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R-01-0673
0 0 '-01-471 7/10/01 RESOLUTION NO. -A' RESOLUTION OF THE MIAMI CITY COMMISSION AMENDING RESOLUTTON NO. 00-001, ADOPTED JANUARY 13, 2000, ACCEPTING THE rATO OF INTER -AMERICAN PROTECTIVE SERVICES, FOR THE PROVISION OF SECURITY GUARD SERVICES CTTYWTDE, ON AN AS NEEDED CONTRACT BASIS FOR ONE (1) YEAR, WITH THE OPTION TO RENEW FOR TWO (2) ADDITIONAL ONE (1) YEAR PERTODS, TO TO ENFORCEMENT REFLECT A NAME CHANGE 1ro SECuRITY k;N1 PROTECTIVE AGENCY, INC. BEIT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. Resolution No. 00-001, adopted Jant4ary 13, 2000, is amendedintbe following particulars:!/ "Resolution 00-001 Section 2. The bid received on November 10, 1999, from +nbee _"me 9*90eetAve sevy4eea SecurJty Enforcement Protective Agency, for the provision of security guard services citywide, on an as needed contract basis for one (1) year, with the option to renew for two (2) additional Words and/or iigures stricken through shall be deleted. Underscored words and/or. figures shall be added. The remaining provisions are now in effect and remain unchanged. Asterisks indi"te omitted and unchanged material. am oil QCW JUL 1 0 2001 51- 673 i • one-year periods, is hereby approved, at an annual amount not to exceed $:30,000, from various user departments at time of need * * t.• Section 2. This Resolution shall become effective immediately upon its adoption and signature of the.Mayor.2/ PASSED AND ADOPTED thj s 10_th__._., day of July _,,, 2001. JOE CAROLLO, MAYOR 1s saa W=w with Mltml Code Sec. 2411% sties un Mayor d i not Udtste spprovai of Stir 100'aft ► by slpninp ft in the designated pias provW4 said teplslation now ATTEST: IbaooRws sl ed @ wkh to ebpee often (10) from the date of Co action sam% W* Mt the MOM ex . WALTER J. F0EMAN ____.__ . INaker J. Fpelr19f1, CITY CLERK If the Mayor does not sign this Resolution, it shall become effective at the and of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Comniassiori. Page 2 of 2 Rrraaar- 01- 673 • CITY OF MIAMI, FLORIDA 'OC =12 INTER -OFFICE MEMORANDUM TO: Honorable Mayor and DArFFILE Commission of the City Conission JUN 2 0 "T al sua,Ecr • Resolution Amending Resolution No. 00-001 Security Guard Services FROM ez REFERENCES Bid No. 99-00-030 City Manager ENCLOSURES RECOMMENDATION It is respectfully recommended that the City Commission adopt the attached Resolution, amending Resolution No. 00-001, adopted January 13, 2000, accepting the bid of Inter -American Protective services, for the provision of security guard services citywide, on an as need basis for one (1) year, with the option to renew for two (2) additional one (1) year periods, to reflect a name change from Inter -American Protective services to Security Enforcement Protective Agency, Inc. BACKGROUND Inter -American Protective Services changed their name to Security Enforcement Protective Services AReney, Inc. This name change was necessary, as they changed their legal status from sole proprietorship to corporation. CAG/RJN/J* Elm KeWMew 01- 673 J-00-41 1/3/00 • • RESOLUTION NO. A RESOLUTION OF THE MIAMI CITY COMMISSION ACCEPTING THE BID OF INTER -AMERICAN PROTECTIVE SERVICES, FOR THE PROVISION OF SECURITY GUARD SERVICES CITYWIDE, ON AN AS NEEDED CONTRACT BASIS FOR ONE (1) YEAR, WITH THE OPTION TO RENEW FOR TWO (2) ADDITIONAL ONE-YEAR PERIODS; AT AN ANNUAL AMOUNT NOT TO EXCEED $130,000, ALLOCATING FUNDS THEREFOR FROM THE VARIOUS USER DEPARTMENT BUDGETS AT TIME OF NEED. WHEREAS, the Department of Purchasing requires a citywide contract for security guard services for various user departments; and WHEREAS, pursuant to public notice, Invitations for Bid No. 99-00-030 were mailed to fifty-six (56) potential providers of said services; and WHEREAS, thirteen (13) bids were received on November 10, 1999; and WHEREAS, Inter -American Protective Services, the lowest bidder, (based on an hourly rate, plus a two-way radio cost), made an exception to the specifications of invoicing holidays at time and a half; and ©i- 673 CITY COBasSION XMI+NG OF 3 3 17 ANC1YtbII iVO. WHEREAS, the Department of Purchasing conducted a cost analysis of this exception revealed that even if the City agrees to the exception, Inter -American Protective Services remains the lowest responsive and responsible bidder; and WHEREAS, funds are available from various user departments at the time of need; and WHEREAS, the City Manager and the Director of Purchasing recommends that the bid received from Inter -American Protective Services, be accepted as the lowest responsive and responsible bid; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. Section 2. The bid received on November 10, 1999, from Inter -American Protective Services, for the provision of security guard services citywide, on an as needed contract basis for one (1) year, with the option to renew for two (2) additional one- year periods, is hereby approved, at an annual amount not to exceed $130,000, from various user departments at time of need. 01- 673 Page 2 of 3 • • Section 3. This Resolution shall become effective immediately upon its adoption and signature of the Mayor." PASSED AND ADOPTED this 13th day of JanuaXy , 2000. JOE CAROLLO, MAYOR In atcontm with Miami Cods Sao. 2.38, slice the Mr -W did not Indicate arrm- ^! Of t�1is I lSlation by si-ning it in the de::gns:ad p!tce proVj:iPd. e + I�- _. bocci= effective with the e.sct^ cf'2^ (;v) ds ,-.*c m ii;2 chat c C.--, _ wgw*v same. without the 1V1aygfter eto._ /40 n ] ATTEST: WALTER J. POW" CITY CLERK .44 CORRECTNESS :/ TY 57:RCL:hdb If the Mayor does not sign this Resolution, it shall become effective at the end of ton calendar days from the date it was passed and adopted. If the mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. 01— 673 Page 3 of 3 85;:5/2001 91:09 30523281# # tr 13118 S.W . IO TH 91 RM r MAN. PL 33106 M IM) 93it4W9 • PAX MN 13 MN City of Miami Dept. of Purchasing 444 S.W. 2nd Ave. 6th Floor Miami, FL 33130 SECURITY ENFWT BUCURM ENERRCEMENT PROYM r M aornor RE: Company name and legal statue change. Dear Mrs. Suarez, May 15, 2001 This letter serves as notification as to the company name change and to the legal status change from sole proprietorship to corporation, The name changed from: Inter -American Protective Servicas to the now name which is: Security Enforcement Protective Agcney, Inc. EIN: 65-1099688. The ownership, managcrncnt, and employees remain the same. It is simply a legal status and name change only. If you have any further questions regarding this matter, please do not hesitate to contact me. Thanking you in advance for your time and effort. WSin,, ri ez. PAGE a2 01- 673 115; .F!�C21 04:05 :05_3299 SECORI-- ENFONCEMEI-7 FADE 0: 1850>487-8013 04/19/0 :36 F1 Dept of State Di 0 *tate'�-- '.-1,rOriDa �rpattntrnt of Stair I certify from the records of this office that SECURITY ZNlORCMNMT PRmcTIVE AGCNCY, INC. is a corporation organised under the lass of the state of riorida, filed on April 19, 2001. The document number of this corporation is 801000089891. I further certify that said corporation has paid all lees due this office through December 31, 2001, and its status is active. I further certify that said corporation has not filed Articles of Dissolution. I further certify that, this is art electronically transmitted certificate authorised by section 15.16, riorlds Statutes, and authenticated by the code, 10L400023212-041901--PO1D00039891-1/1, noted below. Given under my hand and the Great Seal of the State of riorida, at Tallahassee, the Capital, this the Nineteenth day of April, 2001 Authentication Code: 101A00023212 -041901•-P01000039891-1/1 OWOM O -M r IIIZII.� -��o PwilErine xarris 4anwtaryj of ft* 6 i 3 e5/ 5,12100-1 04:04 305232E SECURL".1 Ef4FCRM-1ENT PAGE 04 i �. t,{401W00t12(J28 0))) ARTICLES OF INCORPORATION OF SEC AUTY ENFORCEIIlENT PR07EC77M AGENCY, INC. 'ncc undersigneu subscriber to these Articles of Incorporation of SECURITY ENFORCEMENT PROTECTIVE AGENCY, INC., a natural person competent to contract, hereby forms a corporation for profit under the laws of the State of Florida. A TICI.E 1 - NA ` Thr name of this Corporation is SECURITY ENTORCENMNT MOTSCTIVE AGENCY, INC. ARTS' II - U R TION This Corporation shall have perpetual existence. ARTICLE 111 - PURPOSE. Seciian 3.01, Purposes. "f he purposes for which this Corporation is organized are as follows: a. To engage to the transaction of any and all business permitted under the laws of the State of Florida and of the United States b To engage in the security guard business. c. To do everything necessary, proper, advisable, or convenient for the accomplishment or the toregorng purposes, and to do all things incidental to them or connected with them that are not fomidden by law or by these Arucle!, of Incorporation. Sector 1.0:. Powers The Corporation, subtect to any specific written limitations or restrictions imposed by the Corporation Lax%s of the State of Florida air by thew Articles of Incorporation, shall have and exercise the following powers: a. Io have and to exercise all the powers specified under the Florida General Corporation Act. b. To purchase, transfer, sell. convey, acquire, own, operate, exchange, lease, improve, develop, mortgage, manage and otherwise deal in interests in real and personal property of any nature or kind. c. To carry out all or part of the purposes sated hercin as principal, agent or otherwise, either alone or in assoctat.ion with any other persons firms, associations, or corporations, or, to such extent as a corporation organized under thrr laves of the State of Florida may or herrafter lawfully do, as a mernbe.r of or as the owner or holder of any stock of, or shares or securities or interests in, anv general or limited partnership, association, corporation, Rust, syndicate, or other firm or entity; and to a like extent in wrtnection therewith, to make. Cuter into, and perform contracts or deeds with any person, firm, association or corporation or any government or subdivisions, agency or instruincntality thereof. d. To make any guaranty respecting stocks, dividends, securities, indebtedness, interest, contracts or ocher obligations created by any domestic or foreign ourporation, association, partnership, !rndividual or other entity. e Fach of the foregoing clauses of this section shall be construed as independent powers, and the matters expressed in each clause shall not, unless otherwise expressly provided, be I ((MO10000101028 O))) 01— 673 05/15/2001 04:09 3052328504 9EC.IRIT� EWORCWt PAGE 05 • t,,t A0lWM42026 0))) limited by reference to, nr interference from, the terms of any other clause. The enumeration of specific powers shall not be construed as limiting or restricting in any manner either the meaning of general terms used in any of these clauses, or the scope of the general powers of the Corporation created by them; nor shall the expression of one thing in any of then clauses be deemed to exclude another not expressed, although it be of a like nattus. Section 3.03. Conducting Business in Other Jurisdictions. The Corporation may conduct business and otherwise carry on its purposes and exercise its power in any state, territory, district or possession of the United States, or in any foreign country, to the extant that these purposes and powers are not forbidden by law of the state, territory, district or possession of the United States, or by the foreign country; and it may limit the purpose or ptaposes that it proposes to carry out or the powers it proposes to exercise in any application to do business in any state, temtory, distnct or possession of the United States or foreign country. Section 3.04, Carrying Out Purposes and Powers. The Board of Dir cturs, subject to any specific written ;imitation or restriction imposed by the Corporation Laws of the State of Florida or by these Articles of incorporation, shall direct the carrying out of the purposes and exercise the powers of the Corporation without previous authorization or subsequent approval of the shareholders of the Corporation. Section 4.01. Number of Authorized Shares. The maximum number of shuns of stock that this Corporation is authorized to have outstanding at any time is one thousand (1,000) shares of common stock, each having the par value of ten ($.10) cents. Section 4.02. voting Rights. Such shares of stock may be designated either voting or nonvoting shares before issuance by action of the Board of Directors; provided, however, that unless such designation is specifically made by the Board of Directors, said stock shall be deemed voting. Section 4.pz. Consideration for Stock. Authonzed capital stock may be paid for in rash, service or property at a just value to be fixed by the Board of Directors of this Corporation at any regular or special meeting. Section 4.04. Dividends. The holders of the capital stock of the Corporation shall be enutled to recewe, when and as declared by the Board of Directors, dividends payable either in cash, property or shares of capital stock. n 1141��T1f 11 • ► ► II Section 5.01. The initial Bylaws shall be adopted by the Board of Directors. the power to alter, amend. or repeal the Bylaws or to adopt new Bylaws shall be vested in the Board of Directors. The Bylaws may contain any provisions for the regulation and management of the Corporation not inconsistent with the Corporation Laws of the State of Florida or of these Articles of Incorporation. Section S.(C. Transactions with Directors. Any contract or other transaction betwwri the Corporation and any firm, organization or corporation of which one or more of the Directors are members, employees, shareholders, directors, or officers, or in which they have an interest, shall be valid for all purposes, notwithstanding the presence of the interested Director or Dtrectors at the Board of Directors meeting in which the contract or transaction is acted upon 2 WH01000042028 0))) 01- 673 05/15/2001 a4:09 30523285� SECURITY EWORCEMENT PAGE 06 �. t,40 I O 0042028 0))) or considered, and notwithstanding his or their participation in the action, if the fact of such interest shall be disclosed or known to the Board of Directors and if the Board of Diretxors shall, nevertheless, authorize or ratify the contract or transaction and permit the interested Directors to be counted in determining whether a quorum is present and to vote on such authorization or ratification. This section shall not be construed to invalidate any contract or other transaction that would otherwise be valid under the common and statutory law applicable to it. The principal place of business and mailing address of this Corporation shall be 13418 S.W. 128th Street Miami, Florida 33186. Section 7.01. Registered Office. The address of the initial registered office of the Corporation is 13418 S W. 128th Stiect Miami. Florida 3318b. Section 7.02. Registered Agent. Pursuant to ¢48.091 of the Florida Statutes, SECURITY ENFORCEMF_.NT PROTECTIVE AGENCY, INC, has named MANUEL RODRIGUEZ as its registered agent, to be at the address of the registered office of this Corporation, to accept service of process for this Corporation and to otherwise comply with all provisions of said Act and all laws pertaining thereto. ARTICLE V111 . FLTNDAMENTAL CHANGES The affirmative vote or written consent of the holders of sixty percent (60%) of the issued and outstanding shares of c:apitai stock shall be necessary for the following o o¶to action: (a) Merger or consolidation of the Corporation. () Reduction or increase of the stated capital of the corporation. (c) Sale of a major portion of the property or assets of the Corporation. (d) Dissolution or liquidation of the Corporation. This Corporation shall have two directors initially! MANLEL RODRIGUEZ of 13418 S.W 128th Street Miami, Florida 33186 1USTO RODRIGliEZ o; 13418 S.W. 128th Street Miami, Florida 33186 The persons named as initial directors shall hold office for the fust yo;ar of existence of this Corporation or until such persons's successors are elected or appoiaNd and havc qualified, whichever occurs firs:. The number of directors may be increased or diminished from time to time by the Hy -Laws but shalt ntver be less than one. The Directors need not be residents of the State of Fiorida or shareholders of the Corporation, (((N01000042028 0))) o1- 673 05/15,120e1 M 09 3052329904 SECURITY ENFORCC t,,o1l01000042028 0))) The initial officers of this Corporation shatl be as follows: President MANUEL RODRIGUEZ of 13418 S.W. 128th Street Miami, Florida 33186 Vice-President/Secretary/Treasurer: 1USTO RODRIGUEZ of 13418 S.W. 128th Street Miami, Florida 33186 PAGE 07 The person, named as initial officers shall hold office for the first year of existence. of this Corporation or until such person's successors are elected or appointed and have quallBed, whichever occurs first. The name and street address of the person signing these Articles of i mrp madon as the Incorporator is: MANUEL RODRIGUEZ of 13418 S.W. 128th Street Miami, Florida 33186 The initial shareholders of the corporation and their respective shareholdings shall be as follows: MANUEL RODRIGUEZ Shares issued 1,000 This Corporation shall have the authority, acting through its Board of Diieetors, to advance expenses to or indemnify any officer, employee, agent or director to the fall extent permitted by taw when `aid person has incurred expenses or liabilities, in the sole discretion of the Board of Directors for the benefit or on behalf of the Corporation. u 1 ayN It - z This Corporation reserves the right to amend any pravisioo of this Art ks of lncorpomuon in the manner provided by law. Any rights conferred upon shareholders shall be subject to this reservation. IN WITNESS WHEREOF, the undersigned has executed, acknowledged and filed the foregoing Articles of incorporation under the laws of the State of Florida this April 19, 2001. (((H01000042028 0))) 01- 673 elrlel.� �a► S5/15/2001 04:09 305232 SECURITY EWERC 4V PAGE 08 "OIMW420?.= 0))) STATE OF FLORIDA 1 COUNTY OF MIANIi-DARE) BEFORE ME, a Notary Public, personally appeared MAkiM RODRICn= the Incorporator herein, who has produced a Florida Driver's License as id4tti&wtion, and who, executed the foregoing Articles of incorporation and took an oath and statas that dee contents of the foregoing Articles of Incorporation are true and cmmt and that A is filed for the purpons therein expressed this April 19, 2001. -011. NOTARY PUBLIC ((M01000042028 0))) 01- 673 85/15/2001 84:09 3052328SE4 SECLtI7v EWQVCSWNT PAGE 09 �-- t,,.010M2028 0))) CERTIFICATE OF DESIGNATION &&UISTiIi M AGENT/RECISMED OFFS Pursuant to the provisions of 1607.0501 of the Florida Statutes, SECURITY ENFORCEMENT PROTECTIVE AGENCY. INC., organized under the laws of the State of Fiarida, subudts the following statcment designating the registered offim and the registered agent of this Corporation, in the State of Florida. The name of the corporation is SECURITY ENFORCEMENT PROTIGC'fIVE AGENCY, INC, 2. The name and address of the registered agent and office of the Corptrat don is MANUEL RODRIGUEZ of 13418 S.W. 128th Street Miami, Florida 33186 Signature:ov4lll(SEAL) A UEL RO EZ. President Date: April 19. 2001 ACKNOWLEDGMENT: Having been named as registered a,geat and to accept service of process for this Corporation, at the place designated in this Certificate, I hereby accept the appointment as registered agent and agree to act in such capacity. I fur9m. agree to comply with the provisions of all statutes relating to the proper and complete performame of my duties. I am fainiliar with and accept the duties, responsibilities and obligations of my position as registered agem of the corporation. Signature: (SEAL) NEL RODRI . Regiinrod Agmt Date: April 19. 2001 tr61COME 6 ((H01000042028 0))) 01- 673 0 0 AMENDMENT BID NO. 99-00-030 ,fp b S s P,p, r Z! yy ITI+i: Security Guard Services ° t DEPARTMENT: Citywide TYPE OF PURCHASE: Amend Section 2 of Resolution No. 00-001 RECOMMENDATION: It is recommended that Resolution No. 00.001 be amended to reflect the company name change from Inter -American Protective Services to Security Enforcement Protective Agency, Inc., for the provision of security guard services citywide, on an as needed contract basis for one (1) year, with the option to renew for two (2) additional one (1) year periods. t y actor of asin , f T bate M1 3 S M1 AwardAmertd 01- 673