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 Village, 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 Village. Finally,
upon completion of the Agreement, the Contractor shall transfer, at no cost to the Village, all
public records in possession of the Contractor, or keep and maintain public records required by the
Village. If the Contractor transfers all public records to the Village 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 Village, upon request from the Village's custodian of public records, in a format
that is compatible with the Village'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 VILLAGE CLERK,
RECORDS CUSTODIAN FOR THE VILLAGE, AT (561) 768-06859 OR AT
lmmilliamsAteguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA,
FLORIDA 33469.
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.
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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 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 Village 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 Village's consent to or approval of
any act requiring the Village's consent or approval of any act by the Contractor shall not be deemed
to render unnecessary the obtaining of the Village'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.
WITNESSES: FLORIDA TECHNIC SULTANTS, LLC
By: James Barton, P. ., Preside �\tig H, //1/�//
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EXHIBIT A
AGREEMENT
THIS IS AN AGREEMENT, dated the day of , 2019, by and between:
THE CITY OF COOPER CITY, a municipal corporation of the State of Florida with a
business address of 9090 S.W. 50t6 Place, Cooper City, Florida 33328 (hereinafter referred
to as the "CITY")
and
FLORIDA TECHNICAL CONSULTANTS, a GIS Service provider vendor
authorized to do business in the State of Florida, with a business address of 533 East Ocean
Avenue, Suite #2, Boynton Beach, FL 33435 (hereinafter referred to as the
"CONTRACTOR"). CITY and CONTRACTOR may hereinafter be referred to collectively
as the "Parties."
WITNESSETH:
In consideration of the mutual terms and conditions, promises, covenants and payments hereinafter
set forth, CITY and CONTRACTOR agree as follows:
ARTICLE I
PREAMBLE
In order to establish the background, context and form of reference for this Agreement and to
generally express the objectives, and intentions of the respective parties herein. the following
statements, representations and explanations shall be accepted as predicates for the undertakings and
commitments included within the provisions which follow and may be relied upon by the parties as
essential elements of the mutual considerations upon which this Agreement is based.
1.1 On March 21, 2019, the CITY advertised its notice to proposers of the CITY's desire to hire
a firm to provide Geographic Information System (GIS) Services as more particularly described in
Exhibit "A" attached hereto and by this reference made a part hereof, for the said proposal entitled:
RFP 2019-2-UTL
"GEOGRAPHIC INFORMATION SYSTEM (GIS) SERVICES"
1.2 On April 18, 2019, the proposals were opened at the offices of the City Clerk.
1.3 On 4C 1 — day of , 2019, the CITY awarded the proposal to
CONTRACTOR and approved an agreem nt with CONTRACTOR consistent with the terms and
conditions set forth herein.
ARTICLE 2
SERVICES AND RESPONSIBILITIES
2.1 CONTRACTOR hereby agrees to perform the services for the Geographic Information
System (GIS) Services as more particularly described in Exhibit "A" attached hereto and by this
reference made a part hereof, ("Property") in accordance with the Scope of Services outlined in the
specifications, "RFP 2019-2-UTL", attached hereto and made a part hereof as Exhibit "A" and
CONTRACTOR's response thereto, attached hereto and made a part hereof as Composite Exhibit
"B" CONTRACTOR agrees to do everything required by this Agreement, the Sealed Proposal
Package, Addenda to this Agreement, and Commission award complete with proposal form. In the
event of any conflicts between this Agreement, Exhibit A and Exhibit B, this Agreement shall prevail,
followed by Exhibit A.
2.2 CONTRACTOR shall famish all services, labor, equipment, and materials necessary and as
may be required in the performance of this Agreement, except as otherwise specifically provided for
herein, and all work performed under this Agreement shall be done in a professional manner.
2.3 CONTRACTOR hereby represents to CITY, with full knowledge that CITY is relying upon
these representations when entering into this Agreement with CONTRACTOR, that CONTRACTOR
has the professional expertise, experience and manpower to perform the services to be provided by
CONTRACTOR pursuant to the terns of this Agreement.
2.4 CONTRACTOR assumes professional and technical responsibility for performance of its
services to be provided hereunder in accordance with recognized professional standards of good
engineering practice. If within one year following completion of its services, such services fail to
meet the aforesaid standards, and the CITY promptly advises CONTRACTOR thereof in writing,
CONTRACTOR agrees to re -perform such deficient services without charge to the CITY.
2.5 CONTRACTOR shall not utilize the services of any sub -Contractor without the prior written
approval of CITY.
ARTICLE 3
TERM AND TERMINATION
3.1 The term of this Agreement shall be for three (3) years, commencing on
and terminating on "Gu�ji 1,?041 - . This Agreement
may be Aiewed for up to one (1) additional two (2) year term, subject to the written consent and
agreement between the Parties.
3.2 This Agreement may be terminated by either party for cause, or by the CITY for convenience,
upon thirty (30) days written notice by the CITY to CONTRACTOR in which event the
CONTRACTOR shall be paid its compensation for services performed to termination date. In the
event that the CONTRACTOR abandons this Agreement or causes it to be terminated,
CONTRACTOR shall indemnify the CITY against any loss pertaining to this termination up to a
maximum of the full contracted fee amount. All finished or unfinished documents, data, studies,
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plans, surveys, and reports prepared by CONTRACTOR shall become the property of CITY and shall
be delivered by CONTRACTOR to CITY immediately.
3.4 SCRUTINIZED COMPANIES. CONTRACTOR certifies that it and any of its affiliates
are not scrutinized companies as identified in Section 287.135, F.S. In addition, CONTRACTOR
agrees to observe the requirements of Section 287.135, F.S., for applicable sub -agreements entered
into for the performance of work under this Agreement. Pursuant to Section 287.135, F.S., the
CITY may immediately terminate this Agreement for cause if the CONTRACTOR, its affiliates,
or its subContractors are found to have submitted a false certification; or if the CONTRACTOR,
its affiliates, or its subContractors are placed on any applicable scrutinized companies list or
engaged in prohibited contracting activity during the term of the Agreement. As provided in
Subsection 287.135(8), F.S., if federal law ceases to authorize these contracting prohibitions then
they shall become inoperative.
ARTICLE 4
COMPENSATION AND METHOD OF PAYMENT
4.1 CONTRACTOR shall be entitled to invoice CITY on a monthly basis for services performed.
The invoice shall include, but not be limited to, date of service, the amount of time spent, a description
of the service, and any other information reasonably required by CITY. The compensation shall not
exceed the unit prices stated in the PRICING SHEET, Exhibit "A".
4.2 CITY will make its best efforts to pay CONTRACTOR within thirty (30) days of receipt of
proper invoice the total shown to be due on such invoice.
4.3 All payments shall be governed by the Florida Prompt Payment Act, as set forth in Part VII,
Chapter 218. Florida Statutes.
4.4 Payment will be made to CONTRACTOR at:
Florida Technical Consultants, LLC.
Attn: James Barton, P.E.
Post Office Box 850
Boynton Beach, FL 33435-0850
ARTICLE 5
CHANGES TO SCOPE OF WORK AND ADDITIONAL WORK
5.1 CITY or CONTRACTOR may request changes that would increase, decrease, or otherwise
modify the Scope of Services, as described in Exhibit "A," to be provided under this Agreement as
described in Article 2 of this Agreement. These changes will affect the monthly compensation
accordingly. Such changes or additional services must be in accordance with the provisions of the
Code of Ordinances of the CITY, and must be contained in a written amendment, executed by the
parties hereto, with the same formality, equality and dignity herewith prior to any deviation from the
terms of this Agreement, including the initiation of any additional or extra work.
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5.2 In no event will the CONTRACTOR be compensated for any work which has not been
described in a separate written agreement executed by the parties hereto.
ARTICLE 6
INDEMNIFICATION
6.1 CONTRACTOR shall indemnify and save harmless and defend the CITY, its trustees, elected
and appointed officials, agents, servants and employees from and against any and all claims, demands,
or causes of action of whatsoever kind or nature sustained by the CITY or any third party arising out
of, or by reason of, or resulting from acts, error, omission, or negligent act of CONTRACTOR, its
agents, servants or employees in the performance under this Agreement, for all costs, losses and
expenses, including but not limited to, damages to persons or third party property, judgments and
attorneys' fees arising out of or in connection with the performance by CONTRACTOR pursuant to
this Agreement.
6.2 CONTRACTOR shall indemnify CITY for all loss, damage, expense or liability including,
without limitation, court costs and attorneys' fees that may result by reason of any infringement or
claim of infringement of any patent, trademark, copyright, trade secret or other proprietary right due
to services furnished pursuant to this Agreement. CONTRACTOR will defend and/or settle at its own
expense any action brought against the CITY to the extent that it is based on a claim that products or
services furnished to CITY by CONTRACTOR pursuant to this Agreement, or if any portion of the
services or goods furnished in the performance of the service becomes unusable as a result of any
such infringement or claim.
6.3 CONTRACTOR'S aggregate liability shall not exceed the proceeds of insurance required to
be placed pursuant to this Agreement plus the compensation received by CONTRACTOR, or extend
to any claims brought subsequent to the expiration of warranty period outlined above. The CITY's
rights and remedies and CONTRACTOR's liabilities as set forth in this Agreement, are exclusive,
and the CITY hereby releases CONTRACTOR from all further or subsequent liability, whether based
in contract or tort and irrespective of fault, negligence, or strict liability.
6.4 The parties recognize that various provisions of this Agreement, including but not necessarily
limited to this Section, provide for indemnification by the CONTRACTOR and that Florida Statutes
§725.06 requires a specific consideration be given therefor. The parties therefore agree that the sum
of Ten Dollars and 00/100 ($10.00), receipt of which is hereby acknowledged, is the specific
consideration for such indemnities, and the providing of such indemnities is deemed to be part of the
specifications with respect to the services to be provided by CONTRACTOR. Furthermore, the
parties understand and agree that the covenants and representations relating to this indemnification
provision shall serve the term of this Agreement and continue in full force and effect as to the parry's
responsibility to indemnify.
ARTICLE 7
INSURANCE
7.1 The CONTRACTOR shall indemnify and hold harmless the CITY and its officers,
employees, agents and instrumentalities from any and all liability, losses or damages, including
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attorneys' fees and costs of defense, which the CITY or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings
of any kind or nature arising out of, relating to or resulting from the performance of this Agreement
by the CONTRACTOR or its employees, agents, servants, partners principals or subContractors.
The CONTRACTOR shall pay all claims and losses in connection therewith and shall investigate
and defend all claims, suits or actions of any kind or nature in the name of the CITY, where
applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees
which may issue thereon. The CONTRACTOR expressly understands and agrees that any
insurance protection required by this Agreement or otherwise provided by the CONTRACTOR
shall in no way limit the responsibility to indemnify, keep and save harmless and defend the CITY
or its officers, employees, agents and instrumentalities as herein provided.
7.2 CONTRACTOR shall not commence work under this Agreement until it has obtained all
insurance required under this paragraph and such insurance has been approved by the Risk Manager
of the CITY nor shall the CONTRACTOR allow any subcontractor to commence work on his
subcontract until all similar such insurance required of the subContractor has been obtained and
similarly approved.
7.3 Certificates of Insurance, reflecting evidence of the required insurance, shall be filed with the
City's Risk Manager prior to the commencement of this Agreement. Policies shall be issued by
companies authorized to do business under the laws of the State of Florida. The insurance company
shall be rated no less than "A" as to management, and no less than "Class VI" as to financial
strength according to the latest edition of Best's Insurance Guide published by A.M. Best
Company.
7.4 Policies shall be endorsed to provide the CITY thirty (30) days notice of cancellation or the
CONTRACTOR shall obtain written agreement from its Agent to provide the CITY thirty (30) days
notice of cancellation.
7.5 Insurance shall be in force until all obligations required to be fulfilled under the terms of the
Agreement are satisfactorily completed as evidenced by the formal acceptance by the CITY. In the
event the insurance certificate provided indicates that the insurance shall terminate and lapse during
the period of this Agreement, then in that event, the CONTRACTOR shall furnish, at least forty-five
(45) days prior to the expiration of the date of such insurance, a renewed certificate of insurance as
proof that equal and like coverage for the balance of the period of the Agreement and extension
thereunder is in effect. The CONTRACTOR shall not commence nor continue to provide any
services pursuant to this Agreement unless all required insurance remains in full force and effect.
CONTRACTOR shall be liable to CITY for any lapses in service resulting from a gap in insurance
coverage.
7.6 REQUIRED INSURANCE
7.6.1 Comprehensive General Liability Insurance written on an occurrence basis including,
but not limited to: coverage for bodily injury and property damage, personal & advertising
injury, products & completed operations, and contractual liability. Coverage must be written
on an occurrence basis, with limits of liability no less than:
1. Each Occurrence Limit - $1,000,000
2. Fire Damage Limit (Damage to rented premises) - $100,000
3. Personal & Advertising Injury Limit - $1,000,000
4. General Aggregate Limit - $2,000,000
5. Products & Completed Operations Aggregate Limit - $2.000,000
Products & Completed Operations Coverage shall be maintained for two (2) years after
the final payment under this contract.
The City of Cooper City must be shown as an additional insured with respect to this
coverage.
7.6.2 Worker's Compensation and Employers Liability Insurance covering all
employees, and/or volunteers of the CONTRACTOR engaged in the performance of the
scope of work associated with this Agreement. In the case any work is sublet, the
CONTRACTOR shall require the subContractors similarly to provide Workers
Compensation Insurance for all the latter's employees unless such employees are covered
by the protection afforded by the CONTRACTOR. Coverage for the CONTRACTOR and
his subContractors shall be in accordance with applicable state and/or federal laws that may
apply to Workers' Compensation Insurance with limits of liability no less than:
1. Workers' Compensation: Coverage A — Statutory
2. Employers Liability: Coverage B $500,000 Each Accident
$500,000 Disease — Policy Limit
$500,000 Disease — Each Employee
If CONTRACTOR claims to be exempt from this requirement, CONTRACTOR shall provide
CITY proof of such exemption along with a written request for CITY to exempt
CONTRACTOR, written on CONTRACTOR letterhead.
7.6.3 Comprehensive Auto Liability Insurance covering all owned, non -owned and hired
vehicles used in connection with the performance of work under this Agreement, with a
combined single limit of liability for bodily injury and property damage no less than:
1. Any Auto (Symbol 1)
Combined Single Limit (Each Accident) - $1,000,000
2. Hired Autos (Symbol 8)
Combined Single Limit (Each Accident) - $1,000,000
3. Non -Owned Autos (Symbol 9)
Combined Single Limit (Each Accident) - $1,000,000
7.6.4 Professional Liability/Errors & Omissions Insurance, when applicable, with a limit of
liability no less than $1,000,000 per wrongful act. This coverage shall be maintained
for a period of no less than two (2) years after final payment of the contract.
7.6.5 Sexual Abuse may not be excluded from any policy.
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7.7 REQUIRED ENDORSEMENTS
7.7.1 The City of Cooper City shall be named as an Additional Insured on each of the
General Liability policies required herein
7.7.1 Waiver of all Rights of Subrogation against the CITY
7.7.3 30 Day Notice of Cancellation or Non -Renewal to the CITY
7.7.4 CONTRACTORs' policies shall be Primary & Non -Contributory
7.7.5 All policies shall contain a "severability of interest" or "cross liability" liability
clause without obligation for premium payment of the CITY
7.7.6 The City of Cooper City shall be named as a Loss Payee on all Property and/or
Inland Marine Policies as their interest may appear.
7.8 CONTRACTOR shall name the CITY, as an additional insured on each of the General
Liability policies required herein and shall hold the CITY, its agents, officers and employees harmless
on account of claims for damages to persons, property or premises arising out ofthe services provided
hereunder.
7.9 Any insurance required of the CONTRACTOR pursuant to this Agreement must also be
required by any subContractor in the same limits and with all requirements as provided herein,
including naming the CITY as an additional insured, in any work that is subcontracted unless such
subcontractor is covered by the protection afforded by the CONTRACTOR and provided proof of
such coverage is provided to CITY. The CONTRACTOR and any subContractors shall maintain
such policies during the term of this Agreement.
7.10 The City reserves the right to require any other additional types of insurance coverage and/or
higher limits of liability it deems necessary based on the nature of work being performed under this
Contract.
ARTICLE 8
INDEPENDENT CONTRACTOR
8.1 This Agreement does not create an employee/employer relationship between the parties. It is
the intent of the parties that the CONTRACTOR is an independent Contractor under this Agreement
and not the CITY's employee for all purposes, including but not limited to, the application of the Fair
Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act,
the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue
Code, the State Workers' Compensation Act, and the State unemployment insurance law. The
CONTRACTOR shall retain sole and absolute discretion in the judgment of the manner and means
of carrying out CONTRACTOR's activities and responsibilities hereunder provided, further that
administrative procedures applicable to services rendered under this Agreement shall be those of
CONTRACTOR, which policies of CONTRACTOR shall not conflict with CITY, State, H.U.D., or
United States policies, rules or regulations relating to the use of CONTRACTOR's Funds provided
for herein. The CONTRACTOR agrees that it is a separate and independent enterprise from the
CITY, that it has full opportunity to find other business, that it has made its own investment in its
business, and that it will utilize a high level of skill necessary to perform the work. This Agreement
shall not be construed as creating any joint employment relationship between the CONTRACTOR
and the CITY and the CITY will not be liable for any obligation incurred by CONTRACTOR,
including but not limited to unpaid minimum wages and/or overtime premiums.
ARTICLE 9
VENUE
9.1 This Agreement shall be governed by the laws of the State of Florida as now and hereafter
in force. The venue for actions arising out of this agreement shall be in Broward County, Florida.
ARTICLE 10
PUBLIC RECORDS
10.1 The City of Cooper City is public agency subject to Chapter 119, Florida Statutes. The
CONTRACTOR shall comply with Florida's Public Records Law. Specifically, the CONTRACTOR
shall;
10.1.1 Keep and maintain public records required by the CITY to perform the service;
10.1.2 Upon request from the CITY's custodian of public records, provide the CITY 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 in chapter 119, Fla. Stat., or
as otherwise provided by law;
10.1.3 Ensure that public records that are exempt or that are confidential and exempt from
public record disclosure requirements are not disclosed except as authorized by law for the
duration of the contract term and, following completion of the contract, CONTRACTOR shall
destroy all copies of such confidential and exempt records remaining in its possession after
the CONTRACTOR transfers the records in its possession to the CITY; and
10.1.4 Upon completion of the contract, CONTRACTOR shall transfer to the CITY, at no
cost to the CITY, all public records in CONTRACTOR's possession. All records stored
electronically by the CONTRACTOR must be provided to the CITY, upon request from the
CITY's custodian of public records, in a format that is compatible with the information
technology systems of the CITY.
10.2 The failure of CONTRACTOR to comply with the provisions set forth in this Article shall
constitute a Default and Breach of this Agreement, for which, the City may terminate the Agreement.
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, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT
8
CITY CLERK
9090 S.W. 50t° PLACE
COOPER CITY, FL 33328
(954) 4344300
ksiMS&COODercityMora
ARTICLE 11
FEMA REQUIREMENTS
Any reference made to CONTRACTOR in this section shall also apply to any SubContractor
under the terms of this Contract. CONTRACTOR shall be responsible for the compliance
by any subContractor or lower tier subContractor with all of these contract clauses:
11.1 CONTRACTOR shall assist CITY in completing any and all forms necessary for
reimbursements from state or federal agencies, including but not limited to FEMA, relating to costs
arising out of the services provided pursuant to this Agreement. This may include, but is not
limited to, the timely completion and submittal of reimbursement requests, preparation and
submittal of any and all necessary cost substantiation and preparing replies to any and all agency
denial or inquiries.
11.2 If reimbursement is denied to CITY due to CONTRACTOR's negligence, including failure
to comply with this Article, CONTRACTOR upon notification from FEMA or the Florida Division
of Emergency Management of such denial and upon written demand by the CITY, shall reimburse
CITY for amounts denied due to CONTRACTOR's negligence. This obligation shall survive the
tern or termination of this Agreement.
11.3 Notwithstanding anything to the contrary set forth herein, CONTRACTOR shall comply with
the following federally required standard provisions, as set forth in 2 C.F.R. Sec.200.326 and 2
C.F.R. Part 200. In the event of any conflicts, the provisions of this section shall prevail.
11.3.1 Equal Employment Opportunity: During the performance of this contract,
CONTRACTOR agrees as follows:
(1) CONTRACTOR will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, sexual orientation, gender
identity, or national origin. CONTRACTOR will take affirmative action to ensure
that applicants are employed, and that employees are treated during employment,
without regard to their race, color, religion, sex, sexual orientation, gender identity,
or national origin. Such action shall include, but not be limited to the following:
Employment, upgrading, demotion, or transfer, recruitment or recruitment
advertising; layoff or termination; rates of pay or other forms of compensation;
and selection for training, including apprenticeship. CONTRACTOR agrees to
post in conspicuous places, available to employees and applicants for employment,
notices to be provided by the contracting officer setting forth the provisions of this
nondiscrimination clause.
(2) CONTRACTOR will, in all solicitations or advertisements for employees placed
by or on behalf of CONTRACTOR, state that all qualified applicants will receive
consideration for employment without regard to race, color, religion, sex, sexual
orientation, gender identity, or national origin.
(3) CONTRACTOR will not discharge or in any other manner discriminate against
any employee or applicant for employment because such employee or applicant
has inquired about, discussed, or disclosed the compensation of the employee or
applicant or another employee or applicant. This provision shall not apply to
instances in which an employee who has access to the compensation information
of other employees or applicants as a part of such employee's essential job
functions discloses the compensation of such other employees or applicants to
individuals who do not otherwise have access to such information, unless such
disclosure is in response to a formal complaint or charge, in furtherance of an
investigation, proceeding, hearing, or action, including an investigation conducted
by the employer, or is consistent with CONTRACTOR's legal duty to furnish
information.
(4) CONTRACTOR will send to each labor union or representative of workers with
which it has a collective bargaining agreement or other contract or understanding,
a notice to be provided by the agency contracting officer, advising the labor union
or workers' representative of CONTRACTOR's commitments under section 202
of Executive Order 11246 of September 24, 1965, and shall post copies of the
notice in conspicuous places available to employees and applicants for
employment.
(5) CONTRACTOR will comply with all provisions of Executive Order 11246 of
September 24, 1965, and of the rules, regulations, and relevant orders of the
Secretary of Labor.
(6) CONTRACTOR will furnish all information and reports required by Executive
Order 11246 of September 24, 1965, and by the rules, regulations, and orders of
the Secretary of Labor, or pursuant thereto, and will permit access to his books,
records, and accounts by the contracting agency and the Secretary of Labor for
purposes of investigation to ascertain compliance with such rules, regulations, and
orders.
(7) In the event of CONTRACTOR's non-compliance with the nondiscrimination
clauses of this contract or with any of such rules, regulations, or orders, this
contract may be canceled, terminated or suspended in whole or in part and
CONTRACTOR may be declared ineligible for further Government contracts in
accordance with procedures authorized in Executive Order 11246 of September
24, 1965, and such other sanctions may be imposed and remedies invoked as
provided in Executive Order 11246 of September 24, 1965, or by rule, regulation.
or order of the Secretary of Labor, or as otherwise provided by law.
10
(8) CONTRACTOR will include the provisions of paragraphs (1) through (8) in every
subcontract or purchase order unless exempted by rules, regulations, or orders of
the Secretary of Labor issued pursuant to section 204 of Executive Order 11246
of September 24, 1965, so that such provisions will be binding upon each
subContractor or vendor. CONTRACTOR will take such action with respect to
any subcontract or purchase order as may be directed by the Secretary of Labor as
a means of enforcing such provisions including sanctions for noncompliance:
Provided, however, that in the event CONTRACTOR becomes involved in, or is
threatened with, litigation with a subContractor or vendor as a result of such
direction, CONTRACTOR may request the United States to enter into such
litigation to protect the interests of the United States.
11.3.2 Davis -Bacon Act_ Contractor shall comply with the Davis -Bacon Act (40 U.S.C.
276a to 276a-7) as supplemented by Department of Labor Regulations (29 CFR Part 5). In
accordance with the statute, Contractors must be required to pay wages to laborers and
mechanics at a rate not less than the prevailing wages specified in a wage determination
made by the Secretary of Labor. In addition, Contractors must be required to pay wages
not less than once a week.
11.3.3 Copeland "Anti -Kickback" Act: CONTRACTOR shall comply with the Copeland
"Anti -Kickback" Act, ( 40 U.S.C. 3145), as supplemented by Department of Labor
regulations ( 29 CFR Part 3, "Contractors and SubContractors on Public Building or Public
Work Financed in Whole or in Part by Loans or Grants from the United States").
CONTRACTOR must be prohibited from inducing, by any means, any person employed
in the construction, completion, or repair of public work, to give up any part of the
compensation to which he or she is otherwise entitled. CITY must report all suspected or
reported violations to the Federal awarding agency.
11.3.4 Contract Work Hours and Safety Standards Act. (40 U.S.C. 3701- 3708). Where
applicable, pursuant to 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor
regulations ( 29 CFR Part 5) CONTRACTOR must be required to compute the wages of
every mechanic and laborer on the basis of a standard work week of 40 hours. Work in
excess of the standard work week is permissible provided that the worker is compensated
at a rate of not less than one and a half times the basic rate of pay for all hours worked in
excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable
to construction work and provide that no laborer or mechanic must be required to work in
surroundings or under working conditions which are unsanitary, hazardous or dangerous.
(1) Overtime requirements. No Contractor or subContractor contracting for any part of
the contract work which may require or involve the employment of laborers or
mechanics shall require or permit any such laborer or mechanic in any workweek in
which he or she is employed on such work to work in excess of forty hours in such
workweek unless such laborer or mechanic receives compensation at a rate not less
than one and one-half times the basic rate of pay for all hours worked in excess of
forty hours in such workweek.
(2) Violation: liability for unpaid wages• liquidated damaw. In the event of any
violation of the clause set forth in paragraph (1) of this section the Contractor and any
subContractor responsible therefor shall be liable for the unpaid wages. In addition,
such Contractor and subContractor shall be liable to the United States (in the case of
work done under contract for the District of Columbia or a territory, to such District
or to such territory), for liquidated damages. Such liquidated damages shall be
computed with respect to each individual laborer or mechanic, including watchmen
and guards, employed in violation of the clause set forth in paragraph (1) of this
section, in the sum of $10 for each calendar day on which such individual was
required or permitted to work in excess of the standard workweek of forty hours
without payment of the overtime wages required by the clause set forth in paragraph
(1)of this section.
(3) Withholding for unpaid wages and liquidated damages. CITY shall upon its own
action or upon written request of an authorized representative of the Department of
Labor withhold or cause to be withheld, from any moneys payable on account of
work performed by the Contractor or subContractor under any such contract or any
other Federal contract with the same prime Contractor, or any other federally -assisted
contract subject to the Contract Work Hours and Safety Standards Act, which is held
by the same prime Contractor, such sums as may be determined to be necessary to
satisfy any liabilities of such Contractor or subContractor for unpaid wages and
liquidated damages as provided in the clause set forth in paragraph (2) of this section.
(4) Subcontracts. The Contractor or subContractor shall insert in any subcontracts the
clauses set forth in paragraph (1) through (4) of this section and also a clause
requiring the subContractors to include these clauses in any lower tier subcontracts.
The prime Contractor shall be responsible for compliance by any subContractor or
lower tier subContractor with the clauses set forth in paragraphs (1) through (4) of
this section."
11.3.5 Clean Air Act: Pursuant to 42 U.S.C. 7401- 7671 q. and the Federal Water Pollution
Control Act ( 33 U.S.C. 1251- 1387), as amended CONTRACTOR agrees to comply with
all applicable standards, orders or regulations issued pursuant to the Clean Air Act ( 42
U.S.C. 7401- 7671q) and the Federal Water Pollution Control Act as amended ( 33 U.S.C.
1251- 1387). CITY will report violations to the Federal awarding agency and the Regional
Office of the Environmental Protection Agency (EPA).
Clean Air Act.
(1) The Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §
7401 et seq.
(2) The Contractor agrees to report each violation to CITY and understands and
agrees that the CITY will, in turn, report each violation as required to assure
notification to the State, Federal Emergency Management Agency, and the
appropriate Environmental Protection Agency Regional Office.
12
(3) The Contractor agrees to include these requirements in each subcontract
exceeding $150,000 financed in whole or in part with Federal assistance
provided by FEMA.
Federal Water Pollution Control Act
(1) The Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Federal Water Pollution Control Act, as
amended, 33 U.S.C. 1251 et seq.
(2) The Contractor agrees to report each violation to the CITY and understands
and agrees that the CITY will, in turn, report each violation as required to
assure notification to the State, Federal Emergency Management Agency,
and the appropriate Environmental Protection Agency Regional Office.
(3) The Contractor agrees to include these requirements in each subcontract
exceeding $150,000 financed in whole or in part with Federal assistance
provided by FEMA."
11.3.6. Suspension and Debarment. This contract is a covered transaction for purposes of 2
C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Contractor is required to verify that none
of the Contractor, its principals (defined at 2 C.E.R. § 180.995), or its affiliates (defined at
2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at
2 C.F.R. § 180.935).
(1) T3ie Contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt.
3000, subpart C and must include a requirement to comply with these
regulations in any lower tier covered transaction it enters into. This
certification is a material representation of fact relied upon by CITY. If it is
later determined that the Contractor did not comply with 2 C.F.R. pt. 180,
subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available
to State and CITY, the Federal Government may pursue available remedies,
including but not limited to suspension and/or debarment.
(2) The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt.
180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and
throughout the period of any contract that may arise from this offer. The
bidder or proposer further agrees to include a provision requiring such
compliance in its lower tier covered transactions."
11.3.7. Byrd Anti -Lobbying Amendment, 31 U.S.C. § 1352 (as amended). Contractors who
apply or bid for an award of $100,000 or more shall file the required certification. Each tier
certifies to the tier above that it will not and has not used Federal appropriated funds to pay
any person or organization for influencing or attempting to influence an officer or employee
of any agency, a member of Congress, officer or employee of Congress, or an employee of
13
a member of Congress in connection with obtaining any Federal contract, grant, or any other
award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non -
Federal funds that takes place in connection with obtaining any Federal award. Such
disclosures are forwarded from tier to tier up to the recipient."
1 1.3.8 Compliance with State Energy Policy and Conservation Act. Contractor shall comply
with all mandatory standards and policies relating to energy efficiency contained in the State
energy conservation plan issued in compliance with the Energy Policy and Conservation Act
(Pub.L. 94-163, 89 Stat. 871).
1 l .3.9 Recovered Materials.
(1) In the performance of this Contract, the Contractor shall make maximum use of
products containing recovered materials that are EPA -designated items unless
the product cannot be acquired
(i) Competitively within a timeframe providing for compliance with the
contract performance schedule
(ii) Meeting Contract performance requirements; or
(iii) At a reasonable price.
(2) Information about this requirement, along with the list of EPA -designated items,
is available at EPA's Comprehensive Procurement Guidelines web site,
http://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program.
11.3.10 Pursuant to 44 CFR 13.36(i)(7), Contractor shall comply with FEMA requirements
and regulations pertaining to reporting, including but not limited to those set forth at 44 CFR
40 and 41
11.3.11 Pursuant to 44 CFR 13.36(i)(8), Contractor agrees that if this Agreement results in
any copyrightable materials or inventions, in accordance with 44 CFR 13.34, FEMA reserves
a royalty -free, nonexclusive and irrevocable license to reproduce, publish or otherwise use the
copyright of said materials or inventions for Federal Government purposes
11.3.12 Access to Records. In accordance with 44 CFR 13.36(i)(I1) and Chapters 119 and
257, Florida Statutes,
(1) The Contractor agrees to provide the City, State, FEMA, the Comptroller
General of the United States or any of their authorized representatives access to
any books, documents, papers and records of the Contractor which are directly
pertinent to the contract for the purposes of making audits, examinations,
excerpts and transcriptions.
(2) The Contractor agrees to maintain all books, records, accounts and reports
required under the contract for a period of not less than five (5) years after the
14
date of termination or expiration of the contract, except in the event of litigation
or settlement of claims arising from the performance of the contract, in which
case Contractor agrees to maintain same until the City, the State, FEMA, the
Comptroller General, or any of their duly authorized representatives, have
disposed of all such litigation, appeals, claims or exceptions related thereto.
11.3.13 No Obligation by the Federal Government
(1) Absent the express written consent by the Federal Government, the Federal
Government or FEMA is not a party to the contract and shall not be subject to
any obligations or liabilities to the City, Contractor, or any other party (whether
or not a party to that contract) pertaining to any matter resulting from the
underlying contract.
(2) The Contractor agrees to include the above clause in each subcontract financed
in whole or in part with Federal assistance provided by FEMA. It is further
agreed that the clause shall not be modified, except to identify the subContractor
who will be subject to its provisions.
11.3.14 DHS Seal, Logo, and Flags. The Contractor shall not use DHS(s), logos, crests, or
reproductions of flags or likenesses of DHS agency officials without specific FEMA pre -
approval.
11.3.15 Compliance with Federal Law, Regulations, and Executive Orders. This is an
acknowledgement that FEMA financial assistance will be used to fund the Contract only. The
Contractor will comply with all applicable federal law, regulations, executive orders, FEMA
policies, procedures, and directives.
11.3.16 Fraudulent Statements. The Contractor acknowledges that 31 U.S.C. Chap. 38 applies
to the Contractor's actions pertaining to this Contract.
ARTICLE 12
NUSCELLANEOUS
12.1 Ownership of Documents. Reports, surveys, plans, studies and other data provided in
connection with this Agreement are and shall remain the property of CITY whether or not the project
for which they are made is completed. City hereby agrees to use CONTRACTOR's work product
for its intended purposes.
12.2 Records. CONTRACTOR shall keep such records and accounts and require any and all
subContractors to keep records and accounts as may be necessary in order to record complete and
correct entries as to personnel hours charged to this engagement, and any expenses for which
CONTRACTOR expects to be reimbursed. Such books and records will be available at all reasonable
times for examination and audit by CITY and shall be kept for a period of ten (10) years after the
completion of all work to be performed pursuant to this Agreement. Incomplete or incorrect entries
in such books and records will be grounds for disallowance by CITY of any fees or expenses based
15
upon such entries. All records shall be maintained and available for disclosure, as appropriate, in
accordance with Chapter 119, F.S.
12.3 Assignments; Amendments. This Agreement, and any interests herein, shall not be
assigned, transferred or otherwise encumbered, under any circumstances, by CONTRACTOR.
without the prior written consent of CITY. For purposes of this Agreement, any change of ownership
of CONTRACTOR shall constitute an assignment which requires CITY approval. However, this
Agreement shall run to the benefit of CITY and its successors and assigns.
It is further agreed that no modification, amendment, or alteration in the terms or conditions contained
herein shall be effective unless contained in a written document executed with the same formality and
of equal dignity herewith.
12.4 No Contingent Fees. CONTRACTOR warrants that it has not employed or retained any
company or person, other than a bona fide employee working solely for CONTRACTOR to solicit or
secure this Agreement, 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 CONTRACTOR any fee,
commission, percentage, gift, or other consideration contingent upon or resulting from the award or
making of this Agreement. For the breach or violation of this provision, CITY shall have the right to
terminate the Agreement without liability at its discretion, to deduct from the contract price, or
otherwise recover the full amount of such fee, commission, percentage, gift or consideration.
12.5 Notice. Whenever any party desires to give notice unto any other party, it must be given by
written notice, sent by certified United States mail, with return receipt requested, addressed to the
party for whom it is intended and the remaining party, at the places last specified, and the places for
giving of notice shall remain such until they shall have been changed by written notice in compliance
with the provisions of this section. For the present, CONTRACTOR and CITY designate the
following as the respective places for giving of notice:
CITY City Manager
City of Cooper City
9090 S.W. 5& Place
Cooper City, Florida 33328
Telephone No. (954) 434-4300
Copy To: Jacob G. Horowitz, City Attorney
Goren, Cherof, Doody & Ezrol, P.A.
3099 East Commercial Boulevard, Suite 200
Fort Lauderdale, Florida 33308
Telephone No. (954) 7714500
Facsimile No. (954) 7714923
Contractor James Barton, P.E.
Florida Technical Consultant, LLC.
533 East Ocean Avenue, Suite #2
Boynton Beach, FL 33435
m
E-mail: jbarton@fltechinc.com
Telephone No: 561-810-8323
Cell phone No: 954-914-8488
12.6 Binding Authority. Each person signing this Agreement on behalf of either parry
individually warrants that he or she has full legal power to execute this Agreement on behalf of the
party for whom he or she is signing, and to bind and obligate such party with respect to all provisions
contained in this Agreement.
12.7 Headings. Headings herein are for convenience of reference only and shall not be considered
on any interpretation of this Agreement.
12.8 Exhibits. Each Exhibit referred to in this Agreement forms an essential part of this
Agreement. The exhibits if not physically attached should be treated as part of this Agreement and
are incorporated herein by reference.
12.9 Severability. If any provision of this Agreement or application thereof to any person or
situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and
the application of such provisions to persons or situations other than those as to which it shall have
been held invalid or unenforceable shall not be affected thereby, and shall continue in full force and
effect, and be enforced to the fullest extent permitted by law.
12.10 Extent of Agreement. This Agreement represents the entire and integrated agreement
between the CITY and the CONTRACTOR and supersedes all prior negotiations, representations or
agreements, either written or oral.
12.11 Legal Representation. It is acknowledged that each party was represented by counsel in the
preparation of and contributed equally to the terms and conditions of this Agreement and, accordingly,
the rule that a contract shall be interpreted strictly against the party preparing same shall not apply
herein due to the joint contributions of both parties.
12.12 Counte arts and Execution. This Agreement may be executed in multiple originals or
counterparts, each of which shall be deemed to be an original and together shall constitute one and
the same agreement. Execution and delivery of this Agreement by the Parties shall be legally binding,
valid and effective upon delivery of the executed documents to the other party through facsimile
transmission, email, or other electronic delivery.
IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day
and year first written above.
17
ATTEST:
CITY:
CITY OF COOPER CITY, FLORIDA
KA YN SIMS, IN RN CITY MA GER
CONTR.eCTOR•
FLORIDA TE TANT, LLC.
By:
Name: Sames B
Title: President
BEFORE ME, an officer duly by law to adm' ter oaths and take
acknowledgments, personally appeared _� S a a- as R-fS; Dent I' of
Florida Technical Consultant, LLC., a company authorized to conduct business in the State of
Florida, and acknowledged execution of the foregoing Agreement as the proper official of Florida
Technical Consultant, LLC. for the use and purposes mentioned in it and affixed the official seal of
the corporation, and that the instrument is the act and deed of that corporation.
IN WITNESS OF THE FOREGOING, I have set my hand and official seal at in the State
and County aforesaid on this I day of M A,!A , 2019.
OeZ44�—
RY PUBLIC
(Name of Notary Typed, Printed or Stamped)
L . JUDITH A. CI,ARK
' �' MY COM1*88 ON N FF20927
EXPIRES duly 16, 2CI0
(�Of)601q seem
18
City of Cooper City, Florida
RFP 2019-2-UTL, Geographic Information System (GIS) Services
Attachment A
(Page 5 of 5)
PRICING SHEET
MUST BE SUBMITTED IN A SEPARATE SEALED ENVELOPE!
GEOGRAPHIC INFORMATION SYSTEM (GIS) SERVICES
JOB CLASSIFICATION
Project Manager
Senior GIS Consultant
GIS Analyst
GIS Technician
Clerical
RATE BY HOUR
$140.00
EEO
$50.00
Submitted by: Jam a on, P.E.
(Print
Authorized Signature:
(Sign)
Company Name: Florida Technical Consultants
Date:
04/18/2019
STATE: FLORIDA
COUNTY: Palm Beach
SN orn to (or affirmed) and subscribed before me this 18th day of
April 2012 by. James Radon, P E
.wore cj oerscr: nmirrsg statement
S onature of Notan- Pubtrc- State of Florida
(NOTARY SEAL)
Name of Notary TKned Printed, orkamued
Personalty Known V OR Produced identification
Type of Identification Produced
28
EXHIBIT B Florida Technical Consultants, LLC
533 East Ocean Ave. Suite 02
ro Boynton Beach, FL 33435
Tel (954) 914-8488
www.fitechinc.com
FLORIDA TECHNICAL CONS4111AV
July 16, 2020
Matthew Hammond, PE
Utilities Director
345 Tequesta Drive
Tequesta, Florida 33469
Email: mhammond@tequesta.org
Subject: Village of Tequesta GIS Services
Dear Mr. Hammond:
Florida Technical Consultants (FTC) has a current contract with the City of Cooper City, Florida to provide GIS
Utility Atlas Services and other GIS Services on an as -needed basis. FTC would like to extend the same terms
and conditions to the Village of Tequesta. The work outlined in the contract is consistent with the work to be
provided to the Village of Tequesta.
Should you have any questions, please do not hesitate to contact me at my office at (954) 954-8488 or send me
an electronic message at jbarton@fltechinc.com.
Respectfully submitted,
insultants
President