2017-006 CONTRACT APPROVAL FORM
TO: DARREN GRAY, CITY MANAGER
FROM: FREDDY SUAREZ, PURCHASING DIRECTOR C1=SD
SUBJECT: BALL FIELD CLAY SERVICES
DATE: JANUARY 25, 2017
THE PURCHASING DIRECTOR RECOMMENDS THE FOLLOWING:
1. APPROVE: Agreement between the City of Clermont and Golf Specialties, Inc. to provide
ball field clay services to the Parks and Recreation Department. The agreement shall take
effect on the date of execution by both parties and shall remain in effect for a period of
three (3) years, unless terminated or renewed as provided in the agreement. The
agreement may be renewed for three (3) additional one (1) year terms upon mutual
agreement of both parties.
2. Why is this action necessary: In accordance with the City of Clermont Purchasing
Policy, the City Manager is authorized to approve contracts under $50,000 that do not
require a budget amendment.
3. ADDITIONAL INFORMATION: At the request of the Parks and Recreation Department,
the Purchasing Department issued a Request for Bid (RFB) number 17-017 to purchase
ball field clay on an as-needed-basis. There was a single response to the RFB. The
Purchasing Director contacted the single respondent to negotiate the price. The price
remained the same and is considered fair and reasonable due to the current higher market
price of clay. The RFB was fully competed, advertised, and complies with the City of
Clermont Purchasing Policy. The estimated annual expenditure may not exceed 6,000.00
based on availability of budgeted funds.
4. FISCAL IMPACT: The estimated fiscal impact of $6,000 is consistent with the 2016
approved budget.
5. EXHIBITS: Bid Tabulation
Contractor Agreement
APPROVAL AUTHORITY
Approved Disapproved 0
Reason/Suggestion (If disapproved)
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AGREEMENT FOR
BALL FIELD CLAY SERVICES
THIS AGREEMENT, made and entered into this day of 2017,
A.D., by and between the City of Clermont 685 West Montrose Street, Clermont, Florida
(hereinafter referred to as "CITY"), and GOLF SPECIALTIES, INC., 1530 Ledgemont
Lane, P.O. Box 121197, Clermont, FL 34711, (hereinafter referred to as
"CONTRACTOR").
WHEREAS, the City of Clermont issue RFB 17-017 titled Ball Field Clay Services;
WHEREAS, CONTRACTOR submitted its response dated January 12, 2017 to RFB 17-
017;
WHEREAS, CITY desires to award a contract to CONTRACTOR in accordance with the
terms and conditions of RFB 17-017 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 ball field clay services as described in CITY's RFB 17-
017 and CONTRACTOR's January 12, 2017 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 Section C Price 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)
CONTRACTOR makes a general assignment for the benefit of its creditors; d)
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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.
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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, $500,000 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 tobodily injury, sickness,
disease or death,or to injury to or_destruction of tangible property(other
than the Work itself) , and (2f 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
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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 hereby acknowledges receipt of ten dollars and
other good and valuable consideration from the CITY for the
indemnification provided herein.
ARTICLE VIII—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: Golf Specialties, Inc.
1530 Legemont Lane
P.O. Box 121197
Clermont, FL 34711
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.
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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) Meetall 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
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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
3. All documents contained in City of Clermont RFB 17-017 and any amendments
thereto.
4. CONTRACTOR's January 12, 2017 response to RFB 17-017.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
this h day of -.)a f\L&O ' , 2017.
City of Clef ont
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Da V t l ►, ity anager
Attest
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''Tracy Ackroy. Howe, City Clerk
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Golf Specialties In►.
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EXHIBIT A
SECTION-C
PRICE SCHEDULE
NOTE: The quantities shown in the Price Schedule are estimates only. They may vary significantly from
the actual quantities ordered by the City. Payment shall be for the units ordered, placed, and accepted by
the City. By signing this form, the respondent fully acknowledges that there will be no additional
compensation (no overhead, no anticipated profits, etc.) other than the unit price of the items times the
number of items authorized,ordered, placed,and accepted by the City.
Column A Column B j
L.N. Description Truck Load Truck Load Trucks oatd
(Cubic Yard) Price Price Delivered,
Delivered Installed and
Spread .
1 Bishop Field—950 East Ave. 18/cu.yd 311
2 Hancock Park—3301 Hancock Rd. 18/cu.yd 5 IS.--
3 Lake Fetter Park—1750 John Lake Rd. 18/cu.yd 5 7��
4 McKinney Park—801 Bloxam Ave. 18/cu.yd 5y>5 s /
5 Palatlakaha Park—1250 12th St. 18/cu.yd 5 S
6 West Park—685 12th St. 18/cu.yd 5q5.-
Total Amount /f'1/1
(Add L no Numbers 1.6) oU
Aggregate Price
(Column A+B Total Amount)
AWE toU dO. not
'ilk/111C 4X V; .6e-1 .
RFB No: 17-017
Page 13 of 30
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SECTION -C
PRICE SCHEDULE
By signing below, the respondent agrees to all terms, conditions, and specifications as stated in this
solicitation, and is acting in an authorized capacity to execute this response. The respondent also certifies
that it can and will provide and make available, at a minimum,the items set forth in this solicitation.
Respondent Information and Signature
Company Name(print): GO�t' S G�al-Fit 5 Tft_c- ,
Street Address: V,V , 13O)( I -2-119/ Ci, rm r U ft 3(471 1
Mailing Address(if different): /� [�
Telephone: 5�5Q 1`1 - u q Fax. 362_-a, � -05 as
Email: b hoe n eAATIfset[,(e)tryi] Payment Terms: % days,net
FEIN: 5 - .2q s2() Professional. License No.:
Signature: \ VISVIEJ ` Date:Print Name: _ i rL • 1 Title: VI Cc_ Pi%e sid.—
Does the respondent accept payment using the City's MASTERCARD? &les ❑ No
END OF SECTION-C
RFB No: 17-017
Page 14 of 30