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HomeMy WebLinkAboutAgreement_General_9/8/2022_Clean SpaceVILLAGE OF TEQUESTA AGREEMENT FOR JANITORIAL -CUSTODIAL SERVICES THIS AGREEMENT for janitorial -custodial services is entered into and effective this 8th_ day of September, 2022 (the "Effective Date"), by and between the VILLAGE OF TEQUESTA, a Florida municipal corporation with offices located at 345 Tequesta Drive, Tequesta, Florida 33469, organized and existing in accordance with the laws of the State of Florida, hereinafter the "Village"; and Clean Space Inc.,with offices located at 3764 NW 124th Ave. Coral Springs FL 33065, 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, including but not limited to Contractor's assertions to the Village that it is sufficiently qualified, certified and experienced to perform properly and timely the services contemplated by this Agreement, 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 janitorial -custodial services for and at the Village's Community Center located at 399 Seabrook Road, Tequesta, Florida 33469, pursuant to all applicable statutory, licensing and Village code requirements. The Parties agree to enter into this Agreement pursuant to the Village's RFP-PARKS 07-22-2022 and the Contractor's Proposal submitted thereunder, which are hereby fully incorporated into this Agreement and attached hereto as Exhibits "A" and "B" respectively. 2. COMPENSATION: In consideration for the above Scope of Services, pricing shall be pursuant to the prices provided in the Contractor's Proposal submitted for RFP-PARKS 07-22-2022 found in Exhibit "B". No additional compensation shall be paid for any other expenses incurred unless approved in writing by the Village in accordance with Paragraph 4 "Change Orders" below. Contractor shall submit to the Village its invoice for services rendered itemizing the fees and costs incurred during the previous calendar month no later than the 10th of each calendar month. The Village shall pay the Contractor pursuant to the Florida Prompt Payment Act. 3. TERM; TERMINATION; NOTICE: This Agreement shall be for a term of three (3) years commencing on the Effective Date, with options for two additional one (1) year extensions at the same terms, conditions and pricing as the original term. This Agreement may be terminated by either party upon forty-five (45) 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 Clean Space Inc. 345 Tequesta Drive 3764 NW 124th Ave Coral Springs FL Tequesta, FL 33469 33065 Attn: Doug Chambers Attn: Matt Giunco 4. CHANGE ORDERS: Contractor is aware that price and time are of the essence in this Agreement and that prompt and timely performance of all such obligations is strictly required. If conditions change that would require an increase in price, scope, or time for performance Contractor must notify the Village in writing, detailing the conditions that have changed, providing evidence of same, and requesting a change order to the Agreement. Change orders that may be agreed to by the Village will not be effective under any circumstances until three (3) complete calendar months following the Village's approval of the change order. Only one change order per calendar year shall be permitted. Contractor shall not proceed with any change to its obligations under a change order request unless documented in a change order executed by both Parties. The Village in its sole and absolute discretion may accept the change order as is or with modifications, deny the change order, or re -advertise and re -solicit providers for the required goods or services and terminate this Agreement. If the Village elects to re -advertise and re -solicit the need for goods or services the Village will have three (3) complete calendar months to accept the contemplated change order or terminate this Agreement. Approved change orders shall be effectuated through a written Amendment to this Agreement as executed by both Parties pursuant to Section 16 of this Agreement. 5. INSURANCE: Contractor shall provide proof of insurance in the types and amounts required by RFP-PARKS 07-22-2022, Paragraph 12, and shall name the Village as an "additional insured" on the liability portion of the insurance policies: 6. INDEMNIFICATION: 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. 7. 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. 8. 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. 9. USE OF OTHER CONTRACTORS; CHANGE IN KEY PERSONNEL: Contractor must obtain the Village's prior written approval to use any Sub -Contractors that were not listed in the Proposer's Statement of Qualifications Form to perform any portion of this Agreement. Contractor's key person assigned to perform work under this Agreement shall not assign another person to be in charge of the work contemplated by this Agreement without the prior written authorization of the Village. 10. INSPECTOR GENERAL: Pursuant to Sections 2-421-2-432 of the Palm Beach County Code of Ordinances, the Office of the Inspector General has jurisdiction to investigate municipal matters, review and audit municipal contracts and other transactions, and make reports and recommendations to municipal governing bodies based on such audits, reviews, or investigations. All parties doing business with the 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. 11. E-VERIFY ELIGIBILITY: The Contractor warrants and represents that it is in compliance with Section 448.095, Florida Statutes, as may be amended. Prior to performing services and receiving compensation under this Agreement, the Contractor shall: (1) register with and use the E-Verify System (E-Verify.gov) to electronically verify the employment eligibility of all newly hired workers; and (2) verify that all of the Contractor's subconsultants performing the duties and obligations of this Agreement are registered with and use the E-Verify System to electronically verify the employment eligibility of all newly hired workers. The Contractor shall obtain from each of its subconsultants an affidavit stating that the subconsultant does not employ, contract with, or subcontract with an Unauthorized Alien, as that term is defined in Section 448.095(1)(k), Florida Statutes, as may be amended. The Contractor shall maintain a copy of any such affidavit from a subconsultant for, at a minimum, the duration of the subcontract and any extension thereof. This provision shall not supersede any provision of this Agreement which requires a longer retention period. The Village shall terminate this Agreement if it has a good faith belief that the Contractor has knowingly violated Section 448.09(1), Florida Statutes, as may be amended. If the Contractor has a good faith belief that the Contractor's subconsultant has knowingly violated Section 448.09(1), Florida Statutes, as may be amended, the Village shall notify the Contractor to terminate its contract with the subconsultant and the Contractor shall immediately terminate its contract with the subconsultant. In the event of such contract termination, the Contractor shall be liable for any additional costs incurred by the Village as a result of the termination. 12. SCRUTINIZED COMPANIES: For Contracts under $1 M, 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. 13. 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. 14. 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. 15. 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. 16. 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. 17. PUBLIC RECORDS: In accordance with Section 119.0701, Florida Statutes, the Contractor must keep and maintain this Agreement and any other records associated therewith and that are associated with the performance of the work described in Scope of Services. Upon request from the 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) 768-0685, OR AT Imcwilliams(&-teguesta.org, OR AT 345 TEQUESTA DRIVE, TEQUESTA, FLORIDA 33469. 18. HEADINGS: The headings contained in this Agreement are provided for convenience only and shall not be considered in construing, interpreting or enforcing this Agreement. 19. 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. 20. 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. 21. ENTIRE AGREEMENT: This eight (8) 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. [REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first above written. ATTEST: DATE: q_ Dgy_ 6 Lori McWilliams, MMC , Village Clerk OFO 7; `DUNE. I,gTE OF F�. CLEAN SPACE, INC. VILLAGE OF TEQUESTA DATE: I - "g-4- Molly Young Mayor JANITORIAL -CUSTODIAL SERVICES AGREEMENT DATE: 08/25/22 ­14 Matt Giunco Operations Manager EXHIBIT "A" — SERMOLARCM ­1 The fulk)wing is list of areas tequiring Janitolial;Custdclial Services Awfuno aunt' I . 11(tvcw IS Regular S,-,Jsfjn Ittgust 16-1111.1'.11 N ansher a/ Realm TheVdIaW of I'tqwsta nNen ci the right at tEs !.olc atsercutm it, ntudtty the cteamut .ch*luh!. Proposeessipature: 0& 1 112922 EXHIBIT B. EXHIBIT "B" - SCOPE OF WORK The Contractor agrees to provicip the folluwinq services, a UAR"Joaning_Tasks • Empty all waste receptacles fired replace liners as needed • Clean entry door glass, both inside/outside Clean all interior glass (window and doors) • Vacuum and dust all entriesand vestibules • Dust mop and remove scuff marks on gym floor • DisinfectIclean4ight switch plates. door frames, knobs. etc. • Disinfect and clean lavatory fixtures andchfoine fittings • Clean and service lavatory dispensers, paper, soap. Sanitary. etc. The Village of Te(Iuesta will provide toilet paper, paper towels and soap for the bathroom dispensers at etc) cost to the contractor). Clean lavatory the walls and partitions including mirrors Wet mop (using disinfectant) all lavatory floors Clean all drinking fountains (do not use polish) • Sweep, clean an6or damp mop all Floors. • Vacuum all carpeted areas • Spot clean carpeting as needed Clean all countertops, sinks and appliances Daily • Dust all office furniture and equipment including desktops (provided materials have been removed or cleared from the stir -face). on rotation basis • Maintain cxrstodial contractors closets neatand orderly • Turn all nonessential equipment and lighting oft • Check all doors, and lock as required • Report any mechanical problems to supervisor and supervisor :gill notify Village personnel b. V�fe�ky_Clg�ni,.__r1cg,,.Tak� • Pout' gallon water down floor drains to prevent sc;wer gars odors Dustiwipe aif Blinds C. Cleaning Hours All work shall be pertormed between the hours of 7:30prn - 4:30am the following morning, Changes to this schedule will be made only at the request or by approval of Village of Tequosta Community Center Director or designee. In the case of special meetings or functions held the Contractor may be required to adjust the nornnal work schedule at the request, or by approval. of the Community Center Director or designee. Propnoser`s Signature: _ _� Date: 081 V2022