HomeMy WebLinkAboutReso 2026-4051RESOLUTION NO. 2026 - 1
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH,
FLORIDA, APPROVING A FIRST AMENDMENT TO THE AGREEMENT WITH COMPASS
GROUP USA, INC. TO PROVIDE VENDING MACHINE SERVICES; AUTHORIZING THE
CITY MANAGER TO DO ALLTHINGS NECESSARYTO EFFECTUATE THIS RESOLUION;
PROVIDING FOR AN EFFECTIVE DATE. -
WHEREAS, on May 191h, 2022, via Resolution No. 2022-3340, the City Commission of the
City of Sunny Isles Beach (the "City") approved an agreement with Bettoli Trading Corporation,
d/b/a Bettoli Vending ("Bettoli"), for vending machine services at various City locations; and
WHEREAS, Bettoli has provided satisfactory vending services to the City since 2010; and
WHEREAS, on August 20th, 2025, Compass Group USA, Inc. ("Compass") acquired Bettoli,
resulting in Compass becoming the successor -in -interest to Bettoli with respect to vending
machine operations; and
WHEREAS, the City of Pembroke Pines ("Pembroke Pines") issued Request for Proposal No.
RE-24-04 (the "RFP"), to furnish, install, stock, replenish, and maintain beverage and snackvending
machines (the "Services") at various Pembroke Pines locations in exchange for a monthly revenue
share; and
WHEREAS, on October 15, 2025, Pembroke Pines approved an Assignment, Assumption,
and Consent Agreement between Pembroke Pines, Bettoli, and Compass ("Assignment
Agreement"), formally recognizing Compass as the contractor under the RFP; and
WHEREAS, on January 15, 2026, via Resolution No. 2026-3946, the City approved an
Agreement with Compass to provide desired Services; and
WHEREAS, the Agreement provides for Compass to pay to the City a license fee equal to
27% of the gross sales from all vending machines located on City property; and
WHEREAS, the Agreement included two (2), two (2) year renewal options; and
WHEREAS, City being satisfied with the Services provided by Compass wishes to approve a
First Amendment to the Agreement with Compass to continue providing the desired Services, to
exercise its option to renew the Agreement for an additional two (2) year period, attached hereto
as Exhibit "A".
NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY
ISLES BEACH, FLORIDA, AS FOLLOWS:
Section 1. Approval of a First Amendment to the Agreement. The City Commission hereby
approves a First Amendment to the Agreement with Compass wishes to approve a First
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265
Amendment to the Agreement with Compass to continue providing the desired Services, to
exercise its option to renew the Agreement for an additional two (2) year period, attached hereto
as Exhibit "A".
Section 2. Authorization of City Manager. The City Manager is hereby authorized to do all
things necessary to effectuate this Resolution.
Section 3. Effective Date. This Resolution shall become effective upon adoption.
PASSED AND ADOPTED this 20th day 9f August 2026.
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Mauri
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Larisa SUechin, Mayor
APPROVED AS TO FORM
AND LEGAL SUFFICIENCY:
Alain E. B i au, City Attorney,
Nabors, Giblin, & Nickerson, P.A.
Vote: /
Mayor Svechin ✓ (Yes) (No)
Vice Mayor Viscarra (Yes) (No)
Commissioner Joseph Yes) (No)
Commissioner Lama (Yes) (No)
Commissioner Stuyvesant (Yes) (No)
@BCL@1818D9C0 Page 2 of 2
266
SUHNV 'SFt
FIRST AMENDMENT TO THE AGREEMENT BETWEEN
_ THE CITY OF SUNNY ISLES BEACH AND
COMPASS GROUP USA, INC.
CONTRACT NO.2025-9213
THIS FIRST AMENDMENT TO THE AGREEMENT between the CITY OF SUNNY
ISLES BEACH, Florida (hereinafter "City"), and COMPASS GROUP USA, INC., by and
through its Canteen Division, a foreign corporation authorized to do business in Florida, whose
Federal Employer Identification (FEI) No. is 56-1874931 (hereinafter "Contractor"), executed this
l`araay ofW026, is made a part of the original Agreement between the City and Contractor,
dated April 17, 2026 (hereinafter "Agreement"), attached hereto as Exhibit "l." The City and
Contractor hereby agree as follows:
1. OPTION TO RENEW. Effective August 3, 2026, the City hereby elects to exercise its
option to renew the Agreement for an additional two (2) year period, as set forth in Section 4 of
the Agreement. There is one (1) remaining renewal option.
2. OTHER TERMS AND CONDITIONS REMAIN IN EFFECT. Except as specifically
modified herein, all terms and conditions of the original Agreement between the parties, dated
April 17, 2026, shall remain in full force and effect.
3. CONFLICTING PROVISIONS. The terms, statements, requirements, or provisions
contained in this First Amendment shall prevail and be given superior effect and priority over any
conflicting or inconsistent terms, statements, requirements, or provisions contained in any other
document or attachment, including but not limited to Exhibit 111.11
4. - SCRUTINIZED COMPANIES. Pursuant to Florida Statutes Section 287.135, and
subject to limited exceptions contained therein, a company is ineligible to, and may not, bid on,
submit a proposal for, or enter into or renew a contract with an agency or local governmental entity
for goods or services if at the time of bidding, submitting a proposal for, or entering into or
renewing a contract, the company is on the Scrutinized Companies that Boycott Israel List or is
engaged in the boycott of Israel. 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 company submitted a false
certification, or at the time of bidding, submitting a proposal for, or entering into or renewing a
contract, is listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized
Companies with Activities in the Iran Terrorism Sectors List, created pursuant to Florida Statute
Section 215.473, or is 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
Exhibit "2." 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 the
false certification. The Contractor shall have ninety (90) days following receipt of the notice to
respond in writing and 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.
COMPASS GROUP USA, INC. — FIRST AMENDMENT 267
Page 1 of 6
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
5. HUMAN TRAFFICKING. Pursuant to Section 787.06, Florida Statutes, entitled
"Human Trafficking," a governmental entity cannot execute, renew, or extend a contract with a
nongovernmental entity that uses coercion for labor or services, as defined in Section 786.06(2),
Florida Statutes. Contractor must submit the affidavit that is attached to this agreement as Exhibit
"3," signed by an officer or an authorized representative of the Contractor, under penalty of
perjury, attesting that Contractor does not use coercion for labor or services as defined in Section
786.06(2), Florida Statutes. Submitting a false certification shall be deemed a material breach of
contract.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of
the date mentioned above.
COMPASS GROUP USA, INC.
BY:-t-'
4r
Michael Coffey, MAN i President
STATE OF FLORIDA:
COUNTY OF PINELLAS:
The foregoing instrument was acknowledged before me by means of 12 physical presence or ❑
online notarization, this 31 St day of July 2026, by Michael Coffey, as Division President of
Compass Group USA, Inc.
(SEAL)
Personally Known -\/— or Produced Identification
Type of Identification Produced:
N tary ublic, tate of Florida
(Signature of Notary Public)
WCdAF.PA M
a : Coiomkstan�FN1ET112t
�V,;F,dP Ewe &VJ931,XM
(Print, Type, or Stamp
Commissioned Name of Notary
Public)
[ADDITIONAL SIGNATURE PAGE TO FOLLOW]
COMPASS GROUP USA, INC. — FIRST AMENDMENT Page 2 of 6
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
CIT Y
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CITY OF SU NY ISLES BEACH,
ti Rf' WP-
CIQ +Florida
BBY:
Mancur, L isa Svec in, Mayor
City Clerk
APPROVED AS TO FORM
AND LEGAL SUFFICIENCY
BY:
Au, City Attorney
Nabors, Giblin & Nickerson, P.A.
COMPASS GROUP USA, INC. — FIRST AMENDMENT 269
Page 3 of 6
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
EXHIBIT 1
COMPASS GROUP USA, INC. — FIRST AMENDMENT Page 4 of 6 270
Docusign Envelope ID: A6158799-C7BC-4838-B581-OC84CDE5OB97
SV NNY SLF
AGREEMENT BETWEEN THE CITY OF SUNNY ISLES
BEACH AND COMPASS GROUP USA, INC.
CONTRACT NO.2025-9213
of�THIS CONTRACTUAL AGREEMENT (hereinafter "Agreement") is made this`�day
2026, by and between the CITY OF SUNNY ISLES BEACH, Florida, (hereinafter
"City"), and COMPASS GROUP USA, INC. by and through its Canteen Division, a foreign
corporation authorized to do business in the State of Florida, whose Federal Employer Identification
(FEI) Number is 56-1874931 (hereinafter "Contractor").
RECITALS
WHEREAS, the City is in need of a contractor to provide vending machine products and
services at various locations, including the Government Center, Pelican Community Park,
Samson Ocean Front Park, Heritage Park, Town Center Park, and The Spot ("Services"); and
WHEREAS, the City of Pembroke Pines issued Request for Proposal No. RE-24-04,
entitled "Vending Machine Services at Various Pembroke Pines Locations" and on June 25, 2024,
the City of Pembroke Pines approved an award to, and contract with, Bettoli Trading Corp., for
an initial two (2) year term, terminating on August 2, 2026, with the option to renew for two (2)
additional two (2) year terms; and
WHEREAS, effective August 20, 2025, Contractor acquired Bettoli Trading Corp., and
on October 15, 2025, the City of Pembroke Pines approved an Assignment, Assumption, and
Consent Agreement with Contractor and Bettoli Trading Corp., and effectively assigned its
Agreement with Bettoli Trading Corp. to Contractor; and
WHEREAS, pursuant to Section 62-13(C) of the City's Code of Ordinances, purchases
made under state, county or other governmental contracts, or competitive bids with other entities
are exempt from the City's competitive bidding procedures; and
WHEREAS, Contractor is a certified and insured company with the necessary experience
to provide the desired Services; and
WHEREAS, the City wishes to enter into an agreement with Contractor, using the City of
Pembroke Pines' bid and pricing information, to provide the Services, subject to the terms and
conditions contained herein; and
WHEREAS, the City wishes to enter into an agreement with Contractor to provide the
desired Services. whereupon the Contractor shall pay to the City a License Fee equal to 27% of the
gross sales from all vending machine sales located on City property.
NOW THEREFORE, in consideration of the promises and the mutual covenants set forth
herein, the parties agree as follows:
TERMS
1. RECITALS. The Recitals set forth above are hereby incorporated into this Agreement
and made a part hereof for reference.
COMPASS GROUP USA, INC.
271
Docusign Envelope ID: AB158799-C7BC-4838-B581-OC84CDE5OB97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
2. THE CONTRACT DOCUMENTS. The Contract Documents consist of this Agreement,
as well as the terms and conditions of the City of Pembroke Pines RFP No. RE-24-04, entitled
"Vending Machine Services at Various Pembroke Pines Locations," Contractor's Proposal thereto,
and the resulting contract dated June 25, 2024, which are specifically incorporated herein as
Composite Exhibit "A" (hereinafter referred to as "Contract Documents").
3. SERVICES. Contractor shall provide the services pursuant to the terms and conditions
set forth in the Contract Documents at the following locations within the City: Government Center,
Pelican Community Park, Samson Ocean Front Park, Heritage Park, Town Center Park, and
The Spot (hereinafter referred to as "Services").
The Services shall be performed by Contractor to the full satisfaction of the City. Contractor agrees
to furnish all labor and material in a good and workmanlike and professional manner to perform
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 befitting the type and scope of work to be performed.
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 for all costs incurred with respect to the completion of those Services and any
damages the City may suffer as a result of the Contractor's failure to perform the Services.
4. TERM. Subject to the provisions relating to the termination of this Agreement asset forth
hereunder, the term of this Agreement shall commence upon execution of this Agreement by all
Parties and shall expire on August 2, 2026. Prior to, or upon completion of the initial term, the City
has the option at its sole discretion to renew this Agreement for two (2) additional two (2) year
renewal terms.
5. COMPENSATION. In consideration for the City entering into this Agreement, which
grants Contractor certain rights to provide the Services on City -owned property and receive
resulting revenues, the Contractor shall pay to the City a license fee equal to 27% of the gross sales
from all vending machines sales on City property in accordance with the terms and conditions
outlined in the Contract Documents (the "License Fee"), which shall be payable on a monthly basis
within thirty (30) calendar days following the end of each month. No amount shall be paid to
Contractor to reimburse its expenses. Contractor shall generate and attach a gross sales report for
every vending machine covered under this Agreement when submitting payment of the License
Fee to the City.
6. INDEPENDENT CONTRACTOR RELATIONSHIP. The Contractor is an
independent Contractor and shall be treated as such for all purposes. Nothing contained in this
Agreement, or any action of the parties 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
COMPASS GROUP USA, INC. ,
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City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
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 furnish its own
transportation, office and other supplies as it determines necessary in carrying out its duties under
this Agreement.
7. BACKGROUND CHECK. Prior to performing work in the City pursuant to the
Agreement, Contractor, and managers, employees, independent contractors, and any
subcontractors of Contractor (collectively "Personnel") that will perform work under this
Agreement shall be required to undergo a criminal background check consisting of a Florida
Department of Law Enforcement ("FDLE") and Florida Crime Information Center/National Crime
Information Center ("FCIC/NCIC") criminal records check. Any Personnel not meeting this
requirement will not be permitted to perform work under this Agreement. The background check
will be performed by the City's Human Resources Department, at the Contractor's sole expense.
Failure of Contractor to comply with this provision, shall be cause for termination of the
Agreement.
The Contractor's Personnel shall wear an identifiable uniform shirt provided by the Contractor,
and maintain a clean, neat appearance.
8. ASSIGNMENTS, TRANSFERS, SUBCONTRACTING. The Contractor shall not
subcontract, assign, or transfer any work under this Agreement without the prior written consent
of the City. Should the Contractor subcontract any services under this Agreement, it shall be done
with continued liability for the Contractor. The Contractor shall remain responsible for services,
responsibilities, and liabilities of any person or entity acting under Contractor.
9. INSURANCE. Contractor shall, at its sole cost and expense, during the period of any work
being performed under this Agreement, procure and maintain the following 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. Contractor will have the right to self -
insure for any of the coverages below and shall list the City as an additional insured on its
Comprehensive General Liability, Business Automobile Liability and Umbrella Liability policies.
A. Comprehensive General liability insurance, including broad form contractual
liability coverage for all operations, including, but not limited to, contractual,
products, and completed operations, personal injury and property damage liability
with minimum limits of One Million Dollars ($1,000,000) per occurrence, and Ten
Million Dollars ($10,000,000) in the aggregate.
B. Worker's Compensation and employer's liability coverage, as required pursuant to
Florida law.
C. Business Automobile Liability which shall include coverage for all owned, non -
owned and hired vehicles for minimum limits of a combined single limit of not less
than Two Million Dollars ($2,000,000) per accident.
D. Umbrella or Excess Liability policy of not less than Ten Million Dollars
COMPASS GROUP USA, INC. 3
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Docusign Envelope ID: A6158799-C7BC-4838-13581-OC84CDE50B97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
($10,000,000) per occurrence. Umbrella or Excess Policy must be follow -form
coverage over the Commercial General Liability, Automobile Liability, and
Employers' Liability policies.
Waiver of Subrogation. Contractor agrees by entering into this Agreement to a Waiver of
Subrogation for each required policy herein. When required by the insurer, or should a policy
condition not permit Contractor to enter into a pre -loss agreement to waive subrogation without
an endorsement, then Contractor agrees 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 includes a condition specifically
prohibiting such an endorsement, or voids coverage should Contractor enter into such an
agreement on a pre -loss basis.
The Comprehensive General Liability Insurance 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 listed as additional insured on the Comprehensive
General Liability, Automobile Liability and Umbrella Liability coverages. All certificates
shall be in forms and issued by insurance companies reasonably acceptable to the City Manager
or his designee. All 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 THE INSURANCE REQUIREMENTS IN THIS SECTION
MUST BE APPROVED IN WRITING BY THE CITY.
10. POLYSTYRENE PROHIBITION. City Ordinance 2021-564 ("Polystyrene Ordinance")
prohibits individuals and temporary vendors who are located on or operating on City Property or
a City Facility, as defined therein, from carrying or using expanded polystyrene food service
articles. In accordance with City's Polystyrene Ordinance, any and all vending machines provided
by Contractor located or operating on City Property or a City Facility shall not contain any products
that violate the prohibition against carrying or use of expanded polystyrene food service articles.
It shall be the sole responsibility of the Contractor to ensure its products comply with the City's
Polystyrene Ordinance.
11. 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 to cure such
default. If the 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 cost of a third party to cure such failure. If Contractor fails,
COMPASS GROUP USA, INC. A
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Docusign Envelope ID: A6158799-C7BC-4838-B581-OC84CDE50B97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
refuses or is unable to perform any term of this Agreement, City shall pay for
services rendered as of the date of termination.
1. 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 shall compensate the Contractor for all Services satisfactorily
performed prior to the date of termination.
2. 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 set-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 A(1) and A(2)
above shall be applicable hereunder.
C. Termination for Insolvency. 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.
12. LIQUIDATED DAMAGES.
Failure to meet the following obligations, including any extension granted in writing by the City,
shall require the Contractor to pay the City, as liquidated damages and not as a penalty, a minimum
amount equal to Twenty -Five Dollars ($25.00) per day:
A. Contractor shall check and fill vending machines twice per week, once Monday and
a second time on Fridays, to ensure they are fully stocked and operational.
B. Contractor will address any service calls initiated by the City within one (1) day,
seven (7) days a week.
13. CONFIDENTIAL 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 this
Agreement shall terminate 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.
14. INDEMNIFICATION AND WAIVER OF LLABILITY. To the fullest extent permitted
by law, Contractor shall at all times hereafter indemnify, hold harmless, and at the City's option
defend or pay for an attorney selected by the City to defend, City, its agents, representatives,
COMPASS GROUP USA, INC.
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Docusign Envelope ID: AB158799-C7BC-4838-B581-OC84CDE50B97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
officers, directors, officials and employees from and against any and all causes of action, demands,
claims, losses, liabilities and expenditures of any kind, including attorney fees, court costs, and
expenses, caused or alleged to be caused by the intentional or negligent act of, or omission of
Contractor, including those of their employees, agents, servants, or officers, or accruing, resulting
from, or directly related to the subject matter of this Agreement including, without limitation, any
and all claims, losses, liabilities, expenditures, demands or causes of action of any nature
whatsoever resulting from injuries or damages sustained by any person or property. In the event
any lawsuit or other proceeding is brought against City by reason of any such claim, cause of action
or demand, Contractor shall, upon written notice from City, resist and defend such lawsuit or
proceeding by counsel satisfactory to City.
The provisions and obligations of this section shall survive the expiration or earlier termination of
this Agreement. To the extent considered necessary by City, any sum due Contractor under this
Agreement may be retained by City until all of City's claims for indemnification pursuant to this
Agreement have been settled or otherwise resolved; and any amount withheld shall not be subject
to payment of interest by City.
15. JURISDICTION, 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 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 fees at the pretrial, trial and appellate levels. BY ENTERING
INTO THIS AGREEMENT, Contractor AND CITY HEREBY EXPRESSLY WAIVE 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.
16. NOTICES. 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 service, or (iii)
by electronic mail (e-mail) 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: Stan Morris With a copy to:
City Manager City Attorney
City of Sunny Isles Beach City of Sunny Isles Beach
18070 Collins Avenue 18070 Collins Avenue
Fourth Floor Fourth Floor
Sunny Isles Beach, Florida 33160 Sunny Isles Beach, Florida 33160
Tel: 305 792-1776 Tel: 305 792-1766
COMPASS GROUP USA, INC.
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Docusign Envelope ID: A13158799-C7BC-4838-B581-0C84CDE50B97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
If to the Michael Coffey, Division President With a copy to:
Contractor: 28100 US Hwy 19N, STE 307 Canteen Managing Legal Counsel
Clearwater, FL 33761 Compass Group USA, Inc.
Tel (206) 391-0435 2400 Yorkmont Road
Michael.Coffe com ass-usa.com Charlotte, NC 28217
17. PUBLIC RECORDS. The Contractor shall be required to comply with the following
requirements under Florida's Public Records Law:
A. Contractor shall keep and maintain public records required by the City to perform
the service.
B. 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.
C. 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.
D. 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 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, 4t6
Floor, Sunny Isles Beach, Florida 33160.
18. 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.
19. NON-DISCREMNATION. 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 VIII 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
COMPASS GROUP USA, INC. 7
277
Docusign Envelope ID: AB158799-C7BC-4838-B581-OC84CDE5OB97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
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, marital/familial 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 forms 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 Federally assisted program.
20. CONFLICT OF INTEREST. The Contractor agrees to adhere to and be governed by
Section 2-11.1, Miami -Dade County Code of Ordinances, as amended, and by Section 33-3, Code
of Ordinances of the City of Sunny Isles Beach, as amended, which are incorporated by reference
herein as if 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 Services under
this Agreement. 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 therefrom.
21. COMPLLANCE WITH 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.
22. CONFLICTING PROVISIONS. The terms and conditions in this Agreement shall
supersede and take priority over any inconsistent or conflicting provisions that are contained in
any other document, including but not limited to Attachments "A" or `B."
23. SCRUTINIZED COMPANIES. Pursuant to Florida Statutes Section 287.135, and
subject to limited exceptions contained therein, a company is ineligible to, and may not, bid on,
submit a proposal for, or enter into or renew a contract with an agency or local governmental entity
for goods or services if at the time of bidding, submitting a proposal for, or entering into or
renewing a contract, the company is on the Scrutinized Companies that Boycott Israel List or is
engaged in the boycott of Israel. 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 company submitted a false
certification, or at the time of bidding, submitting a proposal for, or entering into or renewing a
contract, is listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized
Companies with Activities in the Iran Terrorism Sectors List, created pursuant to Florida Statute
COMPASS GROUP USA, INC. c
278
Docusign Envelope ID: AB158799-C7BC-4838-B581-OC84CDE5OB97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
Section 215.473, or is 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 `B." 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
the false certification. The Contractor shall have ninety (90) days following receipt of the notice
to respond in writing and 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.
24. E-VERIFY. 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 Contractor enters into a contract with a
subcontractor, the subcontractor must provide the Contractor 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, Contractor is required to verify employee eligibility
using the E-Verify system for all existing and new employees hired by Contractor during the
contract term. Further, Contractor must also require and maintain the statutorily required affidavit
of its subcontractors. It is the responsibility of Contractor to ensure compliance with E-Verify
requirements (as applicable). To enroll in E-Verify, employers should visit the E-Verify website
(https://www.e-verify.gov/employers/enrolling-in-e-verify) and follow the instructions. The
Contractor must retain the I-9 Forms for inspection, and provide the attached E-Verify Affidavit,
attached hereto as Exhibit "C."
25. HUMAN TRAFFICKING. Pursuant to Section 787.06, Florida Statutes, entitled
"Human Trafficking," a governmental entity cannot execute, renew, or extend a contract with a
nongovernmental entity that uses coercion for labor or services, as defined in Section 786.06(2),
Florida Statutes. Contractor must submit the affidavit that is attached to this Agreement as
Attachment "D," signed by an officer or an authorized representative of the Contractor, under
penalty of perjury, attesting that Contractor does not use coercion for labor or services as defined
in Section 786.06(2), Florida Statutes. Submitting a false certification shall be deemed a material
breach of contract.
26. MISCELLANEOUS.
A. In the event any provision of this Agreement is found to be void and unenforceable
by a court of competent 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.
COMPASS GROUP USA, INC. 9
279
Docusign Envelope ID: AB158799-C7BC-4838-B581-OC84CDE5OB97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
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.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day
and year first written above.
COMPASS GROUP USA, INC.
DamSigned W.
By. AZ-
MichaJ—COey,*151v on President
STATE OF Florida
COUNTY OF Pinellas
The foregoing instrument was acknowledged before me by means of Vphysical presence or ❑
online notarization, this 6thday of 3mmaty 2026, by Michael Coffey, as Division President of
Compass Group USA, Inc. April
(SEAL) N ry blic, Sta of Florida
(Signature of Notary Public)
NIMAFROM
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Co�#HHSIMA
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(Print, Type, or Stamp
Commissioned Name of Notary
Public)
Personally Known V or Produced Identification
Type of Identification Produced:
[ADDITIONAL SIGNATURE PAGE TO FOLLOW]
COMPASS GROUP USA, INC. 10
280
Docusign Envelope ID: AB158799-C7BC-4838-B581-OC84CDE5OB97
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
�'fT(305) 947-0606 phone (305) 949-3113 Fax
V _
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TTS3 1 CITY OF NY ISLES BEACH
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BY: r
lV1 Lnf etan ur Larisa vechin, Mayor
CMC City.Clert
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Department Head
APPROVED AS TO FORM
AND LEGAL SUFFICIENCY
BY: 4a,•
A ain E. Boileau, for Nabors, Giblin
& Nickerson, P.A., City Attorney
COMPASS GROUP USA, INC. 11
281
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
EXHIBIT 2
282
COMPASS GROUP USA, INC. — FIRST AMENDMENT Page 5 of 6
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CONTRACTOR ANTI -BOYCOTT CERTIFICATION
Eyy • FLOR�O
[PURSUANT TO FLORIDA STATUTE § 287.1351
j� Compass Group USA, Inc. by and through its Canteen Division
Michael Coffey On behalf Of
Print Name
Company Name
Compass Group USA, Inc.
certifies that by and through its Canteen Division does not:
Company Name
1. Participate in a boycott of Israel; and
2. Is not on the Scrutinized Companies that Boycott Israel list; and
3. Is not on the Scrutinized Companies with Activities in Sudan List; and
4. Is not on the Scrutinized Companies with Activities in the Iran Terrorism
Sectors List; and
5. Has not engaged in business operations in Cuba or Syria.
Signature
Division President
Title
July 31, 2026
Date
City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160
(305) 947-0606 phone (305) 949-3113 Fax
EXHIBIT 3
COMPASS GROUP USA, INC. — FIRST AMENDMENT 284'
Page 6 of 6
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oF SUN P`'° Affidavit of Compliance with Anti -Human Trafficking Laws
City of Sunny Isles Beach
18070 Collins Avenue
Sunny Isles Beach, FL 33160
Telephone: (305) 947-0606
The undersigned, on behalf of the entity listed below ("Entity"), hereby attests, under penalty of
perjury, as follows:
1. Entity does not use coercion for labor or services as defined in Section 787.06, Florida
Statutes. (Source: § 787.06 (13), Florida Statutes — Human Trafficking).
2. The undersigned is authorized to execute this affidavit on behalf of Entity.
Date: July31 2026
Compass Group USA, Inc.
Entity: by and through its Canteen Division
STATE OF Florida
COUNTY OF Pinellas
Signed:
Name:
Michael T Coffey
Title: Division President
The foregoing instrument was acknowledged before me, by means of ® physical presence or ❑
online notarization, this 31st day of July 2026 by
Michael T Coffey as Division President for
Compass Group USA, Inc. by and through its Canteen Division ,who is persorially krill h to
me:or who has produced as identification.
Notary Public Signature: "VA -
Print Name: Nicola F Pagley
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Ia : Cardmbnill107412!
acV E*WAUF931,2=
State of Florida at Large (Seal)
My commission expires: August 31, 2029
Cityy 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: Genesis Cuevas, Procurement Director
DATE: August 20, 2026
RE: First Amendment Approval with Compass Group USA, Inc. for Vending
Machine Services
RECOMMENDATION:
This item is presented for consideration by the City Commission.
REASONS:
Historically, the City of Sunny Isles Beach solicited proposals for Citywide Healthy Vending Services
through RFP No. 17-03-01. Two companies submitted proposals in response to the solicitation: Bettoli
Trading Corporation and Right Choice Vending. Bettoli Trading Corporation was selected to provide
vending services at various City locations, including the Government Center, Pelican Community Park,
Samson Oceanfront Park, Heritage Park, Town Center Park, and subsequently The Spot. The 2017
agreement with Bettoli earned the City 21% of gross sales.
Upon expiration of the City's five-year contract term, the City continued procurement of these services
through a City of Parkland piggyback agreement in 2022 earning the City 27% of the gross sales
generated from the vending machines at City properties. Subsequently, effective August 20, 2025,
Compass Group USA, Inc. acquired Bettoli Trading Corporation.
As the Procurement Department frequently monitors other RFP's to get the most benefit for the City of
Sunny Isles Beach, they followed the City of Pembroke Pines Request for Proposal (RFP # RE-24-04) for
Item Number: 9.E
263
vending services. The purpose of this solicitation was to establish a new contract to furnish, install,
stock, replenish and maintain beverage machines, snack machines or both at various City locations. The
selected contractor would provide a monthly revenue to the City of Pembroke Pines. On April 16, 2024,
the City opened one (1) proposal, Bettoli Trading Corp. The Evaluation Committee unanimously
approved a motion to recommend to their City Commission to award RFP # RE-24-04 "Vending Machine
Services at Various Pembroke Pines Locations" to the sole bidder, Bettoli Trading, Corp.
On October 15, 2025, the City Commission for Pembroke Pines approved a document entitled
"Assignment, Assumption, and Consent Agreement" between the City of Pembroke Pines and Bettoli
Trading Corp and Compass Group USA, Inc. earning their city a revenue share of 20%.
Considering that the City of Sunny Isles Beach currently earns 27% of the Contractor's gross sales from
all vending machines sales on City property, it is in the best interest of the City to renew with Compass
Group USA, Inc. under the current terms and conditions of our existing agreement. Compass Group
USA is agreeable to these renewal terms as well as upgrading an old machine.
ADDITIONAL INFORMATION:
It is recommended to renew this revenue generating agreement with Compass Group, USA to continue
the relationship with our current vending machine service provider earning the higher rate of 27% of
sales.
Copies of the complete contract, including all exhibits and attachments, are on file with the Office of the
City Clerk and are available upon request.
FUNDING SOURCE:
Not applicable, this is a revenue generating contract, no cost to the City.
ATTACHMENTS:
Resolution
First Amendment - Compass Group
Item Number: 9.E
264