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5.04 ASBESTOS STATEMENT: All material supplied must be 100% asbestos free. Bidder, by virtue of bidding, certifies that if awarded any portion of
<br />the ITB the bidder will supply only material or equipment that is 100% asbestos free.
<br />5.05 OTHER GOVERNMENTAL ENTITIES: If the Bidder is awarded a contract as a result of this ITB, the bidder may, if the bidder has sufficient
<br />capacity or quantities available, provide to other governmental agencies, so requesting, the products or services awarded in accordance with the terms
<br />and conditions of the ITB and resulting contract. Prices shall be F.O.B. delivered to the requesting agency.
<br />5.06 VERBAL INSTRUCTIONS PROCEDURE: No negotiations, decisions, or actions shall be initiated or executed by the Contractor as a result of any
<br />discussions with any City employee. Only those communications which are in writing from an authorized City representative may be considered. Only
<br />written communications from Contractors, which are assigned by a person designated as authorized to bind the Contractor, will be recognized by the
<br />City as duly authorized expressions on behalf of Contractors.
<br />5.07 INDEPENDENT CONTRACTOR: The Contractor is an independent contractor under this Agreement. Personal services provided by the Proposer
<br />shall be by employees of the Contractor and subject to supervision by the Contractor, and not as officers, employees, or agents of the City. Personnel
<br />policies, tax responsibilities, social security, health insurance, employee benefits, procurement policies unless otherwise stated in this ITB, and other
<br />similar administrative procedures applicable to services rendered under this contract shall be those of the Contractor.
<br />5.08 INDEMNITWHOLD HARMLESS AGREEMENT: Contractor shall protect and defend at Contractor's expense, counsel being subject to the City's
<br />approval, and indemnify and hold harmless the City and the City's officers, employees, volunteers, and agents from and against any and all losses,
<br />penalties, fines, damages, settlements, judgments, claims, costs, charges, expenses, or liabilities, including any award of attorney fees and any award of
<br />costs, in connection with or arising directly or indirectly out of any act or omission by the Contractor or by any officer, employee, agent, invitee,
<br />subcontractor, or sublicensee of the Contractor. Without limiting the foregoing, any and all such claims, suits, or other actions relating to personal
<br />injury, death, damage to property, defects in materials or workmanship, actual or alleged violations of any applicable statute, ordinance, administrative
<br />order, rule or regulation, or decree of any court shall be included in the indemnity hereunder.
<br />5.09 TERMINATION FOR CAUSE: If, through any cause, the Contractor shall fail to fulfill in a timely and proper manner its obligations under this
<br />Agreement, or if the Contractor shall violate any of the provisions of this Agreement, the City may upon written notice to the Contractor terminate the
<br />right of the Contractor to proceed under this Agreement, or with such part or parts of the Agreement as to which there has been default, and may hold
<br />the Contractor liable for any damages caused to the City by reason of such default and termination. In the event of such termination, any completed
<br />services performed by the Contractor under this Agreement shall, at the option of the City, become the City's property and the Contractor shall be
<br />entitled to receive equitable compensation for any work completed to the satisfaction of the City. The Contractor, however, shall not be relieved of
<br />liability to the City for damages sustained by the City by reason of any breach of the Agreement by the Contractor, and the City may withhold any
<br />payments to the Contractor for the purpose of setoff until such time as the amount of damages due to the City from the Contractor can be determined.
<br />5.10 TERMINATION FOR CONVENIENCE: The City reserves the right, in the City's best interest as determined by the City, to cancel any contract by
<br />giving written notice to the Contractor thirty (30) days prior to the effective date of such cancellation.
<br />5.11 CANCELLATION FOR UNAPPROPRIATED FUNDS: The obligation of the City for payment to a Contractor is limited to the availability of funds
<br />appropriated in a current fiscal period, and continuation of the contract into a subsequent fiscal period is subject to appropriation of funds, unless
<br />otherwise authorized by law.
<br />5.12 RECORDS/AUDIT: The Contractor shall maintain during the term of the contract all books of account, reports and records in accordance with
<br />generally accepted accounting practices and standards for records directly related to this contract. The Contractor agrees to make available to the City
<br />Auditor or the City Auditor's designee, during normal business hours and in Broward, Miami -Dade or Palm Beach Counties, all books of account,
<br />reports, and records relating to this contract. The Contractor shall retain all books of account, reports, and records relating to this contract for the
<br />duration of the contract and for three years after the final payment under this Agreement, until all pending audits, investigations or litigation matters
<br />relating to the contract are closed, or until expiration of the records retention period prescribed by Florida law or the records retention schedules adopted
<br />by the Division of Library and Information Services of the Florida Department of State, whichever is later.
<br />5.13 PERMITS, TAXES, LICENSES: The successful Contractor shall, at his(her/its own expense, obtain all necessary permits, pay all licenses, fees and taxes,
<br />required to comply with all local ordinances, state and federal laws, rules and regulations applicable to business to be carried out under this contract.
<br />5.14 LAWS/ORDINANCES: The Contractor shall observe and comply with all Federal, state, local and municipal laws, ordinances rules and regulations
<br />that would apply to this contract.
<br />NON-DISCRIMINATION: The Contractor shall not, in any of its activities, including employment, discriminate against any individual on the basis of
<br />race, color, national origin, age, religion, creed, sex, disability, sexual orientation, gender, gender identity, gender expression, marital status, or any other
<br />protected classification as defined by applicable law.
<br />1. The Contractor certifies and represents that the Contractor will comply with Section 2-187, Code of Ordinances of the City of Fort Lauderdale,
<br />Florida, (2019), as may be amended or revised, ("Section 2-18T'), during the entire term of this Agreement.
<br />2. The failure of the Contractor to comply with Section 2-187 shall be deemed to be a material breach of this Agreement, entitling the City to pursue
<br />any remedy stated below or any remedy provided under applicable law.
<br />3. The City may terminate this Agreement if the Contractor fails to comply with Section 2-187.
<br />4. The City may retain all monies due or to become due until the Contractor complies with Section 2-187.
<br />5. The Contractor may be subject to debarment or suspension proceedings. Such proceedings will be consistent with the procedures in section 2-183
<br />of the Code of Ordinances of the City of Fort Lauderdale, Florida.
<br />5.15 UNUSUAL CIRCUMSTANCES: If during a contract term where costs to the City are to remain firth or adjustments are restricted by a percentage or
<br />CPI cap, unusual circumstances that could not have been foreseen by either party of the contract occur, and those circumstances significantly affect the
<br />Contractor's cost in providing the required prior items or services, then the Contractor may request adjustments to the costs to the City to reflect the
<br />changed circumstances. The circumstances must be beyond the control of the Contractor, and the requested adjustments must be fully documented. The
<br />City may, after examination, refuse to accept the adjusted costs if they are not properly documented, increases are considered to be excessive, or
<br />decreases are considered to be insufficient In the event the City does not wish to accept the adjusted costs and the matter cannot be resolved to the
<br />satisfaction of the City, the City will reserve the following options:
<br />Rev. 10/2022 Page 5 CAM #23-0426
<br />Exhibit 1
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