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2016-53 AGREEMENT FOR TERMITE INSPECTION &TREATMENT SERVICES THIS AGREEMENT, made and entered into this /6.'"day of y41,s� 2016, A.D., by and between the City of Clermont`685 West Montrose Street,Clermont, Florida (hereinafter referred to as"CITY"),and FLORIDA PEST CONTROL&CHEMICAL CO., 2334 Montclair Road, Leesburg,FL 34748,(hereinafter referred to as "CONTRACTOR"). WHEREAS,the City of Clermont issue RFB 16-045 titled Termite Inspection&Treatment Services; WHEREAS,CONTRACTOR.submitted its response dated July 21, 2016 to RFB 16-045; WHEREAS, CITY desires to award a contract to CONTRACTOR in accordance with the terms and conditions of RFB 16-045 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 termite inspection and treatment services as described in CITY's RFB 16-045 and CONTRACTOR's July 21, 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 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 one (1) year 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) CONTRACTOR fails to comply with any of the conditions of provisions of this Agreement; or e) CONTRACTOR is experiencing a labor dispute, which 1 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 five (5) 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 Producer Price Index (PPI). 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. 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 2 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, $1,000,000 Each ($2,000,000 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 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 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 3 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: Florida Pest Control &Chemical Co. 2334 Montclair Road Leesburg, FL 34748 Attn: Drayton Shealy, District Supervisor CITY: City of Clermont Attn: Darren Gray, City Manager Mana er 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. 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 4 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. Thearties agree that the sole and exclusive venue for anycause of action P gr 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 servicesP rovided 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, including attorney fees and litigation costs, for any such disclosure related to Florida's Public Records Law. 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 16-045 and any amendments thereto. 4. CONTRACTOR's July 21, 2016 response to RFB 16-045. 5 1N IS WH REOF, the parties hereto have executed this Agreement on this I J day of it..! 2016. City of Cle •nt -,4 Dan-7117;" i�'". !er Attes : _ i//lIU Tracy Ackroyd owe, City Clerk Florida Pest Control & Chemical Co. By: 0'11444-to IQ 1 11 (Name Printed or Typed) 31-0 Attest: Corporate Secretary (Name Printed or Typed) 6 EXHIBIT A SECTION—C PRICE SCHEDULE Respondent must complete Group 1 and Group 2 in its entirety for the bid to be responsive. GROUP 1 —Initial Treatment and Renewal in Description Cost for Inspection Cost for Annual and Initial Treatment Renewal Period 1 City Hall Building—685 West Montrose Street I )5 9 55 2 Clermont City Center—620 West Montrose Street I t 1'48 Dc I 3 Public Services Office Building—400 12th Street (.Y q I 1 Q 4 Public Services Sign Shop—400 12e Street D : Q E�^V 5 Public Services—1201 Osceola Street 10 B5 6 Waterfront Park Restrooms—103 3nd Street 50r 7 West Beach Restrooms—21512'Street 3 Q Lj 8 Boat Ramp Restrooms—938 West Minneola Drive I (j L 9 Trail Head Restrooms—797 West Minneola Ave. 'l ) �a 10 Lake Hiawatha Restrooms—450 N.Twelve Street Lg5'4 11 Lake Hiawatha Restrooms—450 N.Twelve Street -1-105 51 12 Rowing Boathouse Restrooms—1050 W.Lake Minneola Drive $4 t 13 Highlander Building—330 3^'Street 1 1 104 14 Waterfront Pavilion Building—330 3m Street 4-4 15 McKinney Park Pavilion Restrooms—801 Bloxam Ave. kV i 16 Bishop Field Restrooms—950 East Ave. 45Q 4 17 West Park Restrooms—65012t Street 51 18 Palatlakaha Park Concession Stand Restrooms and ^ Playground—125012th Street ` 19 Hancock Park Restrooms and Pavilion Restrooms— , 9� 3301 South Hancock Road (� J 20 Lake Fetter Park Restrooms—1750 Johns Lake Road 21 Kehlor Park Building—466 West Minneola Avenue 17s5 r RFB No: 16-045 Page 17 of 36 SECTION -C PRICE SCHEDULE GROUP 1 -Initial Treatment and Renewal Ln IDescription Coat for Inspection Cost for Annual and Initial Treatment Renewal Period 22 Clermont Arts&Recreation Center-3700 South Hwy. 27 - ' IC) 'DD 23 Police Department-865 West Montrose Street ( 'a5D a30 mNew Police Department Headquarters-3600 Hwy.27 I Lel SD to 25 50 1 Fire Department Administration Building-.439 W Hwy. t j.� t r. 26 Fire Station#1 -439 West Hwy. 50 _&-. 27 Fire Station#2-2200 Hartwood Marsh Road Ocie ' (.9 28 Fire Station#3-2180 Legends Way Q' s'D ' I 28 U 30 Historical Site Building"A'Depot and Pavilion-490 1 West Avenue q LI 54 31 Historical Site Building°B'Townsend Home-490 West Avenue �a, Cs ' 32 Historical Site Building"C'Kern Home-490 West 1 8 Avenue y 5 33 Historical Site Building'D'Cooper Memorial Library- 'ID C. 490 West Avenue /9 D 34 Historic School House-490 West Avenue I y to `5Q 35 Historic Quonset Hut-490 West Avenue IS 5 36 Women's Club-655 West Broome Street 14 ( I i15 37 East Wastewater Treatment Plant Building"A'-3335 or� J South Hancock Road O l I Li 5 38 East Wastewater Treatment Plant Building°B"-3335 I 8 ^ South Hancock Road $ 39 Sunburst Water Treatment Plant-3335 South Hancock Road q 4 ' I 15 40 Greater Hills Water Treatment Plant—15512 Charter Oaks i `1 OLPTrail=---' '-' . ' ' ' n r . "lel kk 910 RFB No: 16-045 Page 18 of 36 SECTION—C REVISED PRICE SCHEDULE GROUP 2—Additional Treatment I.n Description Estimated Unit Price i ded Price] Qty./Unit i 1 Subterranean Termite Treatment 100/Ln.Ft. e 10015 2 Drywood Termite Treatment—Fumigation/Tenting with 1 000/Cu.Ft. rU Vikane Gas(price per 1,000 cu.ft.)(S!ai,Tro,atrnent) • 3 Drywood Termite Spot Treatment with BoraCare 100/Sq.Ft 3 0 4 Drywood Termite Spot Treatment with Timbor 100/Sq.Ft p :Ds Powderpost Beetle Treatment—Moisture Control 5 Combined with BoraCare 100/Sq.Ft. SD 0 6 Powderpost Beetle Spot Treatment with BoraCare 100/Sq.Ft. 7 Powderpost Beetle Spot Treatment with Timbor 100/Sq.Ft. • 33 c9 J Powderpost Beetle Treatment—Fumigation/Tenting with �� 8 Mane Gas at 4X Rate(price per 1,000 cu.ft.)(i-:?c b 1,000/Cu.Ft. • DC/1 Treatment) g Old House Borer Treatment—Moisture Control 100/Sq.Ft. e 3a Combined with BoraCare 10 Oldhouse Borer Spot Treatment with Timbor 100/Sq.Ft. g a3 a� Olhouse Borer Treatment—Fumigation/Tenting with 11 Vikane Gas at 4X Rate(price per 1,000 cu.ft.)(Slab 1,000/Cu.Ft. a DO () Treatment) 12 Diywcod Termite Treatment—Ftiri1igek!o!1I renting with 1,000/Cu.Ft. o 05 Vikane Gas(price per 1,000 cu.ft.)(Crawl't rcatmr>nt) Powderpost Be tic Trezim ret Fumiq tiordi entinf4 with &"1 44D 13 Vikanci Gas et 4X R:_�te(ptiee per 1,(:00 Lit.)(Cravil 1,000/Cu.Ft. a Treatment) Olhouse i*rorTrait,nest—Fumi2ation,Tenting with )51) 14 Vikane as 3t 4X Pate(price per 1,G00 cu.ft.)(Crawl 1,000/Cu.Ft. • O/ 1`rsatr rrt.ntj Group 2 Total Price Cy.Q RFB No:16-045 Page 19 of 36 SECTION-C PRICE SCHEDULE e.� mer a u rn 3 ReArtSe. GROUP 2—Additional Treatment I.n Description Estimated Qty./Unit Unit Price Extended Price 1 - •terranean Termite Treatment 100/Ln.Ft. 2 D ••• ermite Treatment—Fumigation/Tenting with 1,000/Cu.F Vikane Gas ,• = per 1,000 cu.ft.) 3 Drywood Termite • Treatment with BoraCare 1 it Sq.Ft. 4 Drywood Termite Spot T :: ..i =nt with Timbor 100/Sq.Ft. 5 Powderpost Beetle Treatment— •'=ture Control Combined with BoraCare 100/Sq.Ft. 6 Powderpost Beetle Spot Treatment with - • :Care 100/Sq.Ft. 7 Powderpost Beetle Spot Treatme 'h Timbor 100/Sq.Ft e Powderpost Beetle Treatm-' —Fumigation/Tenting w 1,000/Cu.Ft. Vikane Gas at 10X Rate • ice per 1,000 cu.ft.) Old House Borer T F: :nt—Moisture Control 9 Combined with =•.raCare 100 ..Ft. 10 Oldhouse B -r Spot Treatment with Timbor 100/Sq.Ft. 1 Olhous= =•rer Treatment—Fumigation/Tenting with 1,000/Cu.Ft. Vika Gas at 10X Rate(price per 1,000 cu.ft.) Group 2 Total Price SPECIAL REQUESTS AND EMERGENCY SERVICES: $ 35 EACH CALL WARRANTY FOR TERMITE TREATMENT e-- Pf��-1O.-- RFB No: 18-045 Page 19 of 38 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): Florida Pest Control 6 Chemical Co. Street Address: 2334 Montclair Rd. Leesburg, FL 34748 Mailing Address(if different): Telephone: 35?-360-2322 Fax 3,52-360-1261 Email: d.shealy@flapest.com Payment Terms: % days,net FEIN: 59 - 6(160716 Professional.License No.: JB118502 Signature: c..0.4143.......,..--Date: 7/19/2016 Print Name: Drayton Shealy Title: District Supervisor Does the respondent accept payment using the City's MASTERCARD? ®Yes ❑ No END OF SECTION—C a. ., • Drayton Sh.- t District Supervisor . 1 ,IOWA )328.1541 1�:'' PEST F024(13844328-5779 ' j 0 -Direct Fez - 224.1:0. i • ON �� I 2405Cril lie "Y', ,, , LI F 2177 r THE •. Ti"v eahenaPeat.corn RFB No:16-045 Page 20 of 36