HomeMy WebLinkAboutReso 2024-3655RESOLUTION NO. 2024 -
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH,
FLORIDA, APPROVING A THIRD AMENDMENT TO THE AGREEMENT WITH
ACADEMY BUS, LLC FOR MOTOR COACH TRANSPORTATION SERVICES, IN AN
AMOUNT NOT TO EXCEED NINETY-FIVE THOUSAND DOLLARS AND NO CENTS
($95,000.00), ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE MAYOR TO
EXECUTE SAID AMENDMENT; AUTHORIZING THE CITY MANAGER TO DO ALL
THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, in April 2021, the City of Sunny Isles Beach, Florida ("City") issued and
advertised Invitation to Bid ("Bid") No. 21-03-02, for Transportation Services— Motor Coach Rental
("Services"), for which three (3) responses were received, and it was determined that Academy
Bus, LLC ("Contractor") was the lowest responsible, responsive bidder; and
WHEREAS, on April 20th, 2021, via Resolution No. 2021-3191, the City Commission awarded
the Bid to the Contractor and approved a two (2) year Agreement, with three (3) one-year renewal
options, in an amount not to exceed $120,000.00 ("Agreement"); and
WHEREAS, on March 23, 2022, the City Manager executed a First Amendment to the
Agreement providing for an equitable adjustment in compensation as a result of extreme or
unforeseen volatility in fuel prices at the City's sole discretion; and
WHEREAS, on May 18, 2023, via Resolution No. 2023-3501, the City Commission approved
a Second Amendment to the Agreement with the Contractor, thereby exercising its first of three
(3) renewal options, in an amount not to exceed $50,000.00, bringingthe total contract amountto
$170,000.00; and
WHEREAS, the City, being satisfied with the Services of the Contractor, desires to exercise
its second of three (3) renewal options; and
WHEREAS, the City Commission wishes to approve the Third Amendment to the Agreement
with the Contractor to provide the Services, in an amount not to exceed Ninety -Five Thousand
Dollars and No Cents ($95,000.00), attached hereto as Exhibit "A", bringing the total contract
amount not to exceed Two Hundred Sixty -Five Thousand Dollars and No Cents ($265,000.00).
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY
ISLES BEACH, FLORIDA, AS FOLLOWS:
Section 1. Approval of Third Amendment. The City Commission hereby approves a Third
Amendment to the Agreement with Academy Bus, LLCfor Motor Coach Transportation Services, in
an amount not to exceed Ninety -Five Thousand Dollars and No Cents ($95,000.00), attached
hereto as Exhibit "A", bringing the total contract amount not to exceed Two Hundred Sixty -Five
Thousand Dollars and No Cents ($265,000.00).
@BCL@8COBOF66.doc Page 1 of 2
Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said
Amendment.
Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all
things necessary to effectuate this Resolution.
Section 4. Effective Date. This Resolution will become effective upon adoption.
PASSED AND ADOPTED this 16th day of May, 2024.
Mauricio Betantur, CMC, City Clerk
Larisa *echin, Mayor
APPROVED AS TO FORM
AND LEGAL SUFFICIENCY:
4 a"��
in E. Boileau, for Nabors, Giblin &
Nickerson, P.A., City Attorney
Moved by: 6&216�"V� G� Seconded by: ►.t/� /4; /� =` u
Vote:
Mayor Svechin ✓ (Yes) (No)
Vice Mayor Lama (Yes) (No)
Commissioner Joseph (Yes) (No)
Commissioner Stuyvesant (Yes) (No)
Commissioner Viscarra (Yes) (No)
@BCL@8COBOF66.doc Page 2 of 2
SUNNY 1jF
-'t THIRD AMENDMENT TO THE AGREEMENT BETWEEN
P THE CITY OF SUNNY ISLES BEACH AND ACADEMY BUS, LLC
Ar/>r O. SUN PNUv
CONTRACT NO. 2021-6189
THIS THIRD AMENDMENT TO THE AGREEMENT is made and entered into this
day of May 2024, by and between the CITY OF SUNNY ISLES BEACH ("City") and ACADEMY
BUS, LLC, a for-profit corporation authorized to do business in Florida ("Contractor"), whose Federal
Identification No. is 26-2277038.
WHEREAS, City and Contractor entered into an Agreement, dated May 25, 2021, attached
hereto as Attachment "A;" and
WHEREAS, City and Contractor entered into a First Amendment on March 23, 2022, and a
Second Amendment on May 30, 2023, appended hereto respectively as Attachments `B" and "C;" and
WHEREAS, City and Contractor desire to enter into this Third Amendment for purposes of
modifying certain terms and conditions of the Agreement;
NOW THEREFORE, in consideration of the foregoing and for the mutual covenants,
representations, and warranties, and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the Agreement is amended to provide as follows:
1. RECITALS. The Recitals set forth above are hereby incorporated into this Third Amendment
and made a part hereof for reference.
2. OPTION TO RENEW. Effective May 25, 2024, the City hereby elects to exercise its second
option to renew for one (1) year as set forth in Section 3 of the original Agreement. There is one
remaining renewal option.
3. AMENDMENT. Section 4 of the original Agreement, entitled COMPENSATION, is amended
in part, as follows:
Contractor agrees to provide the Services the rate of One Hundred Twenty Dollars and No
Cents ($120.00) per hour, with a four-hour minimum, for a total amount not to exceed Ninety -
Five Thousand Dollars and No Cents ($95,000.00) for the second renewal year.
4. OTHER PROVISIONS REMAIN IN EFFECT. Except as specifically modified herein, all
terms and conditions of the original Agreement between the parties, as amended, shall remain in full
force and effect.
5. CONFLICTING PROVISIONS. The terms, statements, requirements, and provisions
contained in this Third Amendment shall prevail and be given superior effect and priority over any
conflicting or inconsistent term, statement, requirement or provision contained in any other document or
attachment, including but not limited to Attachment "A," `B," and "C."
[SIGNATURE PAGE TO FOLLOW]
ACADEMY BUS - THIRD AMENDMENT
IN WITNESS WHEREOF, the parties hereto have executed this document as of the date
mentioned above.
ACADEMY
i/.;0 —.4-2A,
•i C; e;'--
STATE OF FEIaRIP1A:
COUNTY OF Lh1,0S0J
Vice President
The foregoing instrument was acknowledged before me by means of K physical presence or ❑
online notarization, thisd/Ir day of May 2024 by Antonio Ramos, as Vice President of Academy Bus,
LLC.
(SEAL)
DONNA SISK SLAKE
NOTARY PUBLIC OF NEW JERSEY
CwWrilsslon # 80028332
my Conxnle m Exp1m tOrdOVl028
Personally Known ;/ or Produced Identification
Type of Identification Pro ced:
ATTEST: `C:
BY: Bi
Mau 'cio Betan r, CMC, City Clerk
NotaryPublic ate of 4amridaM
(Signature of Notary Public)
(Print, Type, or Stamp Commissioned
Name of Notary Public)
ISLES BEACH
Larisa%zehin, Mayor
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY
t
BY:
Department Head )dain E. Boileau, for Nabors, Giblin
& Nickerson, P.A., City Attorney
ACADEMY BUS - THIRD AMENDMENT
AGREEMENT BETWEEN THE C�'I�,,,Y OF SUNNY ISLES
BEACH AND ACADEMY B112- LLC.
`''•. • CONTRACT NO, 2011-6189
THIS CONTRACTUAL AGRZINUNT (hereinafter referred to as the "Agreement") is.
made in duplicate, this ,E��day of t~ , 2021, by and between the CITY OF
SUNNY ISLES BEACH, Florida, (hereinafter referred to as "City"), and, ACADEMY BUS,
LLC., a corporation authorized to do business in the State of Florida (hereinafter referred to as
"Contractor") whose Federal I.D. # is 22703 S.
RECITALS
WHEREAS, the City is in need of a contractor to provide Motor Coach Transportation
Services on an as -needed basis for various City activities ("Services'j; and
WHEREAS, the Contractor is qualified, willing and able to provide the Services based on
the terms and conditions of Invitation to Bid No. 21-03-02 ("ITB"j, which is attached hereto and
incorporated herein by reference; and
WHEREAS, the City desires to enter into this Agreement with Contractor to provide the
Services during the initial two (2) year term in a total contract amount not to exceed One Hundred
Twenty Thousand Dollars ($120,000.00).
NOW THEREFORE, in consideration of the foregoing and for the mutual covenants,
representations and warranties and other good acrd valuable consideration, the receipt and
adequacy of which is hereby acknowledged, the parties agree as follows:
1. RECITALS. The Recitals act forth above arc hereby incorporated into this Agreement
and made a part hereof for reference.
2. SERVICES. Contractor shall provide motor coach transportation services as more
particularly described in ITB No. 21-03-02, attached hereto as Attachment "A", and the
Contractor's Response to ITB No. 21.03-02, attached hereto as Attachment `B", both of which
are incorporated herein by reference (collectively, "Contract Documents").
The Services shall be performed by Contractor to the tall satisfaction of the City. Contractor
agrees to famish all labor and material in a good and workmanlike and professional manner to
perf mn Services. Contractor agrees to have a qualified representative to audit and inspect the
Services provided on a regular basis to ensure all Services are being performed in accordance with
the City's needs and pursuant to the terms of this Agreement, and shall report to the City
accordingly. Contractor agrees to Immediately inform the City via telephone and in writing of
any problems that could cause damage to the City's property, improvements and persons,
Contractor will require its employees to perform their work in a manner consistent with the type
and scope of work to be performed as more particularly set forth in the Contract Documents. In
the event that the Contractor fails to complete the Services pursuant to the terms of this contract
and City must undertake the completion of performance of Services, Contractor agrees to
indemnify the City or all costs incurred with respect to the completion of those Services and any
damages the City may suffer as a result of Contractor's failure to perform the Services.
C6189-1516.069 ACADEMY BUS, LLC.
City of Sunny Isles Berreh 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
3. TERM. Subject to the provisions relating to the termination of this Agreement as set
forth in Section 8 hereunder, this Agreement shall be for an initial term o£two (2) years with three
(3) options to renew for one (1) year each. The initial term of this Agreement shall commence on
June 14, 2021, and terminate two (2) years thereafter, subject to the termination clause provided
herein.
Payment will be made only for work completed to the satisfaction of the City. The terms of
Sections 18 and 17 titled "Indemnification and Waiver of Liability," and "Compliance with Law,"
respectively, shall survive termination of this Agreement.
4. COMPENSATION, Contractor agrees to provide the Services at the rate of Seventy -
Five Dollars ($75.00) per hour for 15-30 passenger motor coaches, and at the rate of Eighty -Two
Dollars and ThirtyNine Cents ($82.39) per hour for 47-57 passenger motor coaches, for a total
amount not to exceed Sixty Thousand Dollars ($60,000.00) for the first year, and Sixty Thousand
Dollars ($60,000.00) for the second year, bringing the total contract amount not to exceed One
Hundred Twenty Thousand Dollars ($120,000.00) for the initial two (2) year period, Payment to
Contractor for all charges and tasks under this Agreement shall be in accordance with this
Agreement and the schedule of charges reflected in Attachment "B" and under the following
conditions:
Bilbe Time. All transportation services shall he paid for at an hourly rate, which
hourly rate shall be determined to commence at the scheduled pickup time, through
the time of drop-off. For purposes of computing billing time, fractional parts of an
how may be rounded up to the nearest quarter hour. The Contractor may not request
or charge a minimum rental time, except as otherwise provided for in Section 4(b)
below.
lfthe driver arrives early to pick up the assigned riders, the Contractor shall not bill
the City for the amount of time from when the driver arrived until the scheduled
pick-up time. If the driver arrives later than at the agreed upon time, the Contractor
shall not charge, and the City will not pay, for the time for which the Contractor
was tardy. The time required for the vehicle to travel to the pickup location from
the Contractor's facilities, and from the drop-off location back to the Contractor's
facilities, Is the sole responsibility of the Contractor and is not billable to the City.
int um Charges for Scheduled Trams of Less Than 2 Hours in buratloa, For
scheduled trips wherein the duration of the trip is less than two (2) hours, the
Contractor may request that the City pay a minimum two (2) hour charge. except
as otherwise provided for in Section 4(b) herein, the Contractor may not request
that a minimum charge be imposed for trips that do not meet a requisite number of
hours as stated by the Contractor.
Cancellations. A scheduled trip may be cancelled by the City by notifying the
Contractor orally or in writing as soon as possible on or before the day on which
the particular trip is scheduled. There shall be no charge for trips cancelled with at
2021.6189 ACADEMY BUS, LLC,
City of Sunray Isles Beach I8070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
least 2 hours' notice to the Contractor. Any trip cancelled with less than 2 hours'
notice to the Contractor shall result in a minimum charge to the City of 2 hours,
irrespective of the number of hours the cancelled trip was planned for.
d. Disbursements. There are no reimbursable expenses associated with this contract
except for expenses approved by the City Manager.
Eayt M Schedule. Invoices received from the Contractor pursuant to this
Agreement will be reviewed by the initiating City Department. Payments shall
made only atter completion of each monthly service period. If services have been
rendered in conformity with the Agreement, the invoice will be sent to the Finance
Department for payment. Invoices must reference the contract number assigned
hereto. Invoices will be paid in accordance with the State of Florida Prompt
Payment Act. The City will pay properly submitted Contractor invoices following
each quarterly period within 30 (thirty) days of receipt, for completed and accepted
deliveries or specified services unless the City notifies the Contractor in writing of
the dispute, before the payment is due.
Availability of Funds. The City's performance and obligation to pay under this
Agreement is contingent upon an annual appropriation for its purpose by the City
Commission. If the City should not appropriate or otherwise make available hinds
sufficient to purchase the Services procured pursuant to this Agreement, the City
may unilaterally terminate any and all contractual or other obligations herein
without any further liability or penalty upon twenty (20) days' notice to Contractor.
g. Final Invoice. In order for both parties herein to close their books and records, the
Contractor will clearly state "mal nv'on the Contractor's final/last billing to
the City. This certifies that all services have been properly performed and all
charges and costs have been invoiced to the City. Since this account will thereupon
be closed, any other additional charges, if not properly included on this final
invoice, are waived by the Contractor.
Contractor shall make no other charges to the City for supplies, labor, taxes, licenses,
permits, overhead or any other expenses or costs unless any such expense or cost is inaunTed by
Contractor with the prior written approval of the City. If the City disputes any charges on the
Invoices, it may make payment of the uncontested amounts and withhold payment on the contested
amounts until they are resolved by agreement with Contractor.
Contractor shall not pledge the City's credit or make it a guarantor of payment or surety
for any contract, debt, obligation, judgment, lien, or any form of indebtedness. The Contractor
tanker warrants and represents that it has no obligation or indebtedness that would impair its
ability to fulfill the terms of this Agreement.
5. INDEPENDENT CONTRACTOR RELATIONSMP. The Contractor is an
independent contractor and shall be treated as such for all purposes. Nothing contained in this
2021-6189 ACADEMY BUS, LLC.
City af.Sanny Ides Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
Agreement or any action of the parries shall be construed to constitute or to render the Contractor
an employee, partner, agent, shareholder, officer or in any other capacity other than as an
independent contractor other than those obligations which have been or shall have been undertaken
by the City. Contractor shall be responsible for any and all of its own expenses in performing its
duties as contemplated under this Agreement. The City shall not be responsible for any expense
incurred by the Contractor. The City shall have no duty to withhold any Federal income taxes or
pay Social Security services and that such obligations shall be that of the Contractor, other than
those set forth in this Agreement. Contractor shall tirrnish its own transportation, office and other
supplies as it determines necessary in carrying out its duties under this Agreement.
6. OWNERSHIP OF DOCUMENTS AM EOUIRdENT. All documents prepared by
the Contractor pursuant to this Agreement and related Services to this Agreement are intended and
represented for the ownership of the City only. Any other use by Contractor or other parties shall
be approved in writing by the City. If requested, Contractor shall deliver the documents to the
City within fifteen (1.5) calendar days.
7. INSURANCE. Contractor shall, at its sole cost and expense, during the period of any
work being performed under this Agreement, procure and maintain the fbllowing minimum
insurance coverage to protect the City and Contractor against all loss, claims, damage and
liabilities caused by Contractor, its agents or employees, as indicated below:
Comprehensive General liability insurance, with minimum limits of One Million
Dollars ($1,000,000.00) per ola* and Two Million Dollars ($2,000,000.00) per
occurrence combined single limit for Bodily 4ury Liability and Property Damage
Liability. Coverage must be offered in a form no more restrictive than the latest
edition of the Comprehensive General Liability policy, without restrictive
endorsements, as filed by the Insurance Services Office, and shall specifically
include the following with minimum limits not less than those required for Bodily
injury Liability and Property Damage Liability:
o Premises and Operation;
o Independent Contractors;
o Products and/or Completed Operations Hazard;
o Broad Form Property Damage;
o Broad Form Contractual Coverage applicable to this specific Contract,
Including any hold harmless and/or indemnification agreement.
o Personal Injury Coverage with Employee and Contractual Exclusions
removed, with minimum limits of coverage equal to those required for
Bodily Injury Liability and Property Damage Liability.
o Four Million Dollars ($4,000,000.00) Umbrelia/Excess Liability over
and above and following the above mentioned General Liability &
Commercial Automobile Liabilities.
Worker's Compensation Insurance for statutory obligations imposed by Worker's
Compensation or Occupational Disease Laws, including, where applicable, the
United States Longshoremen's and Harbor Worker's Act, the Federal Employers'
2021.6189 ACADEMY BUS. LLC.
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
Liability Act and the homes Act. Employer's Liability Insurance shall be provided
with a minimum of One Million Dollars ($1,000,000.00) per accident. Contractor
agrees to be responsible for the employment, conduct and control of its employees
and for any injury sustained by such employees in the course of their employment.
Business Automobile Liability with minimum limits of One. Million Dollars
($1,000,000.00) per occurrence combined single limit for Bodily Injury Liability
and Property Damage Liability. Coverage must be afforded on a form no more
restrictive than the latest edition of the Business Automobile Liability policy,
without restrictive endorsements, as filed by the Insurance Services Office, and
must include;
o Owned Vehicles;
o Hired and Non -Owned Vehicles;
o Employers' Non -City ship.
Insurance required of the Contractor shall be primary to, and not contribute with, any insurance or
self-insurance maintained by the City. Such insurance shall not diminish Contractor's
indemnification and obligations hereunder. The insurance policy shall be issued by companies
authorized to do business under the laws of the State of Florida and acceptable to the City with a
minimum A.M. Best rating of A -Excellent. Before any work under this Agreement Is
performed, and at any time upon request, Contractor shall furnish to the City certificates of
Insurance evidencing the minimum required coverage and shall be appropriately endorsed
for contractual liability, with the City named as additional insured. All policies shall contain
a waiver of subrogation endorsement. All policies and certificates shall be in forms and issued by
insurance companies acceptable to the City Manager or his designee. All insurance policies and
certificates of insurance shall provide that the policies may not be canceled or altered without thirty
(30) days prior written notice to the City. Contractor shall also require and ensure that each of its
sub -contractors providing services hereunder (if any) procures and maintains, until the completion
of the services, insurance of the types and to the limits specified herein. ANY EXCEPTIONS
TO TIM INSURANCII'R,EOUIREMENTS IN THIS SECTION MUST BE APPROVED IN
WRITING BY THE CITY.
8. TERMINATION AND REMEDIES FOR BREACH.
A. If, through any cause within reasonable control, the Contractor shall fail to fulfill in
a timely manner or otherwise violate any of the covenants, agreements or
stipulations material to this Agreement, the City shall have the right to terminate the
Services then remaining to be performed. Prior to the exercise of its option to
terminate for cause, the City shall notify the Contractor of its violation of the
particular terms of the Agreement and grant Contractor Ten (10) days written notice
to cure such default. Ifthe default remains uncured. after Ten (10) days the City may
terminate this Agreement, and the City shall receive a refund from the Contractor in
an amount equal to the actual coat of a third party to cure such. failure.
5
2021.6189 ACADEMY BUS, LLC.
City ofSunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949.3113 Fax
(i) In the event of termination, all finished and unfinished documents, data and other
work product prepared by Contractor shall be delivered to the City and the City
will only be responsible for paying the Contractor for Services satisfactorily
performed prior to the date of termination. Under no circumstances will the City
be responsible for monthly service charges for the remaining, unexpired portion
of the then existing term.
(ii) Notwithstanding the foregoing, the Contractor shall not be relieved of liability
to the City for damages sustained by it by virtue of a breach of the Agreement
by Contractor and the City may reasonably withhold payment to Contractor for
the purposes of sat -off until such time as the exact amount of damages due the
City from the Contractor is determined.
B. Termination for Convenience of City. The City may, for its convenience and without
cause terminate the Services then remaining to be performed at any time by giving
Contractor ten (10) days written notice. The terms of Paragraph 8A(i) and 8A(R)
above shall be applicable hereunder.
C. Termination for Insolvent. The City also reserves the right to terminate the
remaining Services to be performed in the event the Contractor is placed either in,
voluntary or involuntary bankruptcy or makes any assignment for the benefit of
creditors.
D. Escalation Process. Notwithstanding the City's right to terminate the Services
with or without cause, the City shall also have the alternative option to the dispute
resolution escalation process outlined in Section 3.5 of ITB No. 21-03-02.
9. CONVIOM iAL INFORMATION. The Contractor shall not, either during the term
of this Agreement or any time for a period of ten (10) years subsequent to that date upon which
the Contractor shall leave the employment of the City for any reason whatsoever, disclose to any
person or entity, other than in the discharge of the duties of the Contractor under this Agreement,
any information which the City designates in writing as "confidential." As a violation by the
Contractor of the provisions of this Section could cause irreparable injury to the City and there is
no adequate remedy at law for such violation, the City shall have the right, in addition to any other
remedies available to it at law or in equity, to enjoin the Contractor from violating such provisions.
10. JURISDICTLON, VENUE AND WAIVER OF JURY TRIAL. This Agreement shall
be interpreted and construed in accordance with and governed by the laws of the State of Florida.
All parties agree and accept that jurisdiction of any dispute or controversy arising out of this
Agreement, and any action involving the enforcement or interpretation of any rights hereunder
shall be brought exclusively In the Eleventh Judicial Circuit in and for Miami Dade County,
Florida, and venue for litigation arising out of this Agreement shall be exclusively in such state
courts, forsaking any other jurisdiction which either party may claim by virtue of its residency or
other jurisdictional device. In the event it becomes necessary for the City to file a lawsuit to
2021-6199 ACADEMY BUS, LLC.
CYty of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
enforce any term or provision under this Agreement and the City is the prevailing party then the
City shall be entitled to its costs and attorney's fens at the pretrial, trial and appellate levels. BY
ENTERING INTO THIS AGREEMENT, CONTRACTOR AND CITY HEREBY EXPRESSLY
WANE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL
LITIGATION RELATED TO THIS AGREEMENT, Nothing in this Agreement is intended to
serve as a waiver of sovereign immunity, or of any other immunity, defense, or privilege enjoyed
by the City pursuant to Section 768.28, Florida Statutes.
11. GQVMI G LAW. VENUE AND-,ATTOR,NM MMES. It is agreed that this
Agreement shall be governed by, construed and enforced in accordance with the laws of the State
of Florida. Venue for any legal proceeding shall be In Miami Dade County, Florida. In the event
it becomes necessary for the City to file a lawsuit to enforce any tern or provision under this
Agreement and the City is the prevailing party then the City shall be entitled to its costs and
attorney's fees at the pretrial, trial and appellate levels.
12. jyQTiC)EtiS. All notices and other communications required or permitted to be given
under this Agreement by either party to the other shall be in writing and shall be sent (except as
otherwise provided herein) (i) by certified or registered mail, first class postage prepaid, return
receipt requested, (ii) by guaranteed overnight delivery by a nationally recognized courier seivice,
or (Iii) by Facsimile with confirmation receipt (with a copy simultaneously sent by certified or
registered mail, first class postage prepaid, return receipt requested or by overnight delivery by
traditionally recognized courier service), addressed to such party as follows:
If to the City: Christopher J. Russo, City Manager
With a copy to:
City of Sunny Isles Beach
Edward A. Dion, City Attorney
18070 Collins Avenue, Fourth Floor
City of Sunny Isles Beach
Sunny Isles Beach, Florida 33160
18070 Collins Avenue, Fourth Floor
Tel: (305) 792-1701
Sunny Isles Beach, Florida 33160
Tel: (305) 792.1702
If to the AntonioRamos, Vice President
Contractor: Academy Bus LLC
3595 NW 1 I 01 Street
Miami, FL 33167
Tel: (305) 688.7700
E-mail: aramw@academybus.com
13. PUBLIC RECORDS, The Contractor shall be required to comply with the following
requirements under Florida's Public Records Law:
(i.) Contractor shall keep and maintain public records required by the City to perform the
service.
(ii.) Upon request from the City, Contractor shall provide the City with a copy of the
requested records or allow the records to be inspected or copied within a reasonable time at a cost
that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided
by law.
2021.6189 ACADEMY BUS, LLC.
City of Sunny Isles Beach 18070 Collins Avenue, Sunny isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
(iii.) Contractor shall ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as authorized by law for the
duration of the contract term and following completion of the contract if the Contractor does not
transfer the records to the City.
(iv.) Contractor shall, upon completion of the contract, transfer, at no cost, to the City all
public records in possession of the Contractor or keep and maintain public records required by the
City to perform the service. If the Contractor transfers all public records to the City upon
completion of the contract, the Contractor shall destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure requirements. If the Contractor
keeps and maintains public records upon completion of the contract, the Contractor shall meet all
applicable requirements for retaining public records. All records stored electronically must be
provided by Contractor to the City, upon request from the City, in a format that is compatible with
the information technology systems of the City.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE
PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CITY'S
CUSTODIAN OF PUBLIC RECORDS AT (305) 792-1703, CityClerk@sibfl.net, 18070
Collins Avenue, 4th Floor, Sunny Isles Beach, Florida 33160.
14. AUDIT. The Contractor shall make available to the City or its representative all required
financial records associated with the Agreement for a period of Three (3) years.
15. NON-DISCRIMINATION. The Contractor agrees to comply with all local and state
civil rights ordinances and with Title VI of the Civil Rights Act of 1984 as amended, Title Vlll of
the Civil Rights Act of 1968 as amended, Title 1 of the Housing and Community Development
Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with
Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and with
Executive Order 11248 as amended by Executive Orders 11375 and 12086. The Contractor will
not discriminate against any employee or applicant for employment because of race, color, creed,
religion, ancestry, national origin, sex, disability or other handicap, age, maritallfsmilial status, or
status with regard to public assistance. The Contractor will take affirmative action to insure that
all employment practices are free from such discrimination. Such employment practices include
but are not limited to the following. hiring, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff; termination, rates of pay or other farms of compensation, and
selection for training, including apprenticeship. The Contractor agrees to post in conspicuous
places, available to employees and applicants for employment, notices to be provided by the City
setting forth the provisions of this non-discrimination clause. The Contractor agrees to comply
with any Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation
Act of 1973 (29 U.S.C. 708), which prohibits discrimination against the handicapped in any
>±ederally assisted program.
16. CONFLICT OF INTEREST. The Contractor agrees to adhere to and be governed by
the Miami -Dade County Conflict of interest Ordinance Section 2-11.1, as amended; and by the
City of Sunny Isles Beach Ordinance No. 99-82, which are incorporated by reference herein as if
2021-6189 ACADEMY BUS, LLC.
City ofSnnny Islas Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
fully set forth herein, In connection with the Agreement conditions hereunder. The Contractor
covenants that it presently has no Interest and shall not acquire any interest, directly or indirectly
which should conflict in any manner or degree with the performance of the Services, The
Contractor further covenants that in the performance of this Agreement, no person having any such
interest shall knowingly be employed by the Contractor. The Contractor guarantees that he/she has
not offered or given to any member of, delegate to the Congress of the United States, any or part
of this contract or to any benefit arising thereftom.
17. INDEMNIFICATION AND 'QV&= Off' LIABI(L1 , The Contractor agrees, to
the fullest extent permitted by law, to defend, indemnify and hold harmless the City, its agents,
representatives, officers, directors, officials and employees ftom and against claims, damages,
losses and expenses (including but not limited to attorney's fees, arbitration costs, and costs of
appellate proceedings) relating to, arising out of or resulting from the Contractor's negligent acts,
errors, mistakes or omissions relating to professional services in the performance of this
Agreement. The Contractor's duty to defend, hold harmless and indemnify the City, its agents,
representatives, officers, directors, officials and employees shall arise in connection with any
claim, damage, loss or expense that is attributable to bodily iWury; sickness; disease; death; or
injury to impairment, or destruction of tangible property including loss of use rmulting therefrom,
caused by any negligent acts, errors, mistakes or omissions related to professional services in the
performance of this Agreement including any person for whose acts, errors, mistakes or omissions
the Contractor may be legally.liable. The parties agree that One Hundred Dollars ($100.00)
represents specific consideration to the Contractor for the indemnification set forth in this
Agreement.
18. CQWkW!QE W1TH LAW. Contractor shall comply with all laws, regulations and
ordinances of any federal, state, or local governmental authority having jurisdiction with respect
to this Agreement ("Applicable Laws") and shall obtain and maintain any and all material permits,
licenses, approvals and consents necessary for the lawful conduct of the activities contemplated
under this Agreement.
19. PROHIBITION AGAINST COIyI ACTING WITH SCRUTINIZED
COMPANIES. Pursuant to Florida Statutes Section 287.135, contracting with any entity that Is
listed on the Scrutinized Companies that Boycott Israel List or that is engaged in the boycott of
Israel is prohibited. Contractors must certify that the company is not participating in a boycott of
Israel. Any contract for goods or services of One Million Dollars ($1,000,000) or more shall be
terminated at the City's option if it is discovered that the entity submitted false documents of
certification, is listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized
Companies with Activities in the Iran Petroleum Energy Sector List, or has been engaged in
business operations in Cuba or Syria after July 1, 2018.
Any contract entered into or renewed after July 1, 2018 shall be terminated at the City's option if
the company is listed on the Scrutinized Companies that Boycott Israel List or engaged in the
boycott of Israel. Contractors must submit the certification that is attached to this agreement as
Attachment "C". Submitting a false certification shall be deemed a material breach of contract.
The City shall provide notice, in writing, to the Contractor of the City's determination concerning
9
2021-6189 ACADEMY BUS, I.I.C.
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
the false certification. The Contractor shall have ninety (90) days following receipt of the notice
to respond in writing mid demonstrate that the determination was in error. If the Contractor does
not demonstrate that the City's determination of false certification was made in error, then the City
shall have the right to terminate the contract and seek civil remedies pursuant to Florida Statute
Section 287.135,
20. EVEHIFY. Florida Statute 448.095 directs all public employers, including municipal
governments, to verify the employment eligibility of all new public employees through the U.S.
Department of Homeland Security's E -Verify System, and further provides that a public employer
may not enter into a contract unless each party to the contract registers with and uses the E -Verify
system. Florida Statute 448.095 further provides that if a Consultant enters into a contract with a
subcontractor, the subcontractor must provide the Consultant with an affidavit stating that the
subcontractor does not employ, contract with, or subcontract with an unauthorized alien.
In accordance with Florida Statute 448.095, Consultant is required to verify employee eligibility
using the is -Verify system far all existing and new employees hired by Consultant during the
contract term. Further, Consultait must also require and maintain the statutorily required affidavit
of its subcontractors. It is the responsibility of Consultant to ensure compliance with E -Verify
requirements (as applicable). To enroll in E -Verify, employers should visit the E -Verify website
(https:/iwww.a-verify.gov/employers/emolling-in-e-verify) and follow the instructions. The
Consultant must retain the I-9 Forms for inspection, and provide the attached E -Verify Affidavit,
attached hereto as Attachment "U".
21. NIISCELLAIMUS.
A. In the event any provision of thia Agreement is found to be void and unenforceable
by a court ofcompetent jurisdiction, the remaining provisions of this Agreement shall nevertheless
be binding upon the parties with the same effect as though the void or unenforceable provisions
had been severed and deleted,
B. This Agreement may be executed in multiple identical counterparts, each of which
shall be deemed an original for all purposes.
C. This Agreement shall constitute the entire agreement between the parties with
respect to the subject matter hereof, and it shall supersede all previous and contemporaneous oral
and written negotiations, commitments, agreements and understandings relating hereto.
D. Any modification of this Agreement shall be effective only if in writing and signed
by the parties to this Agreement.
E. No waiver of any provision of this Agreement shall be valid or enforceable unless
such waiver is in writing and signed by the party granting such waiver.
10
2021-6189 ACADEMY BUS, i.1.C.
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
F. If there is a conflict or inconsistency between any terve, statement, requirement, or
provision of any exhibit attached hereto, any document or events referred to herein, or any
document incorporated into this Agreement, the term, statement, requirement, or provision
contained in this Agreement shall prevail and be given superior effect and priority over any
conflicting or inconsistent term, statement, requirement or provision contained in any other
document or attachment, including but not limited to Attachments "A" "B" "C" and "D".
[remainder ofma intentionally left blank]
li
2021-6189 ACADEMY BUS, LLC.
City ofSumsy Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in triplicate
on the day and year first written above.
WITNESS: ACADEMY BUS, LLC.
r
1
(,
gneture B
coma Ice President
` '1'rintName '
12
2021-6199 ACADEMY BUS, LLC.
CITY O ISLES BEACH
B
eorge H. S holl,lklayor
APPROVED AS TO FORM
AND LEG UFFICIENCY
B
�- )41 _j � 9, - " '
"Edward A. DWfi, City Attorney
It.
Akil-1.
FIRST AMENDMENT TO THE AGREEMENT BETWEEN
THE -CITY OF SUNNY ISLES BEACH AND ACADEMY BUS. LLC
1 Ne GQWM=A0.-1Q21-61
This Pim Amendment to the Agreement between the CITY OF SUNNY ISLES BEACR
("City") and ACADEMY BUS, LLC ("Contractor') executed this & '' y of March, 2022, is made a
part ofthe original Agreement between the parties dated May 25, 2021("the Agreement"), between the
City and Contractor attached hereto as Attachment "A" whose Federal Identification # is 22277038. The
City and Contractor hereby agree as follows:
1. EQUITABLE AR USTMENT. Section 4 of the original Agreement, entitled "Compensatlon",
Is hereby amended to include subsection (g) as set forth below:
(g) F4ultable Adjustment. As a result of extreme or unforeseen volatility in fuel prices,
the City may, in Its sole discretion, permit an equitable adjustment in the compensation
paid to the Contractor upon the Contractor's request, provided the following criteria are
satisfied:
1. the volatility is due to causes wholly beyond the Contractor's control, and not
due to any acts or omission of Contractor;
ii. the volatility affects the marketplace or industry, not just the Contractor's
source of supply;
Ill. the effbat on pricing or availability of supply is substantial (effect on pricing
must exceed the Contract price by at least 1004); and
iv. the volatility so affects the Contractor that continued performance of the
Contract would result in substantial loss. Any adjustment shall require irrefutable
written documentation submitted to the Purchasing Administrator.
The maximum equitable adjustment permitted shall be a five percent (5%) fuel surcharge.
The Contractor may not request, and shall not be entitled to, the fitel surcharge described
herein in the event that fuel prices fall below the January 2022 diesel average of $3.72
per gallon according to the U.S. Energy information Administration, Bast Coast (PADD
1) Gasoline and Diesel Retail Price.
2. OTHER pBMSIONS 1[2EMAIN IN EFFECT._ Except as specifically modified herein, all
terms and conditions of the original Agreement between the parties shall remain in full force and effect.
3. CONFLICTING PROVISIONS. The terns, statements, requirements, and provisions
contained in this First Amendment shall prevail and be given superior effect and priority over any
conflicting or inconsistent term, statement, requirement or provision contained in any other document or
attachment, including but not limited to Attachment "A".
IN WITNESS WI[EREOF, the parties hereto have executed thisy document as of the date
mentioned above. 1
Signa e
"ere
PrintName
Academy Bus . Phst Amendment
ATTEST:: CITY OF SUNNY ISLES BEACH
BY: BY;
Maori io Betanc r, CMC, City Clerk Stan Morris, City Manager
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY
()alBY: BY'
Department Head L" Edward Dion, City Attorney
Academy Bus - Mist Amendment
t„Mr r
o .
"•. rTM* ; SECOND AMENDMENT TO THE AGREEMENT BETWEEN
THE CITY OF SUNNY ISLES BEACH AND ACADEMY BUS, LLC
• •fir ur ,Y+��
CONTRACT NO. 2021-6189 ,
This Second Amendment to the Agreement is made and entered into this llLKay of May,
2023, by and between the CITY OF SUNNY ISLES BEACH ("City") and ACADEMY BUS, LLC, a
for-profit corporation authorized to do business in Florida ("Contractor"), whose Federal Identification
No. is 26-2277038,
WHEREAS, City and Contractor entered into an Agreement, dated May 25, 2021,. attached
hereto as Attachment "A;" and
WHEREAS, City and Contractor entered into a First Amendment, dated March 23, 2022,
attached hereto as Attachment `B;" and
WHEREAS, City and Contractor desire to enter into this Second Amendment for purposes of
modifying certain terms and conditions of the Agreement;
NOW THEREFORE, in consideration of the foregoing and for the mutual covenants,
representations, and warranties, and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the Agreement is amended to provide as follows:
1. RECITALS. The Recitals set forth above are hereby incorporated into this Second Amendment
and made a part hereof for reference.
2. OPTION TO RENEW. Effective May 25, 2023, the City hereby elects to exercise its first
option to renew for one (1) year as set forth in Section 3 of the original Agreement. There are two
remaining renewal options.
3. AMENDMENT.
A. Section 4 of the original Agreement, entitled COMPENSATION, is amended, in part, as
follows:
Contractor agrees to provide the Services, as depicted in Attachment "C" at the rate of One
Hundred Dollars and No Cents ($100.00) per hour, with a four-hour minimum, for a total
amount not to exceed Fifty Thousand Dollars and No Cents ($50,000.00) for the first renewal
year.
B. Section 4(g), entitled Equitable Adjustment, as amended by the First Amendment, is further
amended, in part as follows:
(g) Equitable Adjustment. As a result of extreme or unforeseen volatility in fuel prices, the
City may, in its sole discretion, permit an equitable adjustment in the compensation paid to
the Contractor upon the Contractor's request, provided the following criteria are satisfied:
the volatility is due to causes wholly beyond the Contractor's control, and
not due to any acts or omission of Contractor;
Academy Bus - Second Amendment
the volatility affects the marketplace or industry, not just the Contractor's
source of supply;
iii, the effect on pricing or availability of supply is substantial (effect on
pricing must exceed the Contract price by at least 10%); and
iv. the volatility so affects the Contractor that continued performance of the
Contract would result in substantial loss. Any adjustment shall require
irrefutable written documentation submitted to the Purchasing
Administrator.
The maximum equitable adjustment permitted shall be a seven and one-half percent
(7.5%) fuel fee and a seven and one-half percent (7.51/6) Safety Compliance Fee. The
Contractor may not request, and shall not be entitled to, the fuel surcharge described
herein in the event that fuel prices fall below the May 1, 2023 diesel average of $4.07 per
gallon according to the U.S. Energy Information Administration, East Coast (PADD 1)
Gasoline and Diesel Retail Price.
2. OTHER PROVISIONS REMAIN IN EFFECT. Except as specifically modified herein, all
terms and conditions of the original Agreement between the parties shall remain in full force and effect.
3. CONFLICTING PROVISIONS. The terms, statements, requirements, and provisions
contained in this First Amendment shall prevail and be given superior effect and priority over any
conflicting or inconsistent term, statement, requirement or provision contained in any other document or
attachment, including but not limited to Attachment "A," "B," or "C."
IN WITNESS WHEREOF, the parties hereto have executed this document as of the date
mentioned above. -i
Stan Morris, City Manager
[ADDITIONAL SIGNATURE PAGE TO FOLLOW]
Academy Bus - Second Amendment
BY:
Department Head
Academy Bus - Second Amendment
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY
BY: V
Alain Bdiffau, City Attorney
k • k9.-�a • t
�a `�•F6Ot''4s�`
City of Sunny Isles Beach
18070 Collins Avenue
Sunny Isles Beach, Florida 33160
(305) 947-0606 City Hall
(305) 949-3113 Fax
MEMORANDUM
TO: Honorable Mayor and City Commissioners
VIA: Stan Morris, City Manager
FROM: Gayle Vasile, Cultural and Community Services Director
DATE: May 16, 2024
RE: Approval of a Third Amendment to the Agreement with Academy Bus, LLC
RECOMMENDATION:
Staff recommends approval of this Resolution.
REASONS:
In 2021, the city entered into a two-year agreement (via Invitation to Bid No. 21-03-02) with Academy
Bus, LLC. The Cultural & Community Services Department has been satisfied with the services provided
by Academy Bus, LLC. Last year, Academy Bus, LLC significantly increased its fees.
This year, they are requesting an increase of 5%to the base price. In addition, we would still be required
to pay the additional fuel fee of 7.5% and the Safety Compliance Fee, which equates to $120 per hour.
Due to the increased amount, we contacted the second lowest bidder, Florida Tours, and they are now
charging $130 per hour.
At this time, we wish to exercise the city's third renewal option from May 25, 2024, and renew the
contract through May 25, 2025. The total cost of the renewal will be a not -to -exceed amount of
$95,000.
ADDITIONAL INFORMATION:
The expenses for this item are covered through programming fees.
FUNDING SOURCE:
Funding is budgeted for and available in the general fund for the Summer Camp, Winter Camp, Spring
Break Camp, Athletics Camp, and Junior Lifeguard Camp.
Item Number: 10.A
Funds have been appropriated in Account Numbers for this fiscal year: 001.6.5720-431000-XXXX and
001.6.5 7 21-431000-XXXX .
ATTACHMENTS:
Resolution
Third Amendment
Item Number: 10.A