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2011-24 PROFESSIONAL PEST CONTROL SERVICES AGREEMENT THIS AGREEMENT, made and entered into this .26 day of Apc_i ( 2011, A.D., by and between the City of Clermont 685 West Montrose Street, Clermont, Florida (hereinafter referred to as "OWNER "), and PCS Pest Control Services, Inc., 121 Market Street, Leesburg, FL 34748 (hereinafter referred to as "CONTRACTOR "). 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, apparatus and transportation and perform all of the work described in the bid documents and specifications entitled: RFB NO. 11 -008 Pest Control Services as prepared by Owner and its agents and shall do everything required by this Contract and the other Contract Documents contained in the specifications, which are a part of these Documents. ARTICLE II — TERM 1. This Agreement shall be effective as of the first day of the month after OWNER executes the Agreement or such other day as OWNER authorizes the Agreement to commence. Thereafter it shall automatically terminate one (1) year from the effective date, unless renewed or earlier terminated as provided below. 2. OWNER may renew this Agreement at the same prices and terms contained herein for four (4) consecutive terms, each not to exceed one (1) year. 3. OWNER shall have the right upon fifteen (15) days written notice to CONTRACTOR to terminate this Agreement with or without cause. In the event of termination without cause hereunder, OWNER shall pay CONTRACTOR for services provided up to the date of termination. ARTICLE II - THE CONTRACT SUM The OWNER shall pay to the CONTRACTOR, for the faithful performance of the Contract as set forth in the contract documents and the Unit Price Schedule, attached hereto and incorporated herein as Exhibit "A ", in lawful tender of the United States, the total contract sum of THREE THOUSAND SIX HUNDRED SIXTY DOLLARS ($3,660.00). ARTICLE III - COMMENCEMENT AND COMPLETION OF WORK 1. The CONTRACTOR shall commence work within 10 calendar days after receipt of a Notice to Proceed or Purchase Order, and shall provide the services on a monthly basis in accordance with a schedule to be agreed -upon with the Owner. All pest control services shall be performed during Owner's normal business hours and shall be subject to restrictions as imposed by Owner with regard to access to any specific area. 2. The CONTRACTOR shall perform all services in a diligent and professional manner an in accordance with all applicable laws. 3. The CONTRACTOR further declares it has examined the sites of the work and that from personal knowledge and expenence or that it has made sufficient investigations to fully satisfy it that such sites are correct and suitable for the work and it assumes full responsibility therefore. It is expressly agreed that under no circumstances, conditions or situations shall this Contract be more strongly construed against the OWNER than against the CONTRACTOR and his Surety. Any ambiguity or uncertainty in the Specifications shall be interpreted and construed by the OWNER's representative and his decision shall be final and binding upon all parties. 4. It is distinctly understood and agreed that the passing, approval and /or acceptance of any part of the work or material by the OWNER or by any agent or representative as in compliance with the terms of this Contract and/or the Specifications covering said work shall not operate as a waiver by the OWNER of strict compliance with the terms of this Contract and/or the Specifications covering said work; and the OWNER may require the CONTRACTOR and/or his Surety to redo any service provided to comply strictly and in all things with this Contract and the Specifications. ARTICLE IV - PAYMENTS In accordance with the provisions fully set forth in the Contract Documents as provided, the OWNER shall pay the CONTRACTOR in twelve (12) equally monthly installments within thirty (30) days of the receipt of a valid and accurate invoice for services provided dunng the prior month. The invoice shall not become due and payable until approved by OWNER. CONTRACTOR shall not bill OWNER more frequently then one time per month. ARTICLE V — INSURANCE AND INDEMNIFICATION Throughout the term of this Contract, CONTRACTOR shall maintain insurance as set forth in the Contract Documents. To the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the OWNER 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 and (2) is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subcontractor, or 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 or obligation of indemnity which would otherwise exist as to any party or person described in this Article. In any and all claims against the OWNER 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. The CONTRACTOR hereby acknowledges receipt of ten dollars and other good and valuable consideration from the OWNER for the indemnification provided herein. ARTICLE IX - 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 couner 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: PCS Pest Control, Inc. 121 Market Street Leesburg, FL 34748 Attn.: Robert F. Hicks OWNER: City of Clermont Attn: Wayne Saunders, City Manager 685 W. Montrose Street Clermont, FL 34711 ARTICLE X — 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. 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. Records. CONTRACTOR expressly understands and acknowledges that any and all documents related to the services provided herein, may be considered records that are subject to examination and production in accordance with Florida's Public Records Law. CONTRACTOR expressly agrees that it will comply with all requirements related to said law and that it will hold city harmless for any such disclosure related to Florida's Public Records Law. - ARTICLE XI - CONTRACT DOCUMENTS The Contract Documents, as listed below are herein made fully a part of this Contract as if herein repeated. Document Precedence: 1. Contract Agreement 2. All documents contained in RFP No.: 11 -008 Third Street Road Improvements and CONTRACTOR's March 28, 2011 response thereto, including any all addenda or amendments therteto. 3. Instructions to Bidders IN WITNESS WHEREOF the parties hereto have executed this Agreement on this 2(o day of /4-p e. i 1 ., 2011. ' - C i ty of Clermont r . 411J1 lDpt Harold S. Turville, Jr., Mays - Attest:' • ,0"Tracy Ac d e, City Cler PCS Pest Control, Inc. By: gab Robert F. Hicks Ra36ar / President Attest: Corporat Secretary 1INQy 1\i n Otis v-e t 1 (Name Printed or Typed) EXHIBIT "A" UNIT PRICE SCHEDULE City of Clermont SECTION - C PRICE SCHEDULE Pe Control Price Per I.n Description Annual Price Annual Visits Visit City Hall Building — 685 West Montrose Street 1 NOTE: City Hall pest control will be performed on the extenor of building around doorways, around lower wndows and 12 J / x /I . 00 building grounc level. If pest control (spot treatment) is needed inside the building a special request will be made. 2 Chamber of Commerce — 691 West Montrose Street 12 { 0, 00 up. 00 3 Public Services Office Building — 400 12 Street 12 /O. 0 41_0, PC 4 Public Services Sign Shop — 400 12 Street 12 �� DO //0. a0 5 Waterfront Band Shell Pavilion and Restrooms — 330 Third Street 12 /p, p0 /,LO. 00 6 Bishop Field — 950 East Avenue 12 /o. oc i JD . 0 0 7 Boat Ramp Restroom — 938 West Lake Minneola Drive 12 F. pa 14,00 8 McKinney Park Pavilion — 801 Bloxam Avenue 12 /O. 00 /AA • 420 9 Waterfront Park Restrooms —100 3 Street 12 f0. 00 /J,p , 00 10 West Beach Restrooms — 21512'" Street 12 tB o 0 7?. • 00 11 Trail Head Restroom — 797 West Minneola 12 Avenue /0 ou /.2-8 DD 12 West Park Pavilion and Restrooms — th 250 12 Street 12 / p . 0o i,Z 0. 00 Palatlakaha Park Concession Stand and 13 Restrooms —1250 12 Street 12 , /p o 0 /,t„ 0. 00 Palatlakaha Park Playground and Restrooms — 14 1250 12 Street 12 i0 , 00 1. 2 . 0. 0 0 15 Hancock Park Ball Fields Restrooms — 3301 South Hancock Road 12 /0 , o 0 /AO. 00 16 Hancock Park Pavilion Restrooms — 3301 South 12 Hancock Road 5 042 (o ., 00 17 Hancock Park Concession Stand — 3301 South Hancock Road 12 /0, 4"I /2, fl > 00 18 Lake Fetter Park — 1750 Johns Lake Road 12 3• Ov 6o, PO RFB No 11 -0D8 Page 16 of 36 City of Clermont SECTION - C PRICE SCHEDULE l.ri Description Pest Control Price Per p Annual Price Annual Visits Visit 19 Public Services Office Building —1201 Osceola 12 Street /S 4'0 ° P 20 Public Services Break Room —1201 Osceola 12 Street S 00 6 21 Police Station — 865 West Montrose Street 12 20, o p 1 2410. 0O 22 Fire Department Administration Building — 439 W 12 Hwy. 50 /O, 00 / OD 23 Fire Station #1 —439 West Hwy. 50 12 40° "?....00 24 Fire Station #2 — 2200 Hartwood Marsh Road 12 6 O0 - 7d , 0+5 25 Fire Station #3 — 2180 Legends Way 12 re �a 7 0 0 26 Historical Site Building "A" Depot and Pavilion — 12 490 West Avenue S" a 4:0, DO 27 Historical Site Building "B' Townsend Home — 490 West Avenue 12 , o c 1.2- • a 28 Historical Site Building "C° Kem Home —490 West Avenue 12 6 . GO — 72, • do 29 Historical Site Building "D" Cooper Memorial / Library — 490 West Avenue 12 1p. O 0 '22 . 00 30 Kehlor Park Building — 466 West Minneola Avenue 12 (0 0 t2 00 31 Women's Club — 655 West Broome Street 12 le. oo 12 East Wastewater Treatment Plant Budding ' A " — 32 3335 South Hancock Road 12 7..® oo 2 yo. a o 33 East Wastewater Treatment Plant Building "B" — 12 3335 South Hancock Road ,5,- 00 e OD _ .. Total Amount ` 3640, CO 71 -‘2-4 SPECIAL REQUESTS AND EMERGENCY SERVICES $ EACH CALL RFB No: 11 -008 Page 17 of 36