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HomeMy WebLinkAboutReso 2010-1641 RESOLUTION NO. 2010-~ A RESOLUTION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AUTHORIZING THE CITY MANAGER TO ENTER INTO A THREE-YEAR LEASE AGREEMENT WITH TOSHIBA BUSINESS SOLUTIONS FOR SEVEN (7) COPIER/SCANNER/PRINTERS, A TT ACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE MA YOR TO EXECUTE SAID AGREEMENT; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City currently uses Xerox leased photocopiers located at the Government Center and Pelican Community Center; and WHEREAS, the City's current agreement with Xerox is due to expire on December 1, 2010, and the City solicited written quotes; and WHEREAS, staff has determined that the Toshiba copiers have the appropriate copying/printing/scanning capabilities to meet the expanded copying/printing/scanning needs; and WHEREAS, the City wishes to enter into a three-year Lease Agreement with Toshiba Business Solutions, under the State of Florida award to Toshiba based on the State of Florida's April 8, 2010 RFP No. 20-600-000-Q for multifunction products including copiers, for seven (7) Digital Copiers, in an amount of Thirty-Five Thousand Eight Hundred Ninety-Seven Dollars ($35,897.00) annually plus additional per-copy charges, 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 Lease Agreement. The Lease Agreement with Toshiba Business Solution, attached hereto as Exhibit "A," for seven (7) Digital Copiers, in an amount of Thirty- Five Thousand Eight Hundred Ninety-Seven Dollars ($35,897.00) annually (base charge) plus additional per-copy charges, as more particularly described in Exhibit "A", is hereby approved. Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said Agreement. 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. The Resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this 18th day of November 2010. R2010- Toshiba Copiers Lease Agmt Page 1 of2 ATTEST: c~~~ Jane A. Hines, CMC, City Clerk Vote: '5....t) Mayor Edelcup Vice Mayor Thaler Commissioner Brezin Commissioner Goodman Commissioner Scholl R201O- Toshiba Copiers Lease Agmt Moved by: ,,\U ~v1K~~ Seconded by: ~fY\\SSI{)f0Ct-~ ~\-lDLL V(Yes) V (Yes) V(Y es) c::;:7""(Yes) V(Yes) _(No) _(No) _(No) _(No) _(No) Page 2 of2 CITY OF SUNNY ISLES BEACH AGREEMENT CONTRACT NO. CIOII-016 THIS CONTRACTUAL AGREEMENT (hereinafter referred to as the "Agreement") is made in duplicate, this _ day of , 2010, by and between the CITY OF SUNNY ISLES BEACH, Florida, (hereinafter referred to as "City"), and TOSHIBA BUSINESS SOLUTIONS FLORIDA a corporation authorized to do business in the State of Florida (hereinafter referred to as "Contractor") whose Federal 1.0. # is RECIT ALS WHEREAS, the City of Sunny Isles Beach is in need of a contractor to provide a total of six (7) Toshiba photocopy machines for use at the City's Government Center located at 18070 Collins Avenue and Pelican Community Park located at 18 I 15 North Bay Road ("Services"); and WHEREAS, Contractor is a certified and insured company with the necessary experience to provide the desired Services; and WHEREAS, the State of Florida issued Contract Number 600-000-11-1 as a result of State of Florida Department of Management Services Request for Proposal Number 20-600-000- Q to provide copiers to the State of Florida, attached hereto as Exhibit "B" and made a part hereof; and WHEREAS, the Contractor has agreed to provide the Services to the City using the State of Florida's Contract Number 600-000-11-1, per attached Exhibit "A", attached hereto and made a part hereof; and WHEREAS, pursuant to the City's procurement code provisions, purchases made under state, county or other governmental contracts, or competitive bids with other governmental agencies are exempt from the City's competitive bidding procedures; and WHEREAS, the City wishes to contract with Contractor to provide the desired Services to the City for an annual grand total of Thirty-Five Thousand Eight Hundred Ninety-Seven ($35,897.00) for thirty-six (36) months for a total amount not to exceed Seventy-Seven Thousand Nine Hundred Twenty Dollars and Fifty Cents ($77,920.50). NOW THEREFORE, in consideration of the promises and the mutual covenants herein name, the parties agree as follows: 1. RECITALS. The Recitals set forth above are hereby incorporated into this Agreement and made a part hereof for reference. t: "'. , \O,J' CIOII-OI6 AGREEMENT City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax 2. SERVICES. Contractor agrees to perform the Services and furnish all labor and materials in a good workmanlike and professional manner. The Services shall be performed by Contractor to the full satisfaction of the City. 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. 3. TERM. Subject to the provisions relating to the termination of this Agreement as set forth hereunder, the term of this Agreement shall begin upon the execution of this Agreement and shall end thirty-six (36) months thereafter. Any change in fee, terms or conditions shall be accomplished by written amendment to this Agreement and approval by the City. Payment will be made only for work completed to the satisfaction of the City. Contractor is to commence performance of work from the date of this agreement and continue in a diligent manner until completion of the Services. Contractor acknowledges that compliance with the commencement and completion schedule is the essence of this Agreement. 4. COMPENSATION. The Contractor shall be paid a monthly grand total of Two Thousand One Hundred Sixty Four Dollars and Forty Six Cents ($2,164.46) for each month during the duration of this Agreement, unless otherwise canceled in accordance with Section 8 of this Agreement. 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: a. Disbursements. There are no reimbursable expenses associated with this contract. b. Payment Schedule. Invoices received from the Contractor pursuant to this Agreement will be reviewed by the initiating City Department. 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. CIOII-OI6 AGREEMENT 2 S J f) City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax c. 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. d. Final Invoice. In order for both parties herein to close their books and records, the Contractor will clearly state "final invoice" 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 incurred 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 further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Agreement. 5. DEPENDENT 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 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. 6. OWNERSHIP OF DOCUl\1ENTS AND EQUIPl\1ENT. 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 (15) 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 following minimum CIOII-016 AGREEMENT 3 Sib City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax insurance coverage to protect the City and Contractor against all loss, claims, damage and liabilities caused by Contractor, its agents, sub-Contractors or employees, as indicated below: o 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 ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) aggregate. o Worker's Compensation, as required by law, but with no less than $1,000,000.00 for Employer's Liability. o Business Automobile Liability which shall include coverage for all owned, non- owned and hired vehicles for minimum limits of not less than One Million Dollars ($1,000,000.00) per occurrence, One Million Dollars ($1,000,000.00) per accident for bodily injury and Five Hundred Thousand Dollars ($500,000.00) per accident for property damage. 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(ies) 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's Risk Management Department. 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-Contractor(s) 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. 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 Cl011-016 AGREEMENT 4 " ... k ",j! b City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax 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, refuses or is unable to perform any term of this Agreement, City shall pay for services rendered as of the date of termination. I. In the event of termination, all finished and unfinished documents, data and other work product prepared by Contractor (and sub Contractor (s)) shall be delivered to the City and the City shall compensate the Contractor for all Services satisfactorily performed prior to the date of termination, as provided in Paragraph 4 herein. 11. 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(i) and A(ii) 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. 9. ARBITRATION. It is the intention of the parties that whenever possible, if a dispute or controversy arises hereunder then such dispute or controversy shall be settled by arbitration in accordance with the procedures, rules and regulations of the American Arbitration Association. The decision rendered by the Arbitrator shall be final and binding upon the parties and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. Arbitration shall be held in Miami-Dade County, Florida. All costs of arbitration and attorneys' fees incurred by the parties shall be paid by the non-prevailing party or, if neither party prevails on the whole, each party shall be responsible for a portion of the costs of arbitration and their respective attorneys' fees as may be determined by the court on confirmation. CIOII-OI6 AGREEMENT 5 ,,\, rS I h City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax 10. CONFIDENTIAL INFORMATION. The Contractor shall not, either during the term of this Agreement or any time for a period of 10 (Ten) 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. 11. 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 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: Rick Conner With a copy to: City Manager Hans Ottinot City of Sunny Isles Beach City Attorney 18070 Collins A venue City of Sunny Isles Beach Fourth Floor 18070 Collins A venue Sunny Isles Beach, Florida 33160 Fourth Floor Tel: (305) 792-1701 Sunny Isles Beach, Florida 33160 Tel: (305) 792-1702 If to the Contractor: Annie Cruz Toshiba Business Solutions Florida 6401 Nob Hill Road Tamarac, Florida 33321 Tel: (305) 710-7989 12. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. Venue shall be in Miami-Dade County, Florida. 13. 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. CIOII-OI6 AGREEMENT 6 { ''''1 , ~., ~ iJ ifJ City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax 14. 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 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 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 payor 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. 15. 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 Chapter 33 of the City of Sunny Isles Beach Code of Ordinances, 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 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 therefrom. 16. INDE.MNIFICATION AND WAIVER OF LIABILITY. 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 from 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 performed under 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 injury; sickness; disease; death; or injury to impairment, or destruction of tangible property including loss of use resulting therefrom, caused by any negligent acts, errors, mistakes or omissions related to Services in the performance of this Agreement including any person for whose acts, errors, mistakes or CIOII-OI6 AGREEMENT 7 ~ '~.'J .,) City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax omissions the Contractor may be legally liable. The parties agree that TEN DOLLARS ($10.00) represents specific consideration to the Contractor for the indemnification set forth in this Agreement. 17. 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. C. 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. D. The terms and conditions in this Agreement supersede any other conflicting provisions that are contained in any other document, including any attachment hereto. E. This Agreement contains the entire agreement of the parties, and may be amended, waived, changed, modified, extended or rescinded only by in writing signed by the party against whom any such amendment, waiver, change, modification, extension and/or rescission is sought. [Remainder of page intentionally left blank] CIOII-016 AGREEMENT 8 <"" ,\' .~ 'i"., :J ' 1;.,/ -v City of Sunny 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 duplicate on the day and year first written above. WITNESSES: TOSHIBA BUSINESS SOLUTIONS FLORIDA Signature BY: Signature and Title Print Name WITNESSES: Signature Print Name ATTEST: CITY OF SUNNY ISLES BEACH BY: Jane A. Hines, CMC, City Clerk B CIOII-016 AGREEMENT 9 ". ;'. i i ',1 I' J:..; J..,) Preview Page 1 of2 City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947-0606 City Hall (305) 949-3113 Fax MEMO~ANQUM TO: The Honorable Mayor and City Commission FROM: Minai Shah, Assistant City Manager-Finance DATE: 11118/2010 RE: Photocopier Lease Ageement with Toshiba Business Solutions Florida RECOMMENDA TION: Staff recommends the City Commission approve the attached resolution to enter into a three year agreement with Toshiba Business Solutions Florida for the lease and maintenance of seven photocopiers located in the Government Center and Pelican Community Center. REASONS: The City currently uses Xerox leased photocopiers located at the Government Center and Pelican Community Center. The agreement with Xerox is due to expire on December 1, 2010. The City solicited written quotes from three vendors supplying three different brands: Xerox, Toshiba, and Konika. The price quotes are determined based on the base price of the equipment itself and a per print cost for black & white and color. Below is a comparison of the City's projected annual cost by vendor based on the most comparable machines available with annual consumption of approximately 590,000 black & white and 370,000 color. CURRENT PROPOSED Xerox Xerox Toshiba Konica Base Price (7 copiers) 29,756 23,625 16,542 17,156 Printing (Color) 32,710 18,974 16,470 15,372 Printing (Black) 3,881 3,459 2,884 3,095 Projected Annual Cost 66,348 46,057 35,897 35,623 Konika was the lowest bidder based on projected usage. However, Toshiba is the lowest when comparing base price of machines and the black & white print costs. In addition, their proposal offer more functionality and has had proven service commitment. The projected difference in cost is $3.26/machine/month. http://sibagenda.sibfl.net/agenda/Preview.aspx?ItemID=390&MeetingID=O&MeetingDat... 11/12/20 10 Preview Page 2 of2 The City will piggyback the State of Florida award to Toshiba based on the State of Florida's AprilS, 2010 Request for Proposal (RFP) Number 20-600-000-Q for multifunction products including copiers. ATTACHMENTS: . Resolution http://sibagenda.sibfl.net/agenda/Preview.aspx?ItemID=390&MeetingID=O&MeetingDat... 11/12/2010