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2016-75 AGREEMENT FOR JANITORIAL SERVICES FOR HIGHLANDER BUILDING AND PUBLIC RESTROOMS THIS AGREEMENT, made and entered into this�1 day 04-4 2016, A.D., by and between the City of Clermont 685 West Montrose Street, Clermont, Florida (hereinafter referred to as "CITY"), and American Janitorial, Inc., 87 North Central Ave., Umatilla, FL 32784, (hereinafter referred to as "CONTRACTOR"). WHEREAS, the City of Clermont issue RFP 16-050 titled Janitorial Services for Highlander Building and Public Restrooms; WHEREAS, CONTRACTOR submitted its response dated August 11, 2016 to RFP 16- 050; WHEREAS, CITY desires to award a contract to CONTRACTOR in accordance with the terms and conditions of RFP 16-050 and CONTRACTOR's response thereto; WITNESSETH: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: ARTICLE I- SCOPE OF WORK The CONTRACTOR shall furnish all labor, materials, equipment, machinery, tools and transportation to perform janitorial services as described in CITY's RFP 16-050 and CONTRACTOR's August 11, 2016 response thereto, which are expressly incorporated herein and made a part of the Agreement Documents hereto and shall do everything required by this Agreement and the Agreement Documents. Provided, however, that nothing herein shall require CITY to purchase or acquire any items or services from CONTRACTOR. ARTICLE II-THE CONTRACT SUM CITY shall pay CONTRACTOR,for the faithful performance of the Agreement as set forth in the Agreement Documents and the Unit Price Schedule an amount in accordance with the compensation schedule set forth in Exhibit'A',attached hereto and incorporated herein. ARTICLE III-TERM AND TERMINATION 1. This Agreement is to become effective upon execution by both parties,and shall remain in effect for a period of three (3) years thereafter, unless terminated or renewed as provided for herein. 2. Notwithstanding any other provision of this Agreement, CITY may, upon written notice to CONTRACTOR, terminate this Agreement if: a) without cause and for convenience upon thirty (30) days written notice to CONTRACTOR b) CONTRACTOR is adjudged to be bankrupt; c) 1 CONTRACTOR makes a general assignment for the benefit of its creditors; d) CONTRACTOR fails to comply with any of the conditions of provisions of this Agreement; or e) CONTRACTOR is experiencing a labor dispute, which threatens to have a substantial, adverse impact upon performance of this Agreement, without prejudice to any other right or remedy CITY may have under this Agreement. In the event of such termination, CITY shall be liable only for the payment of all unpaid charges, determined in accordance with the provisions of this Agreement, for work,properly performed and accepted prior to the effective date of termination. 3. Upon mutual agreement of the parties,this Agreement may be renewed for three (3) additional one (1) year terms. Sixty(60) days prior to completion of each extended term of this Agreement, CONTRACTOR may request and the City may consider an adjustment to price based on changes in the Consumer Price Index (CPI). ARTICLE IV COMMENCEMENT AND COMPLETION OF WORK CITY shall authorize services to be provided hereunder by issuing a purchase order to CONTRACTOR. Prior to the issuance of a purchase order, CITY shall notify CONTRACTOR and CONTRACTOR shall,at its expense,within twenty-four 24 business hours of such notification pick-up the subject tires. ARTICLE V—PAYMENTS In accordance with the provisions fully set forth in the Contract Documents, CONTRACTOR shall submit an invoice to CITY upon completion of the services and delivery of the vehicle to CITY as set forth in the applicable purchase order. CITY shall make payment to the CONTRACTOR for all accepted and undisputed services provided, within thirty(30) calendar days of receipt of the invoice. ARTICLE VI—DISPUTE RESOLUTION - MEDIATION 1. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to voluntary arbitration or the institution of legal or equitable proceedings by either party. 2. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and other matters in question between them by mediation. 3. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Clermont,Lake County,Florida,unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. 2 ARTICLE VII—INSURANCE AND INDEMNIFICATION RIDER 1. Worker's Compensation Insurance-The CONTRACTOR shall take out and maintain during the life of this Agreement Worker's Compensation Insurance for all his employees connected with the work of this Project and, in case any work is sublet, the CONTRACTOR shall require the subcontractor similarly to provide Worker's Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by the CONTRACTOR. Such insurance shall comply with the Florida Worker's Compensation Law. In case any class of employees engaged in hazardous work under this Agreement at the site of the Project is not protected under the Worker's Compensation statute, the CONTRACTOR shall provide adequate insurance, satisfactory to the CITY, for the protection of employees not otherwise protected. 2. CONTRACTOR's Public Liability and Property Damage Insurance - The Contactor shall take out and maintain during the life of this Agreement Comprehensive General Liability and Comprehensive Automobile Liability Insurance as shall protect it from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operating under this Agreement whether such operations are by itself or by anyone directly or indirectly employed by it, and the amount of such insurance shall be minimum limits as follows: (a) CONTRACTOR's Comprehensive General, $500,000 Each ($1,000,000 aggregate) Liability Coverages, Bodily Injury Occurrence, & Property Damage Combined Single Limit (b) Automobile Liability Coverages, $300,000 Each Bodily Injury& Property Damage Occurrence, Combined Single Limit Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an occurrence basis. 3. Indemnification Rider (a) To cover to the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the CITY and its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorney's fees, arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, disease or death,or to injury to or destruction of tangible property(other than the Work itself) , and (2) is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right 3 to obligation of indemnity which would otherwise exist as to any party or person described in this Article. (b) In any and all claims against the CITY or any of its agents or employees by any,employee:of the CONTRACTOR,-any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the'indemnification obligations under this Paragraph shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the CONTRACTOR or any subcontractor under workers'or workmen's compensation acts,disability benefit acts or other employee benefit acts. (c) The CONTRACTOR herebyacknowledges receipt of ten dollars and other ,good - and valuable consideration from the CITY for the indemnification provided herein. ARTICLE VIM NOTICES All notices shall be in writing and sent by United States mail, certified or registered, with return receipt requested and postage prepaid,or by nationally recognized overnight courier service to the address of the party set forth below. Any such notice shall be deemed given when received by the party to.whom',it is intended. CONTRACTOR: American Janitorial, Inc. 87 North Central Avenue Umatilla, FL 32784 Attn: Jeff Simmons, Vice President CITY: City of Clermont Attn: Darren Gray, City Manager 685 W. Montrose Street Clermont, FL 34711 ARTICLE IX-MISCELLANEOUS 1. Attorneys' Fees. In the event a suit or action is instituted to enforce or interpret any provision of this agreement; the prevailing.party.shall be entitled to recover such sum as the Court may adjudge reasonable as attorneys'fees at trial or on any appeal, in addition to all other sums provided by law. 2. Waiver. The waiver by city of breach of any provision of this agreement shall not be construed or-operate as a'waiver of any subsequent breach of such provision or of such provision itself and shall in no way affect the enforcement of any other provisions of this agreement. 4 3. Severability. If any provision of this agreement or the application thereof to any person or circumstance is to any extent invalid or unenforceable, such provision,or part thereof,shall be deleted or modified in such a manner as to make the agreement valid and enforceable under applicable law, the remainder of this agreement and the application of such a provision to other persons or circumstances shall be unaffected, and this agreement shall be valid and enforceable to the fullest extent permitted by applicable law. 4. Amendment. Except for as otherwise provided herein, this agreement may not be modified or amended except by an agreement in writing signed by both parties. 5. Entire Agreement. This agreement including the documents incorporated by reference contains the entire understanding of the parties hereto and supersedes all prior and contemporaneous agreements between the parties with respect to the performance of services by CONTRACTOR. 6. Assignment. This agreement is personal to the parties hereto and may not be assigned by CONTRACTOR,in whole or in part, without the prior written consent of city. 7. Venue. The parties agree that the sole and exclusive venue for any cause of action arising out of this agreement shall be Lake County, Florida. 8. Applicable Law. This agreement and any amendments hereto are executed and delivered in the State of Florida and shall be governed, interpreted, construed and enforced in accordance with the laws of the State of Florida. 9. Public Records. Contractor expressly understands records associated with this project are public records and agrees to comply with Florida's Public Records law, to include, to: (a) Keep and maintain public records that ordinarily and necessarily would be required by the CITY in order to perform the services contemplated herein. (b) Provide the public with access to public records on the same terms and conditions that the CITY would provide the records and at a cost that does not exceed the cost provided in this Florida's Public Records law or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the CITY all public records in possession of CONSULTANT upon termination of the contract and destroy any duplicate public records that are 5 exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the CITY in a format that is compatible with the information technology systems of the CITY. (e) IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTRACTOR SHALL CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT CITY CLERK'S OFFICE, (352) 241-7331. ARTICLE X—AGREEMENT DOCUMENTS The Agreement Documents, as listed below are herein made fully a part of this Agreement as if herein repeated. Document Precedence: 1. This Agreement 2. Purchase Order or Notice to Proceed 3. All documents contained in City of Clermont RFP 16-050 and any amendments thereto. 4. CONTRACTOR's August 4, 2016 response to RFP 16-050. IN WITNE S WHEREOF the parties hereto have executed this Agreement on thigc 7 ay of i)" /'j `'z 2016. City of Clermont tia•e ?' "ealt Gail L. Ash, Mayor Attest: Tracy Ackroyd Howe, City Clerk (p 6 American Janitorial, Inc. 41111110 By: eff Simmons,Vic- - esid ent Attest: Corporate Secretary (Name Printed or Typed) 7 EXHIBIT A SECTION - K COST OF SERVICES L.N. Description !Location Price Per Month Annual Price (Price Per Month x 12) 1 Highlander Building,330 Third Street, Clermont, FL 34711 $671.55 $8,059.80 2 Waterfront Park Restrooms, 3ro Street, Clermont, FL 34711 $987.41 $11,848.92 3 West Beach Restrooms,21512th Street, Clermont, FL 34711 $899.42 $10,793.04 4 Boat Ramp Restrooms,938 West Lake Minneola Drive,Clermont, FL 34711 $958.30 $11,499.60 5 Trail Head Restrooms, 797 West Minneola Avenue, $958.30 $11,499.60 Clermont, FL 34711 6 Historic Village Restrooms,490 W.Ave., Clermont, $958.30 $11,499.60 FL 34711 7 Waterfront Pavilion Building, 330 Third Street, $1,246.00 $14,952.00 Clermont, FL 34711 8 Lake Hiawatha Restrooms,450 N. 12th Street, $958.30 $11,499.60 Clermont, FL 34711 9 Lake Hiawatha Restrooms,451 N. 12th Street, Clermont, FL 34711 $958.30 $11,499.60 10 Rowing Boathouse Restrooms, 1050 W.Lake $958.30 $11,499.60 Minneola Drive, Clermont, FL 34711 Total Annual Price $114,651.36 (add lines 1-10) RFP No: 16-050 Page 48 of 49 SECTION — K COST OF SERVICES ADDITIONAL PRICING FOR NON-ROUTINE JANITORIAL SERVICES L.N. Description/Location Unit Unit Cost 1 Special Event Cleaning Per Person—Per $20.00 Hour 2 Carpet Cleaning Per Square Feet $0.15 3 Floor Stripping/Sealing/Waxing Per Square Feet $0.30 4 Tile and Grout Cleaning Per Square Feet $0.25 Identify below the management facility/office from which services under this project will be supported. Facility Type: AJI Headquarters Primary Point of Contact: Jeff Simmons, Vice President Name Title Provide facility address, primary contact phone number, fax number and email address. 87 North Central Ave Umatilla, FL 32784 352-551-7941 (p) 352-669-1408 (f) END OF SECTION K RFP No: 16-050 Page 49 of 49 SECOND AMENDMENT TO AGREEMENT FOR JANITORIAL SERVICES FOR HIGHLANDER BUILDING AND PUBLIC RESTROOMS THIS AMENDMENT is entered into as of this 12th day of November, 2019 and is to that certain Agreement dated September 27, 2016, number 2016-75, hereinafter"the Agreement", by and between the CITY OF CLERMONT, FLORIDA, a municipal corporation under the laws of the State of Florida whose address is: 685 W. Montrose Street, Clermont, Florida, hereinafter referred to as"CITY"and AMERICAN JANITORIAL, INC., 87 North Central Avenue, Umatilla, FL 32784 hereinafter referred to as "CONTRACTOR". The parties, in exchange for the mutual covenants contained herein and in the Agreement, agree as follows: 1. This Amendment expressly modifies the Agreement and in the event of a conflict, the terms and conditions of this Amendment shall prevail. 2. The Scope of Services and Compensation Schedule referred to and incorporated into the Agreement is hereby amended to include the addition of the Kehlor Recreation Center cleaning services as more particularly described in Attachment "A" attached hereto and incorporated herein. 3. All other terms and conditions set forth in the Agreement shall remain in full force and effect and unchanged as agreed to by the parties. IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below. City of Clermont Attest: r , , , . ._ , ./(.( e„ ;//-- .........._ ....,.........„;_ Freddy Suarez, 'Archasing Dir- -Ir Tracy Ackroyd Howe, City Clerk Date: 11_ 6 — // American Janitorial, Inc. Attest: By: tie — Simmons, Vicefresident Corporate Secretary ATTACHMENT A American Janeonel Cleaning Proposal *dj\ American American Janitorial,Inc.(AJI) .lan/tor%aI P.O.Box 2534 Incorporated Umatilla,FL 32784 TJ e t Value In Clanini (352)669-1441 5/29/2018 City of Clermont Kehlor Recreation Center Location Frequency Sq Ft Cost Per Month Sales Tax Total Monthly Cost Kehlor Recreation Center 7X Per Week 1,708 $855.64 $0.00 $855.64 SERVICE SPECIFICATIONS Floors: Complete sweeping of all hard surface flooring. Remove all dirt and debris, including under desks, corners, behind doors, and Vacuum all carpeted areas. Carpeted entrance rugs included. Special attention to corners, next to walls,and under furniture. Wet mop all hard surface floors(including restrooms and break rooms)with a germicidal disinfectant Remove all scuffs and marks on floor that are not permanent, Restrooms: Clean and sanitize all restroom fixtures(sinks,toilets,urinals)with a germicidal disinfectant. Clean mirrors and chrome with a streak free glass cleaner. Ensure there is no streaking or lint left on surfaces. Spot clean stall partitions,walls, and doors as needed. Special attention to areas surrounding paper towel and soap dispensers. Polish all stainless steel dispensers and fixtures with stainless steel polish. Empty trash containers and replace liner from customer stock. Refill all dispensers(toilet paper, paper towels, soap,feminine items). Dust li.ht fixtures and air vents month) Break Room: Clean and polish stainless steel sink Clean sanitize counters, table, outside of cabinets, microwave Dusting: Carefully dust all surfaces with dust control treated cloths once per week: desks, bookcases, furniture,filing cabinets, window sills, ledges. etc... Dust all desks on scheduled day when employees clear off personal items and paperwork. Dust blinds and air vents(reachable from the ground) monthly Note: Cleaning Techs will not move an .-rsonal items or •a.erwork Glass Cleaning: Clean entrance doors(inside and out)with streak free glass leaner. S.ot clean .artition .lass inside of buildin. as needed with streak free .lass cleaner. Waste Receptacles: Empty all waste receptacles and replace liners from customer stock. Em. shred containers and re.lace liners if re.uired. Miscellaneous: Sweep front and back porch areas. Check ceilings and corners for cobwebs and bugs. Special attention to areas around exterior doors. AJI will provide labor, cleaning supplies and equipment only. Consumable supplies, including can liners, will be provided by City of Clermont.