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2010-34 Janitorial Services ContractRESOLUTION 2010-34 • A RESOLUTION OF THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA, APPROVING AND RATIFYING THE TERMINATION OF A CONTRACT FOR JANITORIAL SERVICES WITH HARVARD MAINTENANCE, INC.; ACCEPTING A PROPOSAL FOR JANITORIAL SERVICES AT VILLAGE FACILITIES FROM IMAGE JANITORIAL SERVICES, INC. AND AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A CONTRACT RELATING TO SUCH SERVICES; PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, through the adoption of Resolution 2009-67 on November 12, 2009, the Village Council approved a Contract for Janitorial Services of Village Facilities with Harvard Maintenance, Inc.; and WHEREAS, due to performance issues, the Village Administration formally terminated the Contract with Harvard Maintenance, Inc. effective June 15, 2010, and the Village Council wishes to formally approve and ratify such termination; and WHEREAS, the Village advertised a new Request for Proposals ("RFP") for Janitorial Services and received seven proposals; and WHEREAS, members of Village Administration evaluated each of the proposals based on the financial responsibility of the respondents proven skill and experience, ability to perform the contract in a timely manner, previous satisfactory performance attributed to their references, and other factors; and WHEREAS, in evaluating the proposals, Village Administration removed the daily cleaning of the Country Club Restaurant from the scope of work and backed out the cost of such services as detailed in the proposals; and WHEREAS, Village Administration recommended accepting the proposal submitted by Image Janitorial Services, Inc. and the Village Council determines that the acceptance of this proposal is in the best interests of the residents and citizens of the Village of North Palm Beach. NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE VILLAGE OF NORTH PALM BEACH, FLORIDA as follows: Section 1. The foregoing recitals are hereby ratified and incorporated herein. Section 2. The Village Council of the Village of North Palm Beach, Florida, hereby approves and ratifies the termination of the Contract for Janitorial Services with Harvard • Maintenance, Inc. Page 1 of 2 Section 3. The Village Council hereby accepts the proposal for janitorial services at Village • facilities submitted by Image Janitorial Services, Inc. at an annual cost of $115,224.00, with funds to be expended from Village Account No. A5519-33491 (Facilities -Contractual Services). Section 4. The Village Council further authorizes the Mayor and Village Clerk to execute a Contract for Janitorial Services for Village Facilities with Image Janitorial Services, Inc., a copy of which is attached hereto and incorporated herein by reference. Section 5. All resolutions, or parts of resolutions, in conflict herewith are hereby repealed to the extent of such conflict. Section 6. This Resolution shall take effect immediately upon adoption. PASSED AND ADOPTED THIS 24th DAY OF JUNE, 2010. (Village Seal) ATTEST: MAY R ~- C./ VILLA E CLERK • Page 2 of 2 CONTRACT FOR JANITORIAL SERVICES AT VILLAGE FACILITIES VILLAGE OF NORTH PALM BEACH This Contract is made as of the ~i~~~day of /,(/I/!~ , 2010, by and between the VILLAGE OF NORTH PALM BEACH, a municipal corporation organized and existing under the laws of the State of Florida, by and through its Village Council, hereinafter referred to as the VILLAGE, and IMAGE JANITORIAL SERVICES, INC., a corporation authorized to do business in the State of Florida, hereinafter referred to as the CONTRACTOR, whose Federal LD. is 65-0273834. In consideration of the promises and mutual covenants herein contained, it is hereby agreed that the CONTRACTOR shall provide to the VILLAGE all work necessary for janitorial services at Village facilities pursuant to the terms and conditions of this Contract. SECTION 1: GOODS AND SERVICES OF THE CONTRACTOR. A. The CONTRACTOR shall provide all goods and services necessary for janitorial services of Village facilities as required under the VILLAGE'S Request for Proposal and the CONTRACTOR'S proposal thereto, which are attached hereto and incorporated herein by reference and to that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession practicing in the same or similar locality at the time the services are provided. The scope of services shall not include the daily cleaning of the Country Club Restaurant. B. The goods and services to be provided by the CONTRACTOR shall be commenced subsequent to the execution and approval of this Contract and upon written notice from the VILLAGE to proceed. SECTION 2: TERM OF CONTRACT. A. This Contract shall be for an initial term of three (3) years from the date first written above unless earlier terminated in accordance with the terms and conditions stated herein. The initial term of this Contract shall automatically extend for an additional two (2) years unless either party notifies the other party at least ninety (90) days prior to the end of the initial term that it does not desire to have the Contract automatically extend for another two (2) years. B. The CONTRACTOR shall not be entitled to an increase in the agreed to compensation in this Contract or payment or compensation of any kind from the VILLAGE for direct, indirect, consequential, impact or other costs, expenses or damages. SECTION 3: VILLAGE'S REPRESENTATIVE. Unless otherwise specified by the VILLAGE, the VILLAGE's representative shall be the Director of Public Works. The Village Manager or Village Representative shall have the right at all reasonable times during the term of this Contract to inspect or otherwise evaluate the work being performed thereunder and the premises in which it is being performed. SECTION 4: COMPENSATION AND METHOD OF PAYMENT. A. The VILLAGE agrees to compensate the CONTRACTOR in accordance with CONTRACTOR's proposal attached hereto and incorporated by reference herein. The total and cumulative amount of this Contract shall not exceed One Hundred Fifteen Thousand Two Hundred Twenty-Four Dollars and no cents ($115,224.00) the amount stated in CONTRACTOR'S proposal. Page 1 B. In order for both parties herein to close their books and records, CONTRACTOR will clearly state "final invoice" on the CONTRACTOR'S final/last billing to the VILLAGE. This certifies that all goods and services have been properly performed and all charges have been invoiced to the VILLAGE. Since this account will thereupon be closed, any and other further charges if not properly included in this final invoice are waived by the CONTRACTOR. The VILLAGE will not be liable for any invoice from the CONTRACTOR submitted thirty (30) days after the provision of all goods and services. SECTION 5: INDEMNIFICATION. A. The CONTRACTOR shall indemnify and save harmless and defend the VILLAGE, its agents, servants, and employees from and against any and all claims, liability, losses, and/or cause of action which may arise from any negligent act or omission of the CONTRACTOR, its agents, servants, or employees in the performance of services under this Contract. B. The CONTRACTOR further agrees to indemnify, save harmless and defend the VILLAGE, its agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of any conduct or misconduct of the CONTRACTOR its agents, servants, or employees not included in the paragraph above and for which the VILLAGE, its agents, servants or employees are alleged to be liable. C. Nothing contained in this Contract shall create a contractual relationship with or a cause of action in favor of a third party against either the VILLAGE or CONTRACTOR, nor shall this Contract be construed a waiver of sovereign immunity beyond the waiver provided in § 768.28, Florida Statutes. SECTION 6: PERSONNEL AND EQUIPMENT. A. The CONTRACTOR represents that it has, or will secure at its own expense, all necessary personnel and equipment required to perform the services under this Contract. B. All of the services required hereunder shall be performed by the CONTRACTOR or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services. C. All of the CONTRACTOR'S personnel (and all sub-contractors) while on VILLAGE premises, will comply with all VILLAGE requirements governing conduct, safety, and security. SECTION 7: TERMINATION. This Contract may be cancelled by the CONTRACTOR upon thirty (30) days prior written notice to the VILLAGE's representative in the event of substantial failure by the VILLAGE to perform in accordance with the terms of this Contract through no fault of the CONTRACTOR It may also be terminated, in whole or in part, by the VILLAGE without cause upon thirty (30) days written notice to the CONTRACTOR. The VILLAGE may also termiriate this Contract with written notice of cause to the CONTRACTOR, who fails to cure such cause within ten (10) days of the receipt of the VILLAGE'S notice. Unless the CONTRACTOR is in breach of this Contract, the CONTRACTOR shall be paid for services rendered to the VILLAGE'S satisfaction through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the VILLAGE, the CONTRACTOR shall: A. Stop work on the date and to the extent specified; Page 2 B. Terminate and settle all orders and subcontracts relating to the performance of the terminated work; C. Transfer all work in progress, completed work, and other materials related to the terminated work to the VILLAGE; and D. Continue and complete all parts of the work that have not been terminated. SECTION 8: FEDERAL AND STATE TAX. The VILLAGE is exempt from payment of Florida State Sales and Use Tax. Unless purchased directly by the VILLAGE, the CONTRACTOR shall not be exempted from paying sales tax to its suppliers for materials used to fill contractual obligations with the VILLAGE, nor is the CONTRACTOR authorized to use the VILLAGE'S Tax Exemption Number in securing such materials. SECTION 9: INSURANCE. A. Prior to commencing any work, the CONTRACTOR shall provide certificates evidencing insurance coverage as required hereunder. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida. The Certificates shall clearly indicate that the CONTRACTOR has obtained insurance of the type, amount, and classification as required for strict compliance with this Section and that no material change or cancellation of the insurance shall be effective without thirty (30) days' prior written notice to the VILLAGE'S representative. Failure to comply with the foregoing requirements shall not relieve the CONTRACTOR of its liability and obligations under this Contract. B. The CONTRACTOR shall maintain, during the life of this Contract, commercial general liability, including contractual liability insurance in the amount of $500,000 per occurrence or $1,000,000 in aggregate to protect the CONTRACTOR from claims for damages for bodily and personal injury, including wrongful death, as well as from claims of property damages which may arise from any operations under this Contract, whether such operations be by the CONTRACTOR or by anyone directly employed by or contracting with the CONTRACTOR. C. The CONTRACTOR shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the minimum amount of $500,000 combined single limit for bodily injury and property damages liability to protect the CONTRACTOR from claims for damages for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONTRACTOR or by anyone directly or indirectly employed by the CONTRACTOR. D. The parties to this Contract shall carry Workers' Compensation Insurance and Employer's Liability Insurance for all employees as required by Florida Statutes. In the event that a parry does not carry Workers' Compensation Insurance and chooses not to obtain same, then such party shall in accordance with Section 440.05, Florida Statutes, apply for and obtain an exemption authorized by the Department of Insurance and shall provide a copy of such exemption to the VILLAGE. E. All insurance, other than Worker's Compensation, to be maintained by the CONTRACTOR shall specifically include the VILLAGE as an Additional Insured. Page 3 SECTION 10: SUCCESSORS AND ASSIGNS. The VILLAGE and the CONTRACTOR each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the VILLAGE nor the CONTRACTOR shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the VILLAGE which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the VILLAGE and the CONTRACTOR. SECTION 11: DISPUTE RESOLUTION, LAW, VENUE AND REMEDIES. This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Palm Beach County. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. SECTION 12: INDEPENDENT CONTRACTOR RELATIONSHIP. The CONTRACTOR is, and shall be, in the performance of all Services under this Contract, an Independent CONTRACTOR, and not an employee, agent, or servant of the VILLAGE. All persons engaged in any of the Services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONTRACTOR'S sole direction, supervision, and control. The CONTRACTOR shall exercise control over the means and manner in which it and its employees perform the Services. SECTION 13: ACCESS AND AUDITS. The CONTRACTOR shall maintain adequate records to justify all charges, expenses, and costs incurred in estimating and performing the Services for at least three (3) years after completion of this Contract. The VILLAGE shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the CONTRACTOR's place of business. In no circumstances will CONTRACTOR be required to disclose any confidential or proprietary information regarding its products and service costs. SECTION 14: NONDISCRIMINATION. The CONTRACTOR warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, or sexual orientation. SECTION 15: ENFORCEMENT COSTS. If any legal action or other proceeding is brought for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Contract, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxable as court awarded costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled. SECTION 16: SEVERABILITY. If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Contract, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law. Page 4 SECTION 17: MODIFICATIONS OF WORK. A. The VILLAGE reserves the right to make changes in the work, including alterations, reductions therein or additions thereto. Upon receipt by the CONTRACTOR of the VILLAGE'S notification of a contemplated change, the CONTRACTOR shall, in writing: (1) provide a detailed estimate for the increase or decrease in cost due to the contemplated change, (2) notify the VILLAGE of any estimated change in the completion date, and (3) advise the VILLAGE if the contemplated change shall effect the CONTRACTOR'S ability to meet. the completion dates or schedules of this Contract. B. If the VILLAGE so instructs in writing, the CONTRACTOR shall suspend work on that portion of the work affected by the contemplated change, pending the VILLAGE'S decision to proceed with the change. C. If the VILLAGE elects to make the change, the VILLAGE shall initiate a Contract Amendment and the CONTRACTOR shall not commence work on any such change until such written amendment is signed by the CONTRACTOR and approved and executed by the Village of North Palm Beach. SECTION 18: PUBLIC ENTITY CRIMES. CONTRACTOR acknowledges and agrees that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, sub-contractor, or CONTRACTOR under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statues, for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. The CONTRACTOR will advise the VILLAGE immediately if it becomes aware of any violation of this statute. SECTION 19: PROTECTION OF WORK AND PROPERTY. A. The CONTRACTOR shall continuously maintain adequate protection of all work from damage, and shall protect the VILLAGE'S property from injury or loss arising in connection with the Contract. Except for any such damage, injury, or loss, except that which may be directly due to errors caused by the VILLAGE or employees of the VILLAGE, the CONTRACTOR shall provide any necessary materials to maintain such protection. B. The CONTRACTOR will also take every necessary precaution to ensure the safety of the VILLAGE, public and other guests and invitees thereof at or near the areas where work is being accomplished during and throughout the completion of all work. SECTION 20: WARRANTY/GUARANTY. CONTRACTOR warrants that its goods and services under this Contract will be free of defects in materials and workmanship for a period of one year following the provision of said goods and services. SECTION 21: COMPLIANCE WITH LAWS. CONTRACTOR shall, in performing the services contemplated by this Contract, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this Contract. Page 5 SECTION 22: NOTICE. All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the VILLAGE shall be mailed to: Village of North Palm Beach Attn: Jimmy Knight, Village Manager Village of North Palm Beach 501 U.S. Highway One North Palm Beach, FL 33408 and if sent to the CONTRACTOR shall be mailed to: Image Janitorial Services, Inc. Attn: Timothy B. Wilson, President 814 14`h Street Lake Park, FL 33403 The foregoing names and addresses may be changed if such change is provided in writing to the other party. SECTION 23: ENTIRETY OF CONTRACTUAL AGREEMENT. The VILLAGE and the CONTRACTOR agree that this Contract sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. In the event of a conflict between this Contract and the VILLAGE's Request for Proposal and the CONTRACTOR'S proposal, this Contract shall take precedence with the VILLAGE's Request for Proposal taking precedence over the CONTRACTOR'S proposal. All such documents shall be read in a manner so as to avoid a conflict. SECTION 24: WAIVER. Failure of a party to enforce or exercise any of its right(s) under this Contract shall not be deemed a waiver of that parties' right to enforce or exercise said right(s) at any time thereafter. SECTION 25: PREPARATION. This Contract shall not be construed more strongly against either party regardless of who was more responsible for its preparation. SECTION 26: SURVIVABILITY. Any provision of this Contract which is of a continuing nature or imposes an obligation which extends beyond the term of this Contract shall survive its expiration or earlier termination. SECTION 27: WAIVER OF SUBROGATION. CONTRACTOR hereby waives any and all rights to Subrogation against the VILLAGE, its officers, employees and agents for each required policy. When required by the insurer, or should a policy condition not permit an insured to enter into apre-loss agreement to waive subrogation without an endorsement, then CONTRACTOR shall agree to notify the insurer and request the policy be endorsed with a Waiver of Transfer of Rights of Recovery Against Others, or its equivalent. This Waiver of Subrogation requirement shall not apply to any policy, which a condition to the policy specifically prohibits such an endorsement, or voids coverage should CONTRACTOR enter into such an agreement on a pre-loss basis. [Remainder of this page intentionally blank] Page 6 IN WITNESS WHEREOF, the VILLAGE and CONTRACTOR hereto have made and executed this Contract as of the day and year first above written. CONTRACTOR Q By: Print Name~~ ~ ~ ~ ~a d~~1~ ~ Position: ~I C~dL/~t' VILLAGE OF NORTH PALM BEACH BY: ~ WILLIAM L. MANU L, MAYOR ATTEST: ~---- BY: ~ MELIS A TEAL, VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIENCY: BY: ! ~-' VILLAGE ATTORNEY Page 7 VILLAGE RFP AND CONTRACTOR'S PROPOSAL TO BE ATTACHED AS EXHIBITS REQUEST FOR PROPOSALS FOR JANITORIAL SERVICES FOR VILLAGE FACILITIES VILLAGE OF NORTH PALM BEACH 501 U.S. HIGHWAY ONE NORTH PALM BEACH, FLORIDA 33408-4906 ADVERTISEMENT, INSTRUCTIONS FOR PROPOSALS SPECIFICATIONS, PROPOSAL FORMS ADVERTISEMENT The Village of North Palm Beach will be receiving sealed proposals for the furnishing of labor, equipment and materials for the Janitorial Services for Village Facilities at the Village Manager's Office, Village Hall, 501 U.S. Highway One, North Palm Beach, Florida, until: 3:00 P.M. May 26, 2010 Time Date at which time they will be opened and read in public in the Village Hall conference room. The resulting contract shall be awarded to the responsible proposer that best meets the needs of the Village, taking into consideration, among other things, the financial responsibility of the proposer, proven skill and experience, ability to timely perform the contract, previous satisfactory performance and such other abilities of the proposer that the Village, in its sole discretion, determines will enable the proposer to perform effectively and efficiently the contract being proposed upon. The envelope containing the proposal shall identify the proposer's name and address and be marked as follows: SEALED PROPOSAL: Janitorial Services for Village Facilities OPENING DATE: AND TIME: May 26, 2010 at 3:00 P.M. No proposer may withdraw his or her proposal for a period of sixty (60) days after submission by the date set for the opening thereof. The Village reserves the right to reject any or all proposals and to waive any technicality or informality in any proposal. A mandatory pre-proposal meeting is scheduled for Tuesday, May 18, 2010 at 10:00 a.m. at the Public Works Department, 645 Prosperity Farms Road, North Palm Beach, FL 33408 The complete Request for Proposals including specifications and proposal forms may be obtained by bona fide proposers upon application at the Office of the Village Public Works Director, 645 Prosperity Farms Road, North Palm Beach, FL 33408 or from the Village website at: www.village=npb.org. THE VILLAGE OF NORTH PALM BEACH Jimmy Knight, Village Manager PUBLISH: PALM BEACH POST DATE: May 9, 2010 REQUEST FOR PROPOSALS FOR JANITORIAL SERVICES AT VILLAGE FACILITIES 1. REQUEST FOR PROPOSALS: The Village of North Palm Beach, Florida, a Florida municipal corporation in Palm Beach County ("Village"), is accepting sealed proposals for Janitorial Services for Village Facilities (as more fully described herein) until 3:00 P.M. EST on Mav 26, 2010 at the Village Manager's Office, Village Hall, 501 U.S. Highway One, North Palm Beach, FL 33408. Proposals received after the aforementioned date and time will be returned unopened. 2. PRE-PROPOSAL MEETING: A mandatory pre-proposal meeting is scheduled for Mav 18, 2010 at 10:00 A.M. EST at the Village Public Works Department at 645 Prosperity Farms Road, North Palm Beach, FL 33408. Failure to attend the mandatory pre-proposal meeting constitutes a ground for rejection of your proposal. 3. PREPARATION OF PROPOSAL: This Request for Proposals ("RFP") provides the complete set of terms and conditions, specifications and proposal forms for the required services. The following documents are attached hereto and incorporated herein by reference. Scope of Work Public Entity Crimes Statement Proposer's Acknowledgement Proposal Form and Unit Prices Drug Free Workplace Standard Village Contract Exhibit "A" Exhibit "B" Exhibit "C" Exhibit "D" Exhibit "E" Exhibit "F" This RFP is available for review and printing from the Village's web site: www.village-npb.org. All proposal forms must be completed in full and include a manual signature, in ink, where applicable. The signature must be of an authorized representative who has the legal ability to bind the proposing entity in contractual obligations. Unsigned proposals will not be accepted. All proposals forms must be typed or legibly printed in ink. Use of erasable ink is not permitted. All corrections made by a proposer to any part of a proposal form must be initialed in ink. The Village requests one (1) copy of the completed proposal in an electronic ".PDF"-file format. It is a proposer's sole responsibility to assure that his/her proposal is complete and delivered at the proper time and place of the proposal opening. The Village will not be responsible for any expenses incurred in connection with the preparation and/or delivery of a proposal. An original of all proposal forms and (2) copies along with the other required information (as stated in Section 10 below) must be submitted in a sealed envelope to the address provided above via hand-delivery or mail. Faxed or e-mailed proposals are not acceptable. The face of the sealed envelope shall state "SEALED PROPOSAL" and contain the proposer's name, return Page 1 address, title of the proposal, and the date and time for proposal opening. Proposals not submitted in a sealed envelope or on the enclosed proposal forms may be rejected. All questions regarding this RFP must be submitted in writing to Wiley Livingston, Director of Public Works by fax to 561-626-5869 or by e-mail to wlivin ston ,village=npb.org at least 7 days prior to the proposal opening. If any question requires a response which the Village, in its sole discretion, determines should be provided to all potential proposers, the Village will issue an official addendum to this RFP. The Village will endeavor to make sure all potential proposers receive such addendum by posting the addendum on the Village's website for the respective proposal solicitation; however, it is the sole responsibility of every proposer to verify with the Village whether any addendum has been issued prior to submitting a proposal. The Village will not issue an addendum five (5) days or less before proposal opening. 4. PROPOSAL EVALUATION AND AWARD: On the date and time specified in this RFP, the Village will open and announce aloud all proposals received on time. The evaluation of the proposals will. occur soon thereafter. The proposal opening may be delayed if, at the sole discretion of the Village, it is considered to be in the Village's best interests. The Village Administration will evaluate the proposals in order to prepare a recommendation to the Village Council for selection of the top-ranked proposer and award of a resulting contract. Certain proposers may be selected to make a brief presentation to and/or an oral interview with the Village Administration and/or Village Council. The selected proposer will be chosen on the basis of the responsiveness of its proposal, interviews and oral presentations (if required), and the results of the Village's research and investigation of the information in each proposal. Upon selecting the successful proposer who will best serve the interests of the Village, the Village will enter into a contract with that selected proposer. At a minimum, the resulting contract will include the terms and conditions found in a standard Village contract, a copy of which is attached hereto as Exhibit "F", and incorporate the terms and conditions of this RFP and the selected proposer's proposal. The Village, in its sole discretion, reserves the right to waive all technicalities or irregularities, to reject any or all proposals or any part of a proposal, to award to a single proposer or to divide the award between proposers, and to re-solicit this RFP or any part of this RFP. The Village further reserves the right, in its sole discretion, to award a contract to the proposer (or proposers) whose proposal best serves the interests of the Village. 5. INSURANCE REQUIREMENTS: A. Prior to the approval of a resulting contract, the selected proposer shall provide to the Village certificates evidencing insurance coverage in the minimum amounts as required hereunder or as otherwise agreed to in the negotiated contract. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida. The certificates shall clearly indicate that the selected proposer has obtained insurance of the type, amount, and classification as required for strict compliance with this Section and that no material change or Page 2 cancellation of the insurance shall be effective without thirty (30) days' prior written notice to the Village. Failure to comply with the foregoing requirements shall not relieve the selected proposer of its liability and obligations under a resulting contract. B. The selected proposer shall maintain, during the life of a resulting contract, commercial general liability, including contractual liability insurance in the amount of $500,000 per occurrence or $1,000,000 in aggregate to protect the selected proposer from claims for damages for bodily and personal injury, including wrongful death, as well as from claims of property damages which may arise from any operations under a resulting contract, whether such operations be performed by the selected proposer or by anyone directly employed by or contracting with the selected proposer. C. The selected proposer shall maintain, during the life of a resulting contract, comprehensive automobile liability insurance in the minimum amount of $500,000 combined single limit for bodily injury and property damages liability to protect the selected proposer from claims for damages for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the selected proposer or by anyone directly or indirectly employed by the selected proposer. D. The parties to the resulting contract shall carry Workers' Compensation Insurance and Employer's Liability Insurance for all employees as required by Florida Statutes. In the event that a party does not carry Workers' Compensation Insurance and chooses not to obtain same, then such party shall in accordance with Section 440.05, Florida Statutes, apply for and obtain an exemption authorized by the Department of Insurance and shall provide a copy of such exemption to the other party. E. All insurance, other than Worker's Compensation, to be maintained by the selected proposer shall specifically include the Village as an Additional Insured. 6. REGULATIONS, PERMITS AND FEES: The selected proposer will be required to obtain at its own expense all permits, inspections, business tax receipts and/or licenses, if any, required to provide the required services to the Village under this RFP. The selected proposer must comply with all applicable Federal, State and local laws and regulations. 7. PUBLIC ENTITY CRIMES: In accordance with section 287.133, Florida Statutes, any person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform Page 3 work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of $25,000 for a period of 36 months following the date of being placed on the convicted vendor list. Accordingly, if your proposal exceeds $25,000, a public entity crimes statement must be completed and signed by an authorized representative and be included with your proposal. A copy of the public entity crimes statement is attached to this RFP as Exhibit "B". 8. PUBLIC RECORDS: Upon receipt, all proposals and information submitted with each proposal become "public record" and shall be subject to public disclosure consistent with Chapter119, Florida Statutes ("Public Records Law"). In order to be exempt from disclosure, proposers must invoke the specific exemptions to disclosure provided by law in their proposal by providing the specific statutory authority for the claimed exemption, identifying the data or other materials to be protected, and stating the reasons why such exclusion from public disclosure is necessary. 9. PROPOSER'S CERTIFICATION: Each proposer submitting a proposal acknowledges, agrees and certifies as follows: A. The proposer and its proposal are subject to all terms and conditions specified herein with no exceptions unless authorized in writing by the Village; B. The proposal constitutes an offer to the Village which shall remain open, irrevocable and unchanged for sixty (60) days after proposal opening; C. The proposer has not given, offered nor intends to give or offer any economic opportunity, future employment, favor or gratuity in any kind to any employee of the Village in connection with this RFP; D. The proposer has not divulged or discussed its proposal with other proposers; E. The proposal is made based on independent determination of the proposer without collusion with other proposers in an effort to restrict competition; F. The proposer has not made any attempt to induce any potential proposer from submitting or declining to submit a proposal in response to this RFP; G. The proposer is financially solvent and sufficiently experienced and competent to provide all goods and/or services required in this RFP; H. The proposer shall indemnify, defend and hold harmless the Village, its officers, employees and agents from any and all claims, damages, causes of action or liability related to or arising from this RFP; and I. All information provided in the proposal is true and correct in all respects. Page 4 If any proposer or its proposal fails to comply with the foregoing certifications, said failure will include, but may not be limited to, grounds for rejecting that proposer's proposal. 10. PROPOSAL FORMAT AND REQUIREMENTS: Each proposal shall be submitted in a clear, concise format, on 8% X 11 paper. Each proposal set shall contain all information requested herein to be considered for award. Omission of required information maybe cause for disqualification. 1. Cover Letter of Transmittal: The cover letter will summarize in a brief and concise statement the proposer's qualifications, how it is organized, and its location relative to the Village. Minimum qualifications should be stated and must include: A. A statement that the proposer is licensed and qualified to provide all services requested under this RFP and as stated in the proposal to complete the Project; B. A statement that the proposer is able and will comply with all applicable laws, rules, regulations and ordinances of the Village, Palm Beach County, the State of Florida and the United States if selected by the Village Council; and C. A statement that the proposer is able and will provide the required insurance as stated herein if selected by the Village Council. The Cover Letter should also identify the Project manager for the proposer. An official authorized to bind the proposer and execute a contract must sign the letter of transmittal. The following proposal forms should be attached to the Cover Letter: Public Entity Crimes Statement Proposer's Acknowledgement Proposal Form Drug Free Workplace RFP Exhibit "B" RFP Exhibit "C" RFP Exhibit "D" RFP Exhibit "E" 2. Additional Information: A. Proposer's References: The proposer shall submit a list of no more than six (6) municipalities, public entities or other entities to which the proposer has provided similar services as those requested in this RFP. Proposer shall indicate a contact person's name, address and telephone number for each reference, and a general description of the services provided and the cost of such services. B. Subcontractors: The proposer shall identify all subcontractors, if any, the proposer plans to utilize in the provision of all services under this RFP. C. Equipment: The proposer shall provide a list of equipment that is available to perform the services included within the Scope of Services. Page 5 D. Conflict of Interest: The proposer shall disclose with their proposal the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee or officer of the Village. Furthermore, all proposers shall disclose the name of any Village employee or officer who, either directly or indirectly, owns a material interest in the proposer's company, firm or group or in that of any of its affiliates. If no such conflict of interests exists, the proposer should clearly state this in its proposal. f THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANKI Page 6 RFP EXHIBIT "A" SCOPE OF WORK The Village of North Palm Beach, Florida, (Village) is seeking proposals from qualified companies to perform janitorial services for the following facilities: • Village Hall (501 U.S.1) • Public Safety (560 U.S.1) • Library (303 Anchorage Drive) • Anchorage Activities Building (603 Anchorage Drive) • Anchorage Modules (603 Anchorage Drive) • Anchorage Marina Restroom (603 Anchorage Drive) • Osborne Park Recreation Building (851 Prosperity Farms Road) • Community Center (to include restrooms at concession stand and by basketball courts) (1200 Prosperity Farms Road) • Tennis Facility (951 U.S.1) • Country Club (includes golf pro shop, golf locker rooms, administration offices) (951 U.S.1) • Country Club Pool (men's and women's shower rooms) (951 U.S.1) • Country Club Restaurant (to include lobby, men's and ladies restroom, bar/lounge, banquet room, kitchen and snack bar) (951 U.S. 1) • Public Works (to include employee break room and restroom in adjoining building) (645 Prosperity Farms Road) Cleaning Specifications: DAILY: • Empty & clean all waste and recycling receptacles. Change liners as needed. • Remove all trash to designated trash area using Trash Barrels, Dolleys and Trash Haulers to prevent bag drags and any damage to floor surface. • Please note: any trash not placed in a standard waste receptacle must be clearly labeled as trash to be removed. • Empty all ashtrays and replace sand as needed from Customer's stock. • Police smoker's area & immediate area surrounding the building entrance(s) for trash, cigarette butts, etc. • Spot clean all interior partition & entrance glass. • Spot clean all interior doors/glass and or solid. • Polish bright work: lettering, lobby sign/directories, etc. • Drinking fountains cleaned and sanitized. • All telephone receivers, door handles and push bars, light switches and other common contact areas will be wiped down with an EPA registered disinfectant. • Dust mop all hard surface floors/inclusive of gym floor • Damp mop all hard surface floors/inclusive of gym floor • Vacuum all carpets completely. Page 7 • Remove cobwebs as needed. WEEKLY: • Dust all office furniture surfaces (without moving tenant belongings) including: file cabinets, counter tops, etc. Desks should be kept in neat, organized manner to allow for free flow of cleaning. In order that important papers not be disturbed, desks not cleared will not be dusted. • Computer keyboards are not dusted due to possible computer programs in progress. • Office machinery, calculators, adding machines, phones, etc. will not be dusted to prevent possible damage to equipment. • Window sills, low ledges, moldings, picture frames, blinds, etc. dusted. Interior windows cleaned and streak free. • High ledges, overhead pipes, etc. dusted. MONTHLY: • Damp wipe /polish furniture. • Clean all A/C vents, grills & adjacent ceiling tiles. • Clean all baseboards. • Clean & polish all door kick plates & thresholds. • Spray buff VCT tiled surfaces. MISCELLANEOUS: • Clean & arrange all equipment in janitorial closet. • Turn off lights and secure premises as specified after cleaning is completed. KITCHENSBREAKROOMS -DAILY (Sx/wk): • Tables, chairs, counter tops, cabinets, dishwasher & refrigerator face to be damped wiped, scour sink, wipe out microwave, and clean coffee area. RESTROOMS: RESTROOMS -DAILY (Sx/wk) • Floors swept. Mopped and rinsed with disinfectant detergent. All used mop water to be dumped down floor drains when applicable. • Flushable fixtures clean and sanitize with EPA registered disinfectant and germicidal. Clean & disinfect toilet seats on both sides. • Sinks -scoured and disinfected, fixtures polished. • Clean mirrors leaving them free of hand prints/smudges/smears. • Fittings and supply pipes keep clean. • Stall partitions /the walls -spot clean to remove streaks, smudges, fingerprints & graffiti. • Waste receptacles emptied. Liners replaced. • Restock all dispensers (Hand Soap, Toilet Tissue, Multi- Fold Hand Towels, Seat Covers, Urinal Screens and Sanitary Wax Bags). Page 8 RESTROOMS -WEEKLY • Wash all stall partitions, both sides (Including doors & hinges). RESTROOMS -MONTHLY • Clean all A/C vents, grills & adjacent ceiling tiles. Additional Special Services (Upon request and as directed by the Public Works Department) • Steam clean carpeted areas • Steam clean grouted ceramic the services • Strip and Wax of VCT Tiled surfaces • Clean all exterior windows Contractor is responsible for providing all the necessary equipment to provide these services including, but not limited to: Wall brushes, vacuum cleaners, buckets, mops, dust cloths, "squeegees", rubber gloves, dust pans, sponges, cleaning fluids, disinfectants, wiping cloths, wax, ~ wax cleaners, spray buff cleaners, floor machines, trash can liners, hand soap, toilet bowl cleaners and all paper products. (a copy of MSDS for chemicals will be maintained in a binder in a location to be determined at the Public Works facility). All applicants are encouraged to schedule a meeting with the Public Works Superintendent to conduct a survey of the facilities prior to submitting proposal. All paper products will be of equal or greater quality of existing product in use. All applicants/ bidders are encouraged to take asample/ stock number to insure quality. All janitorial staff that enters the Police Department and Village Hall buildings will need to pass a background check that meets Federal and Village standards. The hours of cleaning will vary for each building as not to disrupt Village activities/ business. These hours will be discussed during the tour of each facility. Janitorial staff will be made available with in 20-30 minutes in case of emergency (unforeseen). The Community Center g~ oor is o~ecial material and has to be cleaned with a proper solution as not to damage the surface. There is a floor machine at this location that can be utilized for the cleanin o~ f the gym,floor. Page 9 RFP EXHIBIT "B" PUBLIC ENTITY CRIMES STATEMENT UNDER & 287.133, FLORIDA STATUTES 1. This sworn statement is submitted to the Village of North Palm Beach, Florida by for (print individual's name and title) (print name of entity submitting sworn statement) whose business address is and (if applicable) its Federal Employer Identification Number (FEIl~ is: (If the entity has no FEIN, include the Social Security Number of the Individual signing this sworn statement: ) 2. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to, any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision or any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 3. I understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of jury verdict, nonjury trial, or entry of a plea of guilty or polo contendere. 4. I understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means: a. A predecessor or successor of a person convicted of a public entity crime; or b. An entity under the control any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. Page 10 5. I understand that a "person" as defined in Paragraph 287.133(1)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. (indicate which statement applies.) Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (attach a copy of the final order) I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT HIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. (Signature) The foregoing document was sworn and subscribed before me this day of 2009 by ,who is personally known to me or produced as identification. Notary Public My Commission Expires: Page 11 RFP EXHIBIT "C" PROPOSER'S ACKNOWLEDGMENT SUBMIT ONE ORGINAL AND (~ COPIES OF YOUR PROPOSAL TO: Village of North Palm Beach Attn: Village Manager Village Hall 501 US Highway 1, North Palm Beach, FL 33408 RFP TITLE: Janitorial Services for Village Facilities Proposal must be received PRIOR TO 3:00 P.M. on May 26, 2010, at which time Proposals will be opened. Proposer's Name: (Please specify if a corporation, partnership, other entity or individual) Fed. ID# or SSN: Address: Telephone No.: Contact representative: Fax Number: The undersigned authorized representative of the Proposer agrees to all terms and conditions stated in the RFP, and proposes and agrees that if this proposal is accepted by the Village, the Proposer will enter into the standard Village contract to provide the services as stated in this proposal and in accordance with the terms and conditions of this RFP. Authorized Representative's Signature Name: Date Position: Page 12 RFP EXHIBIT "D" PROPOSAL FORM Section One• In accordance with the terms and conditions stated in the Request for Proposal (RFP) requesting all goods and services for Janitorial Services at Village Facilities, the undersigned proposes the following, to the Village of North Palm Beach: (proposer's legal name) certifies that it is licensed to perform the requested services in the State of Florida and Palm Beach County. Applicable License number(s): Proposer agrees to provide the required services stated in the RFP for an amount not to exceed the following sum on an annual basis: Written Dollar Amount ($ ) Section Two• For budget purposes and in the event the Village removes a facility from the Scope of Services, the Village is requiring a breakdown of the service fees for each of the Village facilities enumerated therein (the total cost for all facilities should match the cost indicated in Section One - in the event of a conflict, the total cost indicated in Section One shall control): 1. Village Hall 2. Public Safety 3. Library 4. Anchorage Park Activities Building 5. Anchorage Park Modules 6. Anchorage Park Marina Restroom 7. Osborne Park Recreation Building 8. Community Center 9. Tennis Facility 10. Country Club (golf pro shop/golf locker rooms/administration) 11. Country Club Pool (shower rooms) 12. Country Club Restaurant (to include lobby, men's and ladies restroom, bar/lounge, banquet room, kitchen and snack bar) 13. Public Works TOTAL: S Page 13 Section Three: Additional Services to be performed upon request: A. Steam clean carpeted areas: per square feet or a minimum charge of $ B. Steam clean grouted ceramic the services: per square feet or a minimum charge of $ C. Strip and Wax of VCT Tiled surfaces: per square feet or a minimum charge of $ D. Clean all exterior windows: $ per square feet or a minimum charge of $ Authorized Representative's Signature Name: Date Position: Page 14 RFP EXHIBIT "E" CONFIRMATION OF DRUG-FREE WORKPLACE In accordance with Section 287.087, Florida Statutes, whenever two or more Proposals are equal with respect to price, quality, and service which are received by any political subdivision for the procurement of commodities or contractual services, a proposal received from a business that certifies that it has implemented adrug-free workplace program shall be given preference in the award process. In order to have adrug-free workplace program, a business shall: (1) Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. (2) Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining adrug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3) Give each employee engaged in providing the commodities or contractual services that are under proposal a copy of the statement specified in subsection (1). (4) In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under proposal, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than 5 days after such conviction. (5) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community by, any employee who is so convicted. (6) Make a good faith effort to continue to maintain adrug-free workplace through implementation of this section. As the person authorized to sign this statement on behalf of I certify that complies fully with the above requirements. Authorized Representative's Signature Name: Position: Date Page 15 REQUEST FOR PROPOSAL EXHIBIT "F" STANDARD VILLAGE CONTRACT CONTRACT FOR JANITORIAL SERVICES AT VILLAGE FACILITIES VILLAGE OF NORTH PALM BEACH This Contract is made as of the day of 2009, by and between the VILLAGE OF NORTH PALM BEACH, a municipal corporation organized and existing under the laws of the State of Florida, by and through its Village Council, hereinafter referred to as the VILLAGE, and an individual or corporation authorized to do business in the State of Florida, hereinafter referred to as the CONTRACTOR, whose Federal I.D. is In consideration of the promises and mutual covenants herein contained, it is hereby agreed that the CONTRACTOR shall provide to the VILLAGE all work necessary for janitorial services at Village facilities pursuant to the terms and conditions of this Contract. SECTION 1: GOODS AND SERVICES OF THE CONTRACTOR. A. The CONTRACTOR shall provide all goods and services necessary for janitorial services of Village facilities as required under the VILLAGE'S Request for Proposal and the CONTRACTOR'S proposal thereto, which are attached hereto and incorporated herein by reference and to that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession practicing in the same or similar locality at the time the services are provided. B. The goods and services to be provided by the CONTRACTOR shall be commenced subsequent to the execution and approval of this Contract and upon written notice from the VILLAGE to proceed. SECTION 2: TERM OF CONTRACT. A. This Contract shall be for an initial term of three (3) years from the date first written above unless earlier terminated in accordance with the terms and conditions stated herein. The initial term of this Contract shall automatically extend for an additional two (2) years unless either party notifies the other party at least ninety (90) days prior to the end of the initial term that it does not desire to have the Contract automatically extend for another two (2) years. B. The CONTRACTOR shall not be entitled to an increase in the agreed to compensation in this Contract or payment or compensation of any kind from the VILLAGE for direct, indirect, consequential, impact or other costs, expenses or damages. SECTION 3: VILLAGE'S REPRESENTATIVE. Unless otherwise specified by the VILLAGE, the VILLAGE's representative shall be the Director of Public Works. The Village Manager or Village Representative shall have the right at all reasonable times during the term of this Contract to inspect or otherwise evaluate the work being performed thereunder and the premises in which it is being performed. Page 16 SECTION 4: COMPENSATION AND METHOD OF PAYMENT. A. The VILLAGE agrees to compensate the CONTRACTOR in accordance with CONTRACTOR's proposal attached hereto and incorporated by reference herein. The total and cumulative amount of this Contract shall not exceed the amount stated in CONTRACTOR's proposal. B. In order for both parties herein to close their books and records, CONTRACTOR will clearly state "final invoice" on the CONTRACTOR'S finaUlast billing to the VILLAGE. This certifies that all goods and services have been properly performed and all charges have been invoiced to the VILLAGE. Since this account will thereupon be closed, any and other further charges if not properly included in this fmal invoice are waived by the CONTRACTOR. The VILLAGE will not be liable for any invoice from the CONTRACTOR submitted thirty (30) days after the provision of all goods and services. SECTION 5: INDEMNIFICATION. A. The CONTRACTOR shall indemnify and save harmless and defend the VILLAGE, its agents, servants, and employees from and against any and all claims, liability, losses, and/or cause of action which may arise from any negligent act or omission of the CONTRACTOR, its agents, servants, or employees in the performance of services under this Contract. B. The CONTRACTOR further agrees to indemnify, save harmless and defend the VILLAGE, its agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of any conduct or misconduct of the CONTRACTOR its agents, servants, or employees not included in the paragraph above and for which the VILLAGE, its agents, servants or employees are alleged to be liable. C. Nothing contained in this Contract shall create a contractual relationship with or a cause of action in favor of a third party against either the VILLAGE or CONTRACTOR, nor shall this Contract be construed a waiver of sovereign immunity beyond the waiver provided in § 768.28, Florida Statutes. SECTION 6: PERSONNEL AND EQUII'MENT. A. The CONTRACTOR represents that it has, or will secure at its own expense, all necessary personnel and equipment required to perform the services under this Contract. B. All of the services required hereunder shall be performed by the CONTRACTOR or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services. C. All of the CONTRACTOR'S personnel (and all sub-contractors) while on VILLAGE premises, will comply with all VILLAGE requirements governing conduct, safety, and security. SECTION 7: TERMINATION. This Contract may be cancelled by the CONTRACTOR upon thirty (30) days prior written notice to the VILLAGE'S representative in the event of substantial failure by the VILLAGE to perform in accordance with the terms of this Contract through no fault of the CONTRACTOR. It may also be terminated, in whole or in part, by the VILLAGE without cause upon thirty (30) days written notice to the CONTRACTOR. The VILLAGE may also terminate this Contract with written notice of cause to the CONTRACTOR, who fails to cure such cause within ten (10) days of the receipt of the VII.,LAGE's notice. Unless the CONTRACTOR is in breach of this Contract, the CONTRACTOR shall be paid for Page 17 services rendered to the VILLAGE's satisfaction through the date of termination. After receipt of a Termination Notice and except as otherwise directed by the VILLAGE, the CONTRACTOR shall: A. Stop work on the date and to the extent specified; B. Terminate and settle all orders and subcontracts relating to the performance of the terminated work; C. Transfer all work in progress, completed work, and other materials related to the terminated work to the VILLAGE; and D. Continue and complete all parts of the work that have not been terminated. SECTION 8: FEDERAL AND STATE TAX. The VILLAGE is exempt from payment of Florida State Sales and Use Tax. Unless purchased directly by the VILLAGE, the CONTRACTOR shall not be exempted from paying sales tax to its suppliers for materials used to fill contractual obligations with the VILLAGE, nor is the CONTRACTOR authorized to use the VILLAGE'S Tax Exemption Number in securing such materials. SECTION 9: INSURANCE. A. Prior to commencing any work, the CONTRACTOR shall provide certificates evidencing insurance coverage as required hereunder. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida. The Certificates shall clearly indicate that the CONTRACTOR has obtained insurance of the type, amount, and classification as required for strict compliance with this Section and that no material change or cancellation of the insurance shall be effective without thirty (30) days' prior written notice to the VII,LAGE's representative. Failure to comply with the foregoing requirements shall not relieve the CONTRACTOR of its liability and obligations under this Contract. B. The CONTRACTOR shall maintain, during the life of this Contract, commercial general liability, including contractual liability insurance in the amount of $500,000 per occurrence or $1,000,000 in aggregate to protect the CONTRACTOR from claims for damages for bodily and personal injury, including wrongful death, as well as from claims of property damages which may arise from any operations under this Contract, whether such operations be by the CONTRACTOR or by anyone directly employed by or contracting with the CONTRACTOR. C. The CONTRACTOR shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the minimum amount of $500,000 combined single limit for bodily injury and property damages liability to protect the CONTRACTOR from claims for damages for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONTRACTOR or by anyone directly or indirectly employed by the CONTRACTOR. D. The parties to this Contract shall carry Workers' Compensation Insurance and Employer's Liability Insurance for all employees as required by Florida Statutes. In the event that a party does not carry Workers' Compensation Insurance and chooses not to obtain same, then such party shall in accordance with Section 440.05, Florida Statutes, apply for and obtain an exemption authorized by the Department of Insurance and shall provide a copy of such exemption to the VILLAGE. E. All insurance, other than Worker's Compensation, to be maintained by the CONTRACTOR shall specifically include the VILLAGE as an Additional Insured. Page 18 SECTION 10: SUCCESSORS AND ASSIGNS. The VILLAGE and the CONTRACTOR each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other party, in respect to all covenants of this Contract. Except as above, neither the VILLAGE nor the CONTRACTOR shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the other. Nothing herein shall be construed as creating any personal liability on the part of any officer or agent of the VILLAGE which may be a party hereto, nor shall it be construed as giving any rights or benefits hereunder to anyone other than the VILLAGE and the CONTRACTOR. SECTION 11: DISPUTE RESOLUTION, LAW, VENUE AND REMEDIES. This Contract shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Palm Beach County. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. SECTION 12: INDEPENDENT CONTRACTOR RELATIONSHIP. The CONTRACTOR is, and shall be, in the performance of all Services under this Contract, an Independent CONTRACTOR, and not an employee, agent, or servant of the VILLAGE. All persons engaged in any of the Services performed pursuant to this Contract shall at all times, and in all places, be subject to the CONTRACTOR'S sole direction, supervision, and control. The CONTRACTOR shall exercise control over the means and manner in which it and its employees perform the Services. SECTION 13: ACCESS AND AUDITS. The CONTRACTOR shall maintain adequate records to justify all charges, expenses, and costs incurred in estimating and performing the Services for at least three (3) years after completion of this Contract. The VILLAGE shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the CONTRACTOR'S place of business. In no circumstances will CONTRACTOR be required to disclose any confidential or proprietary information regarding its products and service costs. SECTION 14: NONDISCRIMINATION. The CONTRACTOR warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, or sexual orientation. SECTION 15: ENFORCEMENT COSTS. If any legal action or other proceeding is brought for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Contract, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxable as court awarded costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties maybe entitled. SECTION 16: SEVERABILITY. If any term or provision of this Contract, or the application thereof to any person or circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Contract, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law. Page 19 SECTION 17: MODIFICATIONS OF WORK. A. The VILLAGE reserves the right to make changes in the work, including alterations, reductions therein or additions thereto. Upon receipt by the CONTRACTOR of the VILLAGE's notification of a contemplated change, the CONTRACTOR shall, in writing: (1) provide a detailed estimate for the increase or decrease in cost due to the contemplated change, (2) notify the VILLAGE of any estimated change in the completion date, and (3) advise the VILLAGE if the contemplated change shall effect the CONTRACTOR's ability to meet the completion dates or schedules of this Contract. B. If the VILLAGE so instructs in writing, the CONTRACTOR shall suspend work on that portion of the work affected by the contemplated change, pending the VILLAGE'S decision to proceed with the change. C. If the VILLAGE elects to make the change, the VILLAGE shall initiate a Contract Amendment and the CONTRACTOR shall not commence work on any such change until such written amendment is signed by the CONTRACTOR and approved and executed by the Village of North Palm Beach. SECTION 18: PUBLIC ENTITY CRIMES. CONTRACTOR acknowledges and agrees that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, sub-contractor, or CONTRACTOR under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statues, for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. The CONTRACTOR will advise the VILLAGE immediately if it becomes aware of any violation of this statute. SECTION 19: PROTECTION OF WORK AND PROPERTY. A. The CONTRACTOR shall continuously maintain adequate protection of all work from damage, and shall protect the VILLAGE's property from injury or loss arising in connection with the Contract. Except for any such damage, injury, or loss, except that which may be directly due to errors caused by the VILLAGE or employees of the VILLAGE, the CONTRACTOR shall provide any necessary materials to maintain such protection. B. The CONTRACTOR will also take every necessary precaution to ensure the safety of the VILLAGE, public and other guests and invitees thereof at or near the areas where work is being accomplished during and throughout the completion of all work. SECTION 20: WARRANTY/GUARANTY. CONTRACTOR warrants that its goods and services under this Contract will be free of defects in materials and workmanship for a period of one year following the provision of said goods and services. SECTION 21: COMPLIANCE WITH LAWS. CONTRACTOR shall, in performing the services contemplated by this Contract, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this Contract. SECTION 22: NOTICE. All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the VILLAGE shall be mailed to: Page 20 Village of North Palm Beach Attn: Jimmy Knight, Village Manager Village of North Palm Beach 501 U.S. Highway One North Palm Beach, FL 33408 and if sent to the CONTRACTOR shall be mailed to: The foregoing names and addresses may be changed if such change is provided in writing to the other P~Y• SECTION 23: ENTIRETY OF CONTRACTUAL AGREEMENT. The VILLAGE and the CONTRACTOR agree that this Contract sets forth the entire agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. In the event of a conflict between this Contract and the VILLAGE'S Request for Proposal and the CONTRACTOR'S proposal, this Contract shall take precedence with the VILLAGE'S Request for Proposal taking precedence over the CONTRACTOR'S proposal. All such documents shall be read in a manner so as to avoid a conflict. SECTION 24: WAVER. Failure of a party to enforce or exercise any of its right(s) under this Contract shall not be deemed a waiver of that parties' right to enforce or exercise said right(s) at any time thereafter. SECTION 25: PREPARATION. This Contract shall not be construed more strongly against either party regardless of who was more responsible for its preparation. SECTION 26: SURVIVABILITY. Any provision of this Contract which is of a continuing nature or imposes an obligation which extends beyond the term of this Contract shall survive its expiration or earlier termination. SECTION 27: WAIVER OF SUBROGATION. CONTRACTOR hereby waives any and all rights to Subrogation against the VILLAGE, its officers, employees and agents for each required policy. When required by the insurer, or should a policy condition not permit an insured to enter into apre-loss agreement to waive subrogation without an endorsement, then CONTRACTOR shall agree to notify the insurer and request the policy be endorsed with a Waiver of Transfer of Rights of Recovery Against Others, or its equivalent. This Waiver of Subrogation requirement shall not apply to any policy, which a condition to the policy specifically prohibits such an endorsement, or voids coverage should CONTRACTOR enter into such an agreement on a pre-loss basis. Page 21 IN WITNESS WHEREOF, the VILLAGE and CONTRACTOR hereto have made and executed this Contract as of the day and year first above written. CONTRACTOR By: Print Name: Position: VILLAGE OF NORTH PALM BEACH BY: WILLIAM MANUEL, MAYOR ATTEST: BY: MELISSA TEAL, VILLAGE CLERK APPROVED AS TO FORM AND LEGAL SUFFICIENCY: BY: VILLAGE ATTORNEY Page 22 VII,LAGE RFP AND CONTRACTOR'S PROPOSAL TO BE ATTACHED AS EXHIBITS Page 23 e $ 9 4 14a' Street Lake Park, FI 33403-2354 (561) 844-8778 ~ Fax (561) 844-8986 Janitorial Services meeting your needs, exceeding your expectations May 2b, 2010 The Village of North Palm Beach 501 US Highway One North Falm Beach, Florida 33408 To Whom It May Concern: l - This cover letter is to company the Image Companies brochure Paper Product Samples and Cleaning Chemical literature. Please take a moment to review the brochure which will outline our Mission, Company history in detail, Clientele, Communications and Responsiveness, Staffing and Applicant Screening, Training, Security Procedures, Supervision and Special Projects as well. as a start up itinerary. A- Image Janitorial Services, Inc. is licensed in the State of Florida, County of Palm beach to perform janitorial services. Image Janitorial Services, Inc. is qualified to provide all services requested under the RFP and as stated and required in the proposal in order to complete and meet the expectations and demands of the project. B- Image Janitorial Services, Inc. is able and will comply with all applicable laws, rules, regulations and ordinances of the Village of North Palm Beach, Palm Beach County, The State of Florida and the United States if selected by the Village Council. C- Image Janitorial Services, Inc. is able and will provide the required insurance as stated herein if selected by the Village Council. 2- Additional Information A- References- See List of Six (b} Clients in Image Companies Brochure. All requested information is provided with the exception of cost of such services. B- Subcontractors- Image Janitorial Services, Inc. will only use employees to perform the services required under the RFP. Image Janitorial Services, Inc. will if in the future change to subcontractors performing services for the Village of North Palm Beach iil notify the Village. C- Equipment- All required equipment to perform the services will be of professional grade. Each location will have assigned equipment to include Janitorial Cart, Mop Bucket, Mop Handle, 12" Hepa Vacuum cleaner, Dust mop, Broom, Toilet Brush, Dusting Clothe, (Micro Fiber) Plunger, Fixture Brush and any specific additional specialty equipment required to complete all necessary duties. In addition Image Janitorial Services, Inc. has assigned Specialty Staff for Floor Refinishing, Carpet Care and Water Damage Restoration services; Equipment includes Wet Dry Vacuums, Rotary Disc Scrubbing Machines, Portable Carpet Extraction, Truck Mounted Carpet Extraction Units, High Velocity Air Movers, Dehumidifiers, and Ozone Machines. This equipment while not assigned to the village Property permanently is at the Village disposal at the time of need. D- 'The cleaning program proposed is an Eco Friendly Green Program. Please see attached Green Cleaning Chemical Brochures. Also the consumable paper products used at the Village locations will also be Green Seal Approved.* E- Conflict of Interest- There is no conflict of interest as outlined in the RFP. F- The Image Account Manager for the Village of North Palm Beach project will be Daniel Ferez. Mr Perez has nearly ZO years industry experience, is Bi-lingual (English and Spanish}. G- The Image official authorized to bind the proposer and execute the contract is Timothy B Vf~ilson - President of Image Janitorial Services, Inc.. Image Janitorial Services, Inc. Has been servicing Palm Beach County since 1987. Image offices are located in Lake Park and are approximately 5 to 10 minutes from any of the Village locations should any pressing needs arise. It is with great pride that we submit this proposal for your janitorial service needs. If you require further information or would like to tour our Lake Park Headquarters please do not hesitate to contact us. I{ind Regards !- Timothy Wilson President RFP EXHIBIT «B99 PLTBI..IC ENTITY CRIMES STATEMENT IJNDEIt ~ 287.133. FI~OItII)A STATUTES 1. This sworn statement is submitted to the Village ofNortl,~alm Beach, ~-(~•int individu n,~ame and title) c'°- - •~- ,, for ~.~' ,oi~~'_...r ~ /'~ .~L~-- - and {if applicable) its Federal Employer Identification Number (FEIAI) is: ~ ° ~ ~~ ~~~`~ (Tf the entity has no FEIN, include the Social Security Number of the Individual signing this sworn statement: ) 2. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes. means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to, any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision or any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 3. l understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of jury verdict, nonjury trial, or entry of a plea of guilty or nolo contendere. 4. I understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means: a. A predecessor or successor of a person convicted of a public entity crime; or b. An entity under the control any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person contt•ols another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. Page 11 (print r~ar~he of entity submitting sworn statement) ° 5. I understand that a "person" as defned in Paragraph 287.133(1)(e), Florida Statutgs, means any natura] person or entity organized under the laws of any state or of the United States with the legal power to enter into binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts ar applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the en~ty submitting this sworn statement. {indicate which statement applies.) ~~~' Neither the entity submitting this sworn statement, nor any of its officers, directots, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, ar an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative. Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (attach a copy of the final order) I U[~1DERSTAND THAT THE SUBMISSION OF THIS FORM TO TH[E CONTRACTING OFFICIER FOR THE PUBLIC ENTITY IDENTIFIED 1N PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT HIS FORM IS VALID THROUGH DECEIVTBER 31 OF THE CALEPIDAR YEAR IlV VVIIICH IT IS FILED. I ALSO UNDERSTAND THAT I AI~I REQUIRED TO INFORM THE PUBLIC EN'T`ITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESI~OLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TV11O OF ANY CHANGE IN THE INFORMATION CONTATl~lED IN THIS FORM. i (Signature) ,~~j~~ The foregoing document was sworn and subscribed 6e this ~' day of v~r______~ 2010 by 1 ~ ~. G*J41 s~ a! who i ersonally known to me or produced R/®~- as identification. r.;,,~_. app ~G~ Notary Public State of Florida Jennifer M May ~c~ - My Commission Ql}8654g9 c~ ~, Expires 03/02/2013 d °0er`~ ary Public ~~~,~/~~,2 ~ ~~ My Commission Expires ~~~~~~ Page 12 RFP EXHIBI'T' "C" PROPOSER'S ACKNOWLEI3GMEIVT SUI3IVII'1' ONE ORGI'I`IAL A>t1D (2,, COPIES O1F YOUR PROPOSAL TO: Village of North Palm Beach Attn: Village Manager Village Hall 501 U3 Highway 1, North Palm Beach, FL 33408 RFP TITLE: ~amitorial Services for Village Facilities Proposal must be received PRIOR TO 3:Q0 I'.1Vi. on May 2~, 2410 at which time Proposals will be opened. r-t ~ Proposer's Name• ~~, (Please specify if a corporation, ership, other entity or Fed. iD# or SSN: ~r~ ~-- ~,% ~~~~j~ Address: tv ~ l~ ~ l~ .~~ ~-7V' ~~ Telephone No.: ~~~ t~ `°~'' f'~~ ° ~ ~~'~ Fax Number: j °~~j!° Contact representative~'~y,q 1~. 1,,~„1..1~- The undersigned authorized representative of the Proposer agrees to all terms and conditions stated in the RFP, and proposes and agrees that if this proposal is accepted by the Village, the Proposer will enter into the standard Village contract to provide the services as stated in this proposal and in accordance with the terms and conditions of this RFP. r ' ~P ~f~ Authorized Representative's Signature Name: ~D_ate Position: Page 13 RFP EXIIIBIT "D" PROPOSAL FORM Section One• In accordance with the terms and conditions stated in the Request for Proposal (Rff P) requesting all goods and services for Janitorial Services at Village Facilities9 the undersigned proposes the following to the Village of North Palm Beach: ro~ ~ y q,v~ iZ~ poser's legal name) certifies that it is licensed to perfo the requested services in the fate of Florida and Palm Beach County. Applicable License number(s): ~ ~~- ~ ~" /~' ~'~~ Proposer agrees to provide the required services stated in the RFP for an amount not to exceed the following sum on an annual basis: ~~~ ~ ~~~ Dollar Amount Section Two• ~~ For budget purposes and in the event the Village removes a facility from the Scope of Services, the Village is requiring a breakdown of the service fees for each of the Village facilities enumerated therein (the total cost for all facilities should match the cost indicated in Section One -- in the event of a conflict, the total cost indicated in Section One shall control): 1. Village Half 2. Public Safety 3. Library 4. Anchorage Park Activities Building 5. Anchorage Park Modules 6. Anchorage Park Marina Restroom '1. Osborne Park Recreation Building 8. Community Center 4. Tennis Facility 10. Country Club (golf pro shop/golf locker rooms/administration) l l . Country Club Pooi (shower rooms} 12. Country Club Restaurant (ta include lobby, men's and ladies restroom, bar/lounge, banquet room, kitchen and snack bar) 13. Public Works TOTAL: r ~ ~~ Two Page 14 ~~ ' ~_ g~ Section 'Y'hree• Additional Services to 6e performed upon request: A. Steam clean carpeted areas: $ e ~ per square feet or a minimum charge of $ ~~ B. Steam clean grouted ceramic tiie services: ~. ~ $ , ~~~ per square feet or a minimum charge of $ ~- •' C. Strip and Wax of VCT Tiled surfaces: $ ~ ~ ~ per square feet or a minimum charge of $ ~f D. Clean all exterior windows: ~ ~~ $ , iV " .~~square feet or a minimum charge of $ ~ ~~ ~ °' ~~~ , ~ Authorized epresentative's Signature f__ ~• I~1ame: d~~/~ Date 1~~ ~~~ Position: Page I S RFP EXHIBIT "E" CUIVFIRIVIATIOlV ®F DRUG-FREE yyURI~PLACE In accordance with Section 287.087, Florida Statutes, whenever two or more Proposals are equal with respect to price, quality, and service which are received by any political subdivision for the procurement of commodities or contractual services, a proposal received from a business that certifies that it has implemented adrug-free workplace program shall be given preference in the award process. In order to have adrug-free workplace program, a business shall: (1) Fublish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. (2) Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining adrug-free workplace, any available drug counseling, rehabilitation; and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. (3} Give each employee engaged in providing the commodities or contractual services that are under proposal a copy of the statement specified in subsection (1}. (4) In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under proposal, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or polo contenders to, any violation of chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than 5 days after such conviction. (5) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community by, any employee who is so convicted. (6) Malce a good faith effort to continue to maintain adrug-free workplace through implementation of this section. g As the person thorized to si this statement on behalf of ~ t 1. ~~/+ ' ' -~ I certify that,~~ ~~~ ~ ~~~~. ~nrl ~~~,~mplies full with the above requirements. Authorized Rep esentative's Signature Date r ~. ~ ~,~ ~ ~ ~~ Name: Fosition: Page 16 l~~+i Tigg,~dl7.~,D~~H/A` if~99 ~C®PYi ~II` VV ®~ The Village of lgorth Palm Beach, Florida, (Village) is seeking proposals from qualified companies to perform janitorial services for the following facilities: © ilillage Hal1(SOl U.S.I) Public Safety (560 U.S.I) a Library (303 Anchorage Drive) © Anchorage Activities Building (603 Anchorage Drive} o Anchorage Modules (643 Anchorage Drive) o Anchorage Marina Restroom {603 Anchorage Drive) ~ Osborne Park Recreation Building (8S 1 Prosperity Farms Road) Community Center (to include restrooms at concession stand and by basketball courts) (1200 Prosperity Farms Road) '['ennis Facility (95l U.S.1) o Country Club (includes golf pro shop, golf loelcer rooms, administration offices} (951 U.S.1) o Country Club Pool (men's and women's shower rooms} (951 U.S.1) Country Club Restaurant (to include lobby, men's and ladies restroom, bar/lounge, banquet t•oom, kitchen and snack bar} {951 U.S. 1) Public V~orlcs (to include employee break room and restroom in adjoining building} (645 Prosperity Farms Road) C~~~~nnr~~ ~~~~ni(D~~4n®~n~< ~fdII1L ~'o Empty ~ clean all waste and recycling receptacles. Change liners as needed. o Remove all trash to designated trash area using Trash Barrels, Dolleys and Trash l:-lauler°s to prevent bag drags and any damage to floor surface. 0 Please note: any trash not placed in a standard waste receptacle must be clearly labeled as trash to be removed. m Empty all ashtrays and replace sand as needed from Customer's stock. a lDolice se~olcet•'s area ~c immediate area surrounding the building entrance(s) for trash, cigarette butts, etc. ® Clean all interior partition 8c entrance glass. m Clean al[ interior doors/glass and or solid. e Polish bright work: lettering, lobby sign/directories, etc. o Dr'inlcing fountains cleaned and sanitized. ® All telephone receivers, door handles and push bats, light switches and other common contact areas will be wiped down with an EPA registered disinfectant. ® Dust mop all hard surface floors/inclusive of gym floor. ® Datnp mop a!I hard surface floors/inclusive of gym floor. ® Clean al[ bleachers at gym (seating area and underneath) ® Clean children's furniture in library. Vacuum all carpets completely. Remove cobwebs as needed. 1WE~~~ ~° a Dust all office furniture surfaces {without moving tenant belongings) including: file cabinets, counter tops, etc. Desks should be kept in neat, organized manner to allow for free flow of cleaning. In order that important papers not be disturbed, desks not cleared will not be dusted. ~ Cocnputer keyboards ate not dusted due to possible computer programs in progress. Dffice machine~•y, calculators, adding machines, phones, etc. wilt not be dusted to prevent possible damage to equipment. a Window silts, low ledges, moldings, picture frames, blinds, etc. dusted. Interior windows cleaned and streak free. o high ledges, overhead pipes, etc. dusted. 1~®~~`lf~~ 7Y° ~ Damp wipe /polish furniture. Clean all A/C vents, grills ~ adjacent ceiling tiles. Clean all baseboards. o Clean & polish all door kick plates 8i thresholds. o Spray bufF VC'T tiled surfaces. Sea~d monthly report with dates these tasks took place. 1 i ~~ ~ ` ~ YE ' ~ ~ ~ I I E ®~11 ~' o t::lean ~ arrange all equipment in janitorial closet. © 't'urn off lights and secure premises as specified after cleaning is completed. ~~"C~Y!l~RI.~/~3~~,i~R®®1~~` e DApIG ~' (Sx/wk) e o 'f'ables, cl~aid•s, counter tops, cabinets, dishwasher ~ refrigerator face to be damped wiped, scour sink, wipe out microwave, and clean coffee area. ~'~~~1~~2'p~ ~d~'CHE1~T° e Sweep/degrease floor with EPA registered disinfectant. Fc•onts of all kitchen equipment to be wiped clean using stainless steel polish. o Exhausts to be cleaned nightly. 1-flood filters to be cleaned nightly. ~ Wipe fire protection stems and nozzle guards free of grease build up. n All floor mats to be ~•emoved, degreased and rinsed with hot water hose and returned to original position. o Floors swept. lopped and rinsed with disinfectant detergent. All used~mop water to be dumped down floor drains when applicable, ® Flushable fixtures clean and sanitize with EPA registered disinfectant and germicide[. Clean ~c disinfect toilet seats on both sides. ® Sinlcs -scoured and disinfected, fixtures polished. a Clean mirrors leaving them free of hand prints/smudges/smears. o Fittings and supply pipes keep clean. ~ Mall partitions /tile walls -spot clean to remove streaks, smudges, fingerprints ~c graffiti. ~ "dVaste receptacles emptied. Liners replaced. a liestoclc all dispensers (Hand Soap, Toilet Tissue, lulti- Fold Hand Towels, Seat Covers, Urinal Screens and Sanitary Wax Bags). o Wash all stall partitions, both sides (including doors & hinges). ~lE~7l~~®ItY~~i ®M®1~11~'~IL~ ~ Clean all A/C vents, grills ~ adjacent ceiling tiles. .~ddd~~~~a~d ~ip~ca~l? ,~'~t°p~8~~~ {Upon request and as directed by the Public Works Department) o Stearn clean carpeted areas Steam clean grouted ceramic the services m Strip and ~Iax of ~TCT Tiled surfaces o Clean all exterior windows (C®aogu°ai{~1T®Q°~@S91DQ~ ~®~' Y?B°®~lid~n~ aQI tID€ ~B~Cv~~~E~7 I~QR&-iHB&Y-~89t t® o~~+ide tBnese s~a°~viee9 9nclaea9iar~. bnt n®$ limited t®e 'Ui/all brushes, vacuum cleaners, buckets, mops, dust cloths, "squeegees", rubber gloves, dust pans, sponges, cleaning fluids, disinfectants, wiping cloths, wax, wax cleaners, spray buff cleaners, floor machines, trash can liners, hand soap, toilet bowl cleaners and all paper products. (a copy of IVISDS for chemicals will be maintained in a binder in a location to be determined at the public Worlcs facility). l~~fl ~~~+9acaaets are erecocaeas~ed to sclrede~le a meetieo~ with tPoe IfntalDlic Works Strnerimteordent $Q- ~®r116$fl6~t A ~HBQ'W~e! ®~ flee faeili$ies prior to subsnittirtg.prcrposal. Atl paper products will be of equal or greater quality of existing product in use. All applicants/ bidders are encouraged to take asample/ stock number to insure quality. A limited storage area at the Public Works Facility will be provided for paper product storage, This will not be utilized as a dish•ibution point for any other facilities other than those designated to be owned by the Village. All janitorial staff That enters the Police Department and Village Hall buildings will need to pass a background eheclc that meets Federal and Village standards. The hours of cleaning will vary for each building as not to disrupt Village activities/ business. These hours will be discussed during the tour of each facility. Janitorial staff will be made available within 20-30 minutes in case of emergency (unforeseen). The l'ornmunity Center gym floor is of special material and has to be cleaned with a prayer solution as not to damage the surface, There is a door machine at this location that can be utilized,~or the cdeaning:,~'the,~m floor by the selecte~roposer. Proposer will provide pads {or machine. t~illa~e wild,provide maintenance for machine. IZE®[JEST F®R I'It®P®SAI1 E~ICI~IT "F" ST1~I~DAItII VILL,~IG]E C®1®PT~CT C~IDI~1TItACT ROIL JAIOTITORIAL SEIiVIC1CS A'lC VILLAGE FACILITIES e 'VILLAGE OR ~irO''RTH PAL10~ BEACH 'this Contract is made as of the ,~tV~day of 2010, by and between the VILLAGE OF NORTH PALM BEACH, a municipal corporation organi ed and existing under the laws of the ate of Florida by nd thro h i Village Counci hereinafter referred to as the VILLAGE, and `'~ ~c ~ ~.~;~~-~ an individual or corporation authorized to do bt-~sm~e ~ in the State of Florida, hereinafter referred to as the CONTRACTOR, whose Federal i.D. is In consideration of the promises and mutual covenants herein contained, it is hereby agreed that the CONTRACTOR shall provide to the VILLAGE all work necessary for janitorial services at Village facilities pursuant to the te~•ms and conditions of this Contract. SICuCTIQ-l~l fl: GOODS AND SERVICES OF THE CONTRACTOR A. The CONTRACTOR shall provide al! goods and services necessary for janitorial services of Village facilities as required under the VILLAGE'S Request for Proposal and the CONTRACTOR'S proposal thereto, wl3ich arc attached hereto and incorporated herein by reference and to that degree of care and skill ordinarily exef•cised, under similar circumstances, by reputable members of its profession practicing in the same or similar locality at the time the services are provided. 13. The goads and services to be provided by the CONTRACTOR shall be commenced subsequent to the execution and approval of this Contract and upon written notice from the VILLAGE to proceed. ~S]EiC1TI[I~i~d 2: TCRM OF CONTRACT. A. This Contract shall be for an initial term of three (3) years from the date first written above unless earlier terminated in accordance with the terms and conditions stated herein. The initial term of this Contract shall automatically extend for an additional two (2} years unless either party notifies the other party at least ninety (90) days prioo• to the end of the initial term that it does not desire to have the Contract automatically extend for another two (2) years. fI. The CON"i'RACTOR shall not be entitled to an increase in the agreed to compensation in this Conhact or payment or compensation of any kind from the VILLAGE for direct, indirect, consequential, impact or other costs, expenses or damages. S1CcC'I'I®I~l J: VILLAGE'S REPRESENTATIVE. Unless otheewise specified by the VILLAGE, the VILLAC;E's representative shall be the Director of Public Works. The Village Manager or Village Representative shall have the right at all reasonable times during the term of this Contract to inspect or otherwise evaluate the work being performed thereunder and the premises in which it is being performed. SEC'I'I®IV ~: COMPENSATION AND METHOD OF PAYMENT A. The VILLAGE agrees to compensate the CONTRACTOR in accordance with CONTRACTOR's proposal attached hereto and incorporated by reference herein. The total and cumulative amount of this Conh•act shall not exceed the amount stated in CONTRACTOR's proposal, S. !n order for both parties herein to close their books and records, CONTRACTOR will clearly state "final invoice" on the CONTRACTOR'S final last billing to the VILLAGE. This certifies that all goods and services have been properly performed and all charges have been invoiced to the VILLAGE. Since this account wil! thereupon be closed, any and other further charges if not properly included in thss final invoice are waived by the CONTRACTOR. The VILLAGE will not be liable for any invoice from the CONTRACTOR submitted thirty (30) days after the provision of all goods and services. S1CC'1<'I®I~I ~: INDEMNIFICATION. A. The CONTRACTOR shall indemnify and save harmless and defend the VILLAGE, its agents, servants, and employees from and against any and all claims, liability, losses, and/or cause of action which may arise fiorn any negligent act or omission of the CONTRACTOR, its agents, servants, or employees in the performance of services under this Contract. 13. The CONTRACTOR further agrees to indemnify, save harmless and defend the VILLAGE, its agents, servants and employees from and against any claim, demand or cause of action of whatsoever kind or nature arising out of any conduct or misconduct of the CONTRACTOR its agents, servants, or employees not included in the paragraph above and for which the VILLAGE, its agents, servants or employees are alleged to be liable. C. Nothing contained in this Contract shall create a conttactua! relationship with or a cause of action in favor of a third party against either the VILLAGE or CONTRACTOR, nor shall this Contract be construed a waiver of sovereign immunity beyond the waiver provided in § 7ti8.2g, Florida Statutes. S)CC'II'}l~l~! c~: PERSONNEL AND EOUTPMENT. A. The CONTRACTOR represents that it has, or will secure at its own expense, all necessary personnel and equipment requited to perform the services under this Contract. I3. All of the services required hereunder shall be performed by the CONTRACTOR or under its supervision, and all personnel engaged in performing the services shall be fully qualified and, if required, authorized or permitted under state and local law to perform such services. C. All of the CONTRACTOR'S personnel (and all sub-contractors} while on VILLAGE premises, will comply with all VILLAGE requirements governing conduct, safety, and security. S1CC 1flriDl~19: TCR1VilNATION. This Contract may be cancelled by the CONTRACTOR upon thirty (30} days prior written notice to the VILLAGE'S rept•esentative in the event of substantial failure by the VILLAGE to perform in accordance with the terms of this Contract through no fault of the CONTRACTOR. It may also be terminated, in whole or in part, by the VILLAGE without cause upon thirty (30) days written notice to the CONTRACTOR. The VILLAGE may also terminate this Contract with written notice of cause to the CONTRACTOR, who fails to cure such cause within ten (10) days of the receipt of the VILLAGE's notice. Unless the CONTRACTOR is in breach of this Contr•aet, the CONTRACTOR shall be paid for services rendered to the ViLLAGE's satisfaction through the date of termination. After receipt of a 'termination Notice and except as othe~tivise di~~eted by the VILLAGE, the CONTRACTO[Z shall: A. Stop work an the date and to the extent specified; B. Terminate and settle all orders and subcontracts relating to the performance of the terminated work; C. 't'ransfer ail work in progress, completed work, and other materials related to the terminated work to the VILLAGE; and (). Continue and complete all parts of the work that have not been terminated. S1CC'll'1101Q1 tit: FEDERAL AND STATE TAX. The VILLAGE is exempt from payment of Florida State Sales and Use Tax. Unless purchased directly by the VILLAGC, the CONTRACTOR shall not be exempted from paying safes tax to its suppliers for materials used to fill contractual obligations with the VILLAGE, nor is the CONTRACTOR authorized to use the VILLAGE's Tax Exemption Number in securing such materials. S1CC'i('Ii~le1 ~: INSURANCE. A. i~rtor to commencing any work, the CONTRACTOR shall provide certificates evidencing insurance coverage as required heretmdea•. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida. The Certificates shall clearly indicate that the CONTRACTOR has obtained insurance of the type, amount, and classification as required for strict compliance with this Section and that no material change or cancellation of the insurance shall be effective without thirty (30) days' prior written notice to the VILLAGE's representative. Failure to comply with the foregoing requirements shall not relieve the CONTRACTOR of its liability and obligations under this Contract. i~. 1'he CONTRACTOR shall maintain, during the life of this Contract, commercial general liability, including contractual liability insurance in the amount of $500,000 per occurrence or $1,000,000 in aggregate to protect the CONTRACTOR from claims for damages for bodily and personal injury, including wrongful death, as well as from claims of property damages which may arise from any operations antler this Contract, whether such operations be by the CONTRACTOR or by anyone directly employed by or contracting with the CONTRACTOR. C. The CONTRACTOR shall maintain, during the life of this Contract, comprehensive automobile liability insurance in the minimum amount of $500,000 combined single limit for bodily injury and pti°operty damages liability to protect the CONTRACTOR from claims for damages for bodily and personal injury, including death, as well as from claims for property damage, which may arise from the ownership, use, or maintenance of owned and non-owned automobiles, including rented automobiles whether such operations be by the CONTRACTOR or by anyone directly or indirectly employed by the CONTRACTOR. l~. The parties to this Contract shall carry Workers' Compensation Insurance and Employer's Liability insurance for all employees as required by Florida Statutes. In the event that a party does not carry Workers' Compensation Insurance and chooses not to obtain same, then such party shall in accordance with Section 440.05, Florida Statutes, apply for and obtain an exemption authorized by the Department of Insurance and shall provide a copy of such exemption to the VILLAGE. E. All insurance, other than Worker's Compensation, to be maintained by the CONTRACTOR shall specifically include the VILLAGE as an Additional Insured. SlECTg®led 10: SUCCESSORS AND ASSIGNS. The VILLAGE and the CONTRACTOR each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, successors, executors, administrators and assigns of such other patty, in respect to all covenants of this Contract. Except as above, neither the VILLAGE nor the CONTRACTOR shall assign, sublet, convey or transfer its interest in this Contract without the written consent of the other. Nothing iter•ein shall be conshued as creating any personal liability on the part of any officer or agent of the VILLAGE which may be a party hereto, nor shall it be consh•ued as giving any rights or benefits hereunder to anyone other than the VILLAGE and the CONTRACTOR. S1EC7l'94y1~i IlIl: DISPUTE RESOLUTION LAW. VENUE AND REMEDIES. This Contract shall be governed by the taws of the State of Florida. Any and all legal action necessary to enforce the Contract will be held in Palm Beach County. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or inequity or• by statute or otherwise. No single or partial exercise by any party of any right, power, or eemedy hereunder shall preclude any other or further exercise thereof. SIECTII®l~ Ili: iNDET'ENDENT CONTRACTOR RELATIONSH[F. The CONTRACTOR is, and shall be, in the performance of all Services under this Conhact, an Independent CONTRACTOR, and not an employee, agent, or servant of the VILLAGE. All persons engaged in any of the Services petformed pursuant to this Contract shall at all times, and.in all places, be subject to the CONTRACTOR'S sole direction, supervision, and control. The CONTRACTOR shall exercise control over the means and manner° in which it and its employees perform the Services. SIGCT~®Rl Y~: ACCESS AND AUDITS. The CONTRACTOR shall maintain adequate records to justify all charges, expenses, and costs incurred in estimating and performing the Services for at least tht•ee (3) years after completion of this Contract. The VILLAGE shall have access to such books, records, and documents as required in this section for the purpose of inspection or audit during normal business hours, at the COIVTRACTOR's place of business. In no circumstances wilt CONTRACTOR be required to disclose any confidential or proprietary information regarding its products and service costs. S1CC'll'1[®Trl t~: NONDISCRIIVIINAT[ON. The CONTRACTOR warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, or sexual orientation. ~iL+C'~'Il®RT Ili: ENFORCEP~TENT COSTS. If any legal action or other proceeding is brought for the enforcement of this Contract, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Conhact, the successful or prevailing party or parties shall be entitled to recover reasonable attorney's fees, court costs and all expenses (including taxes) even if not taxable as court awarded costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any outer relief to which such party or parties may be entitled. S1CC'D'lf®k~l D~: SEVERABILITV. If any term a• provision of this Contract, or the application thereof to any person or• circumstances shall, to any extent, be held invalid or unenforceable, to remainder of this Contract, or• the application of such teems or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Contract shall be deemed valid and enforceable to the extent permitted by law. SIuQ;'Q'g0)~d ]'7: MODIFICATIONS OF WORK. A. The VILLAGE reserves the right to make changes in the worts, including alterations, reductions therein or additions thereto. Upon receipt by the CONTRACTOR of the VILLAGE's notification of a contemplated change, the CONTRACTOR shall, in writing: (1) provide a detailed estimate for the increase or decrease in cost due to the contemplated change, (2) notify the VILLAGE of any estimated change in the completion date, and (3) advise the VILLAGE if the contemplated change shall effect the CONTRACTOR's ability to meet the completion dates or schedules of this Contract. I~. If the VILLAGE so instructs in writing, the CONTRACTOR shall suspend worts on that portion. of the work affected by the contemplated change, pending the VILLAGE'S decision to proceed with the change. C. if the VILLAGE elects to matte the change, the VILLAGE shall initiate a Contract Amendment and the CONTRACTOR shall not commence work on any such change until such written amendment is signed by the CONT1ACTOR and approved and executed by the Village of North Palm Seach. ffilCC'll'Il®N 18: PUBLIC ENTITY CRIMES. CONTRACTOR acknowledges and agrees that a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a conriact to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, sub-contractor, ar CONTRACTOR under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statues, for CATEGORY 'f WO foa• a pe~•iod of 36 months following the date of being placed on the convicted vendor list. The CONTRACTOR will advise the VILLAGE immediately if it becomes aware of any violation of this Statll$e. S11VC'lCllOlei Ili: PROTECTION OF WORK AND PROPERTY. A. The CONTRACTOR shall continuously maintain adequate protection of all work from damage, and shall protect the VILLAGE'S property from injury or loss arising in connection with the Contract. Except for any such damage, injury, or loss, except that which may be directly due to errors caused by the VILLAGE or employees of the VILLAGE, the CONTRACTOR snail provide any necessary materials to maintain such protection. B. The CONTRACTOR will also take every necessary precaution to ensure the safety of the VILLAGE, public ar~d othe~• guests and invitees thereof at or near the areas where work is being accomplished during and throughout the completion of all work. S)rC'll')<®N 2®s WARRANTY/GUARANTY. CONTRACTOR warrants that its goods and services under this Contract will be free of defects in materials and workmanship for a period of one year following the provision of said goods and services. S11:C~'lE~l`~I 2Il: COlV1PLIANCE WITH LAWS. CONTRACTOR shall, in performing the services contemplated by this Contract, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the services to be rendered under this Contract. S)FC'll'II~N 22: NOTICE. All notices required in this Contract shall be sent by certified mail, return receipt requested, and if sent to the VILLAGE shall be mailed to: 'pillage mff Io1oe•th Palm Beach Attee:.Yivneny ~igi!Qt, Village Ilh[anager Village off Nortla Palrra )Beach 5®fl.>iJ.S, I~ighw+ay ®ne Noe°th Pa~ltn Beaeh, lEi'L. 3340ZI and if sent to the CONTRACTOR shah be mailed l.~(e Nit, ~ 9~ The foregoing names and addresses may be changed if such change is provided in writing to the other party. SFC'I'1[~Icd 2~: ENTIRETY OF CONTRACTUAL AGREEMENT. The VILLAGE and the CONTRACTOR agree that this Contract sets forth the entire agreement between the parties, and that there are no promises ar understandings other than those stated herein. None of the provisions, terms and conditions contained in this Contract may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. In the event of a conflict between this Contract and the VILLAGE's Request for Proposal and the CONTRACTOR'S proposal, this Contract shall take precedence with file VILLAGE'S Request for Proposal taking precedence over the CONTRACTOR'S proposal. All such documents shall 6+e read in a manner so as to avoid a conflict. SIEC7C~~N ~~: WAIVER. Failure of a party to enforce or exercise any of its right(s) under this Contract steal! not be: deemed a waiver of that parties' right to enforce or exercise said right(s) at any time thereafter: SPC'1["1[~hZT ~~: iPREPARATION. This Contract shall not be construed more strongly against either party regardless of wllo was more responsible far its preparation. ~)EC"li'llt<LI~I ~+tv: SURVIVABILITY. Any provision of this Contract which is of a continuing nature or imposes an obligation which extends beyond the term of this Contract shall survive its expiration or earlier ternninafton. SiGC'I'I[®i~T ~~': WAIVER OF SUBROGATION. CONTRACTOR hereby waives any and all rights to 5ubr•ogation against the VILLAGE, its officers, employees and agents for each required policy. Wlsen i•eq~~i~•ed by ilie insurer, or should a policy condition net permit an insured to enter into apre-loss agreement to waive subrogation without an endorsement, then CONTRACTOR shall agree to notify the insurer and request the policy be endorsed with a Waiver of Transfer of Rights of Recovery Against Others, or its equivalent. This Waiver of Subrogation requirement shall not apply to any policy, which a condition to the policy specifically prohibits such an endorsement, or voids coverage should CONTTACTOR enter into such an agreement on apre-loss basis. IN Wi'l'NESS WI-IERFOF, the VILLAGE and CONTRACTOR hereto have made and executed this Contract as of the day and year first above written, CO~J~' 13y: PrintRlante~~~~~`'~ ~. 1~~I,t~ Position: ~"~~~! b11(LII,A~IC ®V I~O~'~'li I~ALM ~~ACI~Y BY: WILLIAM MANUEL, MAYOR ATTEST: LAY: MCLCSSA TEAL, VILLAGE CLERIC AF~PRO"dCi3 AS TO i;ORiVI AND LEGAL SUFFiCIEI~ICY: BY: VILLAGE ATTORNEY ~~ . We are pleased to provide the following references: Mr. Jim Slocum ' ~ Palm Beach Post (561) 820-4139 Total Cleanable Sgft Approximately 150K Mr. JR Martin JC Bills Propeties (561) 627-4000 Total Cleanable Sgft Approximately 240K Mrs. Wendy Palluci Palms Wellington Surgical Center (561) 722-5160 Total Cleanable Sgft Approximately 22K Mr. Eric Vincent Northern Palm Beach County Improvement District (5S 1) 624-7830 1 Property Total Cleanable Sgft Approximately 20K Mr. Hal Friedman Colonnade Phillips Pointe (561) 833-7337 1 Property Cleaned Total Cleanable Sq ft Approximately 400K Mr. Guy Provenzo South Florida Water Management (561) 753-2400 2 Properties Cleaned ~.;~.. Some of our Cttent_s. Abacoa Physical Medicine Asset Specialists, Inc. Abeerdeen Country Club Ahrens Companies American Title Amici's Aquila Property Co. Authorizer Technologies BallenIsles Country Club Belcan Capital Realty Advisors Catalfumo Center For Bone & Joint Comcast Cable David Associates Delray Corporate Centre, LLC DiVosta Investments Embassy Suites Enterprise Bank Fairbanks Communications Florida Power 8c Light Co. Frenchman's Reserve GE Marquette Harris Private Bank John C. Bills Properties Jupiter Ocean and Racquet Club LC. Clark Publishing Landis Strategy & Innovation More ofof our C/ienfs, Lockheed Martin Maltz Jupiter Theater Matecumbe Capital Mgmt Marina Grande Condominium Raymond Masciarella, MD Midtown Imaging Morgan Mgmt Group Nicklaus Golf Equipment Northlake Corporate Park NorthCorp Center Northern Palm Beach County Improvement District Old Marsh Country Club One Boca Place, Inc. Paramount Real Estate Services Phillips Pointe PGA Joint Venture Palms Wellington Surgical Raindancer Steak House Rendina Development Company Ring, ltigell & Ardman River House Romaquera, Dawson, PA Sawfish Bay Enterprises Testas Restaurant The Edge Condominium Urban Design Studio Velocity Community Credit Weiss Research Corripany H~st~ Image Janitorial Services was started, as were many other businesses, because there was a tack of quality service providers in Palm Beach County. We began as a small family owned and operated business in 1987 and have grown to the multi- facetted full service company we are today. Over the years we have established and refined our business model, taking as our guide the dictionary definition of the Cosmos: " A self inclusive system char- acterized by order and harmony amid complexity and detail ". We constantly re- fine and improve our systems and service by pa#ient observation, rapid response to customer needs, and by remaining open to customer and employee recom- mendations. Our goal of complete customer satisfaction has led us to increase our services to meet the ever expanding needs of our customers. Floor Refinishing -Carpet Maintenance -Porter Services Water Damage Restoration -Window Washing Paper Products & Supplies Image Janitorial responded with certification through: BOMA BOMA -Building Owners and Managers Association ® , BSCAI -Building Service Contractors Association International IICRC -Institute of Inspection Cleaning & Restoration Certification These certifications gave us the knowledge and the tools to respond to our cus- tomers requests with the level of service they have come to expect from our company. Recently, our customers wanted to streamline office products and common area supplies. Image Companies responded by aggressively pricing your supply needs with next day delivery. Over the years we have gone from a small family owned business to a full service corporation offering a wide range of products and services to meet customer needs. But one thing remains the same, our commitment to the original idea: Service: Quality Dependable Services.