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<br />Contract.
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<br />1.11.1
<br />
<br />Hold Harmless: All Proposer's shall hold the City, it's
<br />officials and employees harmless and covenant not to
<br />sue the City, it's officials and employees in reference
<br />to their decisions to reject, award, or not award a
<br />Bid, as applicable.
<br />Cancellation: Failure on the part of the Proposers to
<br />comply with the conditions, specifications,
<br />requirements, and terms as determined by the City,
<br />shall be just cause for cancellation of the Award.
<br />Disputes: If any dispute concerning a question of
<br />fact arises under the Contract, other than termination
<br />for default or convenience, the Contractor and the
<br />City department responsible for the administration of
<br />the Contract shall make a good faith effort to resolve
<br />the dispute. If the dispute cannot be resolved by
<br />agreement, then the department with the advice of
<br />the City Attorney shall resolve the dispute and send a
<br />written copy of its decision to the Contractor, which
<br />shall be binding on both parties.
<br />
<br />1.11.2
<br />
<br />1.11.3
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<br />1.12 AGREEMENT
<br />
<br />After the Bid award, the City will, at its option, prepare an
<br />Agreement specifying the terms and conditions resulting from the
<br />award of this Bid. The vendor will have ten (10) calendar days
<br />after notification of the award by the City to execute the
<br />Agreement and provide the required Performance and Payment
<br />Bond.
<br />The Proposers who has the Contract awarded to them and who
<br />fails to execute the Agreement and furnish the Performance and
<br />Payment Bond and Insurance Certificates within the specified time
<br />shall forfeit the Bid Security that accompanied their Bid, and the
<br />Bid Security shall be retained as liquidated damages by the City,
<br />and it is agreed that this sum is a fair estimate of the amount of
<br />damages the City will sustain in case the Proposers fails to enter
<br />into the Contract and furnish the Bonds as herein before provided.
<br />Bid Security deposited in the form of a cashier's check drawn on a
<br />local bank in good standing shall be subject to the same
<br />requirements as a Bid Bond.
<br />The performance of the City of Sunny Isles Beach of any of its
<br />obligations under the agreement shall be subject to and
<br />contingent upon the availability of funds lawfully expendable for
<br />the purposes of the agreement for the current and any future
<br />periods provided for within the Bid specifications.
<br />
<br />1.13
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<br />INDEPENDENT CONTRACTOR STATUS
<br />
<br />The contractor shall at all times, relevant to this contract, be an
<br />independent contractor and in no event shall the Contractor nor
<br />any employees or sutrcontractors under it be considered to be
<br />employees of the City of Sunny Isles Beach.
<br />
<br />1.14
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<br />PAYMENTS
<br />
<br />Payment will be made after commodities/services have been
<br />received, accepted, and properly invoiced as indicated in the
<br />contract and/or purchase order. Invoices must bear the purchase
<br />order number.
<br />
<br />1.lS
<br />
<br />LOCAL BUSINESS TAX (OCCUPATIONAL LICENSE
<br />REGISTRATION)
<br />
<br />The contractor shall be responsible for obtaining and maintaining
<br />throughout the contract period his or her city and county local
<br />business tax receipts. Each vendor submitting a Bid on this
<br />Invitation to Bid shall include a copy of the company's local
<br />business tax/occupational license(s) with the Bid resoonse. For
<br />infonmation specific to City of Sunny Isles Beach local business
<br />tax/occupational licenses, please call Code Enforcement &
<br />Licensing at (305) 792-1705. If the contractor is operating under
<br />a fictitious name as defined in Section 865.059, Florida Statutes,
<br />proof of current registration with the Florida Secretary of State
<br />shall be submitted with the Bid. A business formed by an
<br />attorney actively licensed to practice law in this state, by a person
<br />actively licensed by the Department of Business and Professional
<br />Regulations or the Department of Health for the purpose of
<br />practicing his or her licensed profession, or by any corporation,
<br />partnership, or other commercial entity that is actively organized
<br />or registered with the Department of State shall submit a copy of
<br />the current licensing from the appropriate agency and/or proof of
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<br />PAGE 5 OF 28
<br />BID No. 11-01-01
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<br />1.16
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<br />current active status with the Division of Corporations of the State
<br />of Florida.
<br />
<br />LIABILITY. INSURANCE. PERMITS AND LICENSES
<br />
<br />Proposers shall assume the full duty, obligation, and expense of
<br />obtaining all necessary licenses, permits, inspections, and
<br />insurance required. The Proposers shall be liable for any
<br />damages or loss to the City occasioned by negligence of the
<br />Proposers (or their agent) or any person the Proposers has
<br />designated in the completion of their contract as a result of the
<br />Bid. Contractor shall be required to furnish a copy of all licenses,
<br />certificates of competency or other licensor requirements
<br />necessary to practice their profession as required by Florida State
<br />Statute, current building code, Miami-Dade County, and City of
<br />Sunny Isles Beach Code. Contractors shall include current Miami-
<br />Dade County Certificates of Competency. TI1ese documents shall
<br />be furnished to the City along with the Bid resoonse. Failure to
<br />furnish these documents or to have required licensor will be
<br />grounds for rejecting the Bid and forfeiture of the Bid Bond.
<br />
<br />1.17 CERTIFICATE(S) OF INSURANCE
<br />
<br />Proposers shall furnish to the Office of the City Clerk, City of
<br />Sunny Isles Beach, 18070 Collins Avenue, Sunny Isles Beach,
<br />Florida 33160, certificate(s) of insurance which indicate that
<br />insurance coverage has been obtained from an insurance
<br />company authorized to do business in the State of Florida or
<br />otherwise secured in a manner satisfactory to the City, for those
<br />coverage types and amounts listed in this document, in an
<br />amount equal to 100% of the requirements and shall be
<br />presented to the City prior to issuance of any Contract(s) or
<br />Award(s) Document(s). The City of Sunny Isles Beach shall be
<br />named as "additional insured" with respect to this coverage. The
<br />required certificates of insurance shall not only name the types of
<br />policies provided, but shall also refer specifically to this Bid and
<br />section. At the time of Bid submission the Proposers must submit
<br />certificates of insurance as outlined in the General Conditions
<br />section. All required insurances shall name the City of Sunny Isles
<br />Beach as additional insured and such insurance shall be issued by
<br />companies authorized to issue insurance in the State of Florida. It
<br />shall be the responsibility of the Proposers and insurer to notify
<br />the City Manager of the City of Sunny Isles Beach of cancellation,
<br />lapse, or material modification of any insurance policies insuring
<br />the Proposers, which relate to the activities of such vendor and
<br />the City of Sunny Isles Beach. Such notification sha II be in
<br />writing, and shall be submitted to the City finance support service
<br />director thirty (30) days prior to cancellation of such policies. This
<br />requirement shall be reflected on the certificate of insurance.
<br />Failure to fully and satisfactorily comply with the city's insurance
<br />and bonding requirements set forth herein will authorize the City
<br />Manager to implement a rescission of the Bid award without
<br />further City Commission action. The Proposers hereby holds the
<br />City harmless and agrees to indemnify City and covenants not to
<br />sue the City by virtue of such rescission.
<br />
<br />1.18
<br />
<br />ASSIGNMENT
<br />
<br />The Contractor shall not transfer or assign the perfonmance
<br />required by this Bid without prior written consent of the City
<br />Manager. Any award issued pursuant to the Invitation to Bid and
<br />monies which may be due hereunder are not assignable except
<br />with prior written approval of the City Manager. Further, in the
<br />event that the majority ownership or control of the Contractor
<br />changes hands subsequent to the award of this contract,
<br />Contractor shall promptly notify City in writing (via United States
<br />Postal Service - Certified Mail, Return Receipt Requested) of such
<br />change in ownership or control at least thirty (30) days prior to
<br />such change and City shall have the right to terminate the
<br />contract upon sixty (60) days written notice, at City's sole
<br />discretion.
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<br />1.19
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<br />HOLD HARMLESSIINDEMNIFICATION
<br />
<br />The Contractor shall indemnify, save harmless, and defend the
<br />City of Sunny Isles Beach, it's officers, agents and employees from
<br />and against any claims, demands or causes of action of
<br />whatsoever kind or nature arising out of error, omission, negligent
<br />act, conduct, or misconduct of the Contractor, their agents,
<br />servants or employees in the provision of goods or the
<br />perfonmance of services pursuant to this Bid and / or from any
<br />procurement decision of the City including without limitation,
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