Contract 2022-032ADocuSign Envelope ID: 7A78DOE6-F8F4-4896-868A-60BCF66727BC
AGREEMENT NO. 2022-032 FOR
CHRISTMAS HOLIDAY DECORATION RENTAL SERVICES
THIS AGREEMENT, is made and entered into this 22nd day of April
2022, 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 Florida CDI, LLC., whose address is: 3124
NW 161h Terrace, Pompano Beach, FL 33064, (hereinafter referred to as
"CONTRACTOR").
WHEREAS, the City of Clermont issue RFP 22-017 titled Christmas Holiday Decoration
Rental Services;
WHEREAS, CONTRACTOR submitted its response dated March 24, 2022 to RFP 22-
017;
WHEREAS, CITY desires to award a contract to CONTRACTOR in accordance with the
terms and conditions of RFP 22-017 and CONTRACTOR's response thereto;
WITNESSETH: That the parties hereto, for the consideration hereinafter set forth,
mutually agree as follows:
ARTICLE 1— SCOPE OF WORK
The CONTRACTOR shall provide the rental, delivery, installation and pickup of holiday
decorations as described in CITY's RFP 22-017 and CONTRACTOR's March 24, 2022
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 2 — THE CONTRACT SUM
CITY shall pay CONTRACTOR, for the faithful performance of the Agreement as set forth
in the Cost of Services an amount in accordance with the compensation schedule set forth
in Exhibit "A", attached hereto and incorporated herein.
ARTICLE 3 — PROVISION OF SERVICES AND COMPLETION OF WORK
3.1. The CONTRACTOR shall only provide to CITY rental, delivery, installation and
pickup of holiday decorations upon receipt of an authorized purchase order from
CITY and shall provide the requested items in the timeframe and as set forth in RFP
No.: 22-017 or in the specific purchase order or authorized order submitted by
CITY. Nothing herein shall obligate CITY to purchase any specific amount of
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product from CONTRACTOR or create an exclusive purchase agreement between
CITY and CONTRACTOR. CITY shall not be obligated or required to pay for any
items received until such time as CITY has accepted the items in accordance with
the order provided to CONTRACTOR.
3.2. CONTRACTOR, upon receipt of an order hereunder, shall immediately notify
CITY if it has an issue or question related to the fulfillment of the order or whether
there will be any delay in providing the items requested. Failure of CONTRACTOR
to so notify CITY will preclude CONTRACTOR from seeking payment of any kind
for any items that were delayed in delivery. Upon receipt of notification of the
delay, CITY may at its sole option cancel the order and seek the items from any
available source.
3.3. COMPANY specifically acknowledges that this Contract does not bind or obligate
CITY to purchase any minimum quantity of product during the term hereof.
ARTICLE 4 — TERM AND TERMINATION
4.1. 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.
4.2. Notwithstanding any other provision of this Agreement, CITY may, upon written
notice to CONTRACTOR, terminate this Agreement: a) without cause and for
CITY's convenience upon thirty (30) days written notice to CONTRACTOR; b) if
CONTRACTOR is adjudged to be bankrupt; c) if 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 the 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.
4.3. 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 Producer Price Index (PPI).
ARTICLE 5 — 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 products to CITY as set forth in the applicable purchase order. CITY shall make
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payment to the CONTRACTOR for all accepted deliveries and undisputed products
delivered and services provided, within thirty (30) calendar days of receipt of the invoice.
ARTICLE 6 — DISPUTE RESOLUTION - MEDIATION
6.1. 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.
6.2. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and
other matters in question between them by mediation.
6.3. 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 7 — INSURANCE AND INDEMNIFICATION RIDER
7.1. Worker's Compensation Insurance — The CONTRACTOR shall take out and
maintain during the life of this Agreement, Worker's Compensation Insurance for
all its 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 subCONTRACTOR
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.
7.2. CONTRACTOR's Commercial General Liabilitv Insurance — The
CONTRACTOR shall take out and maintain during the life of this Agreement,
Commercial General Liability and Business 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 as follows:
(a) CONTRACTOR's Commercial General Liability, $1,000,000 Each,
($2,000,000 aggregate). Liability Coverages, Bodily Injury Occurrence, &
Property Damage Combined Single Limit
(b) Automobile Liability Coverages, $1,000,000 Each, Bodily Injury &
Property Damage Occurrence, Combined Single Limit
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(c) Excess Liability, Umbrella Form $2,000,000 Each Occurrence, Combined
Single Limit
Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall
be amended to provide coverage on an occurrence basis.
7.3. Indemnification Rider
(a) To the fullest extent permitted by law, the CONTRACTOR shall indemnify
and hold harmless the CITY and its employees from and against all claims,
damages, losses and expenses, including but not limited to reasonable
attorney's fees, arising out of or resulting from its 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 such acts are 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.; however, this indemnification
does not include the sole acts of negligence, damage or losses caused by the
CITY and its other contractors.
(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 8 — 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.
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CONTRACTOR:
OWNER:
Florida CDI, LLC.
3124 NW 161h Terrace
Pompano Beach, FL 33064
Attn: Joe Campbell, Director of Sales
City of Clermont
Attn: Brian Bulthuis, City Manager
685 W. Montrose Street
Clermont, FL 34711
ARTICLE 9 — MISCELLANEOUS
9.1. 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.
9.2. 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.
9.3. 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.
9.4. 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.
9.5. 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.
9.6. Assi ng ment — Except in the event of merger, consolidation, or other change of
control pursuant to the sale of all or substantially all of either party's assets, 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.
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9.7. 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.
9.8. 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.
9.9. 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 CONTRACTOR upon
termination of the contract and destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure
requirements. CONTRACTOR shall use reasonable efforts to provide 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 10 — AGREEMENT DOCUMENTS
The Agreement Documents, as listed below are herein made fully a part of this Agreement
as if herein repeated.
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DocuSign Envelope ID: 7A78DOE6-F8F4-4896-868A-60BCF66727BC
Document Precedence:
10.1. This Agreement
10.2. Purchase Order / Notice To Proceed
10.3. All documents contained in City of Clermont RFP 22-017 and any amendments
thereto.
10.5. CONTRACTOR's March 24, 2022 response to RFP 22-017.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
this99ndday of Aril , 2022.
CITY OF CLERMONT
DocuSigned by:
431 F57D413554D6DS
Freddy Suarez,
ATTEST:
IDocuSigned by:
Tyam. A�4.�d H
3AD7F3490513344A...
Tracy Ackroyd Howe, i
Services Director
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DocuSign Envelope ID: 7A78DOE6-F8F4-4896-868A-60BCF66727BC
FLORIDA CDI, LLC.
By:
(Signature
EDocuSigned by:
at, (,a�.w rbt,l,(,
57D5E5771 F964DE...
Print Name: Joe Campbell
Title: Director of ,Saps
Date: 4/22/2022
Envelope ID: 7A78DOE6-F8F4-4896-868A-60BCF66727BC
C/111-71D11 HJE
RENTAL Quote 2022
3124 NW44Mth -4225 (954) 3 770
L
CITY OF CLERMONT
Majestic Mountain Pine Tree & LED Wreaths
We will install one (1) 26' LED Majestic Mountain Pine Tree lit with Warm White Lights, decorated
in a Custom Color Theme chosen by customer with a 3' LED Warm White Tree Topper.
The tree will be installed on a Custom Tree Platform that will not exceed 3' in height.
1 26' LED Majestic Mountain Pine Tree — Warm White Lights $ 19,550.00
Includes Custom Ornament Package Chosen by Customer & InstallationlRemoval
1 Custom Tree Platform/Box $ 3,500.00
Examples — Wreath D6cor will be Custom Color and Theme Chosen by Customer
We will install three (3) 60" LED Wreaths lit with Warm White Lights and decorated in a Custom
Color Theme chosen by customer.
3 60" LED Wreaths — Warm White & Custom D6cor $ 1,245.00
TOTAL COST $ 24,295.00
The material contained herein is the property of Christmas Designers.
Reproduction, copying, or use without prior consent is strictly prohibited.
0321-223-1 RG1 OT JC/SK 03.24.2022
Clermont, City of Proposal Christmas Designers Pompano Beach, FL
DocuSign Envelope ID: 7A78DOE6-F8F4-4896-868A-60BCF66727BC
ThriAMA& �e�ioneve
1979-2019
City of Clermont
RFP #22-017
TAB G: COST OF
SERVICES
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DocuSign Envelope ID: 7A78DOE6-F8F4-4896-868A-60BCF66727BC
SECTION — B
STATEMENT OF WORK
The City of Clermont is requesting proposals from qualified respondents to rent, deliver,
install and pickup of holiday decorations. These decorations include:
• One — twenty-six (26) foot tall artificial evergreen Christmas tree lit with warm LED
lights, fully decorated in chosen color theme.
• Three — sixty (60) inch artificial evergreen wreaths lit with warm white LED lights
fully decorated in chosen color theme.
Successful respondent must provide equipment rentals and operators, cherry picker, and
forklift (if needed) for the assembly of a twenty-six (26) foot Christmas tree and sixty (60)
inch wreaths. The wreaths will be mounted onto "S" hooks that are attached to the
building. Drilling will not be necessary for the installation of wreaths. A tree platform
covering the diameter of the tree base must be provided by the successful respondent.
Tree base must not exceed three (3) feet in height. It is the responsibility of the successful
respondent to securely install guidewires that limits movement of the tree to avoid falling
over. The guidewires must be wire rope and secured to the ground by stakes provided
by the successful respondent.
Successful respondent is responsible for performing required maintenance and repair
during the course of the installation. The costs of any required tools, parts and materials
needed for such repairs must be included in the price. The City is not responsible for any
additional costs due to repairs. In the event the tree falls down, the successful respondent
must have the capability of returning the tree to its original position within twenty-four (24)
hours of being notified by City staff.
Initial setup and full installation must take place on the third week of November. Break
down and pickup must not exceed the second week of January. Location of installation
and pickup will be at the City of Clermont City Hall Courtyard, located at 685 W. Montrose
Street, Clermont, Florida. Successful respondent is responsible for all transportation,
setup, breakdown and storage.
Successful respondent must provide fluffing of tree branches, replacement of needed
branches, decorations, installation of holiday LED lights, and replacement of any needed
LED lights and electrical harness of the branches.
Respondent must provide different holiday decoration themes for City staff to choose
from. Include pictures and pricing on TAB G of your response. Past holiday decoration
themes include Gnomes for the Holidays, Winter Wonderland, Gingerbread, and Holidays
Around the World. Pictures of past holiday themes are available on Section K, Additional
Information of this solicitation.
As and when required, the successful respondent must work with the City staff in
identifying any electrical connection concerns during the assembly of the tree. Should
RFP No: 22-017
Page 10 of 35
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SECTION — B
STATEMENT OF WORK
any electrical work require a licensed electrician, City staff will perform those electrical
services.
If successful respondent intends to subcontract the above mentioned services, the name,
contact, and information of subcontractor including copy of all licenses must be provided
in Tab F in response to this solicitation.
END OF SECTION — B
RFP No: 22-017
Page 11 of 35