HomeMy WebLinkAboutR-90-0202Ii Q�1" 1 /7
P.ESOLUTION NO. 90-020Z
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
ENTER INTO AN AGREEMENT, IN A FORM ACCEPTABLE
TO THE CITY ATTORNEY, BETWEEN THE CITY OF
MIAMI AND MIAMI BUS BENCH JOINT VENTURE,
D/B/A BUS BENCH COMPANY, TO MANUFACTURE
INSTALL AND MAINTAIN APPROXIMATELY 1,500 BUS
BELCHES CITY WIDE, AND TO SELL ADVERTISING ON
APPROXIMATELY 1,000 OF SAID BUS BENCHES, WITH
AN ESTIMATED REVENUE OF $62.10 PER BUS BENCH
PER YEAR, PLUS 1t OF GROSS RECEIPTS, FOR AN
INITIAL TERM OF FIVE YEARS, SAID AGREEMENT
BEING RENEWABLE AT THE CITY'S OPTION..
WHEREAS, the City's contract with a bus bench provider has
expired and there is a need for this service; and
WHEREAS, proposals were received on November 21, 1989, from
three firms for this service; and
WHEREAS, an informal committee was formed to evaluate the
proposals which consisted of one member from the Department of
General Services Administration, Division of Procurement, the
City's Minority/Women's Affairs Director, and one member from the
Department of Public Works; and
WHEREAS, the committee after careful deliberation has
determined that only one of the said proposals qualifies as being
responsible and responsive; and
WHEREAS, the Director of the Department of Public Works, the
City Manager, and the evaluating committee recommend that the
City enter into an Agreement with Miami Bus Bench Joint Venture,
d/b/a Bus Bench Companv, to manufacture, install and maintain
approximately 1,500 bus benches city wide, and to sell
advertising upon approximately 1,000 of said benches;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Manager is hereby authorized to
Rescinded BY -- —
:' c1i'COMMISSION
114EETIlNG OF
MARL 9 ''` ig9Q
RESZ7LUTlt�h tCa. o '" 2oz
REMARK _
enter i nt..o :,in a irer�ment , 11 in a form to tho City
Attorney, with Miami Bias Rench ,Joint Venture, d/h/a Rus Bench
Company, to manufacture, install and maintain approximately 1,500
bus benches city wide, and to sell advertising upon approximately
1,000 of said bus benches, with an estimated revenue of $52.10
per bus bench per year., plus 1t of gross receipts, for the
initial term of this contract.
Section 2. After expiration of five years,this contract
may be renewed at the option of the City of Miami for no less
than the revenue indicated in the proposal submitted by Miami Bus
Bench Joint Venture on November 21, 1989.
Section 3. This Resolution shall become effective
immediately upon its adoption.
PASSED AND ADOPTED this 8th day of March 1990.
AVIER L. SUARE , AYOR
ArYHIRAI,
CITY CLERK
LEGISLATIVE REVIEW:
N Y&,vvm NvA-
G. MIRIAM MAER
CH1EF ASSISTANT CITY ATTORNEY.
SUBMITTED BY:
UIS . PRIETO-PORTAR, PH.D.
DIRECTOR OF PUBLIC WORKS
APPROVED AS TO FORM AND CORRECTNESS:
JOtGE ` RNANDEZ
CITY ATTO EY
-- GMM/ ra/M 373
1/ The herein authorization is further subject to compliance with
all requirements that may be imposed by the City Attorney,
including but not limited to those prescribed by applicable
City Charter and Code provisions.
0-0202
CITY OF MiAMI, FLORIDA
INTER -OFFICE MEMORANDUM
To:Honorable Mayor and Members
of the City Commission
FeA-24,e�
ar H. Odi o
City Manager
RECOMMENDATION
DATE : F E B 2 71990 FILP - z 9 44
SMECT: Resolution Authorizing
Agreement - Citywide Bus
Benches
REFERENCES:
ENCLOSURES:
It is respectfully recommended that the City Commission adopt the
attached resolution authorizing the City Manager to execute an
agreement, in a form acceptable to the City Attorney, between the
City of Miami and Miami Bus Bench Joint Venture, d/b/a Bus Bench
Company, for professional services in connection with the
manufacturing, installation and maintenance of approximately 1,500
bus benches city widen and the sale of advertisement on
approximately 1,000 of said bus benches, with an estimated revenue
to the City of $62.10 per bus bench per year, plus 1% of gross
receipts.
BACKGROUND
The Department of Public Works solicited proposals for the
nufaeturing, installation and maintenance of bus benches city
wide, as well as for the sale of advertising on bus benches. Three
(3) proposals were received on November 21, 1989 from companies
interested in supplying the services requested.
An evaluation committee was formed with participation by the laity
Attorney's Office, the Department of General Services
Administration Procurement Division, the City's Minority/Women's
Affairs Director, and the Department of Public Works. The
proposals received were reviewed on January 4, 1990, by the
committee. At that meeting, one (1) proposer was deemed non-
responsive by all members; a second proposer was requested to
provide additional information to clarify some of the requirements
that did not appear to have been met.
A second meeting of the committee took place on January 18, 1990,
after receiving the requested clarifications. At that meeting, the
proceedings of which are on record, the submitted clarifications by
the proposer were deemed insufficient to grant said Company
responsive status in the process in accordance with stated
requirements. After considering the opinion of the City Attorney's
representatives, and evaluating the documents presented, the
members of the committee voted to recognize only one (1) proposer
as being fully responsible and responsive.
El
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Honorable Mayor and Members
of the City Commission
Page 2
Therefore, it is now in order for the City Commission to adopt the
attached resolution which authorizes the City Manager to enter into
an agreement, in a form acceptable to the City Attorney, between
the City of Miami and Miami Bus Bench Joint Venture, d/b /a Bus
Bench Company, for the manufacturing, installation and maintenance
of approximately 1,500 bus benches city wide, and the sale of
advertising upon approximately 1,000 bus benches, with an estimated
revenue of $62.10 per bus bench per year, plus 1% of gross
receipts, for the first five years. This is a renewable contract
with two five-year options.
Resolution attached
0
CITY OF MIAMI
BUS BENCH CONTRACT
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CONTRACTN
Fl. OS
THIS CONTRACT is made and entered into this day of
,___,► 1989, by and between THE CITY OF MTAMT, a
munlcipF0 corporation organized and existing under the laws of
the State of Florida (hereinal't.er referred to as the "City"), and
0 a corporation/a
partnership ( an applicable) authorizer/ to do business in the
State of Florida (the "Company") .
"NOW, T1iEnt-UIMI IN CONSIDERATION OF THE PROMISES AND OF THE
MUTTIAL COVENANTS AND WiDERTAKINGs HEKV.INAN'TEX CONTASNED BY Vib
PAR TTF.S HERETO, TU HE: UBS-ERVED AND PERFORMED, AND OTHER GOOD AND
VALUABLECONSIDFRATION9 THE PARTIES H1•RNTO DO HIND 1-14EMSELVES
11EKEHY AND AGREA111 AS FOLLOWS, TO WIT. -
"Section I. The CITY OF MIAMI, herein referred to as the
'CITY' grants to _......_.._ hereinafter referred
to as the 'COMPANY' the right to Install bus benches and/or buA
shelters approved by the CITY at bus Stops Identified by the CITY
as requiring bus trenches and/or bus shelters Vor the convenience
or the traveling public, subject to the provI sionas hereof, and
further subject to the provisions of all sections of Article III,
'Bus Benches' , of Chapter 54, 'Streets and Sidewalks' , or the
Code of the City of Miami, k'Lorlda, as well as the provisions of
all appllcable state statutes. Thin contract shall commence on
and expire on
"Sect ion Bus benches grad/or bus shelters shall he placed
at all legal bus straps as de3ignated by MTA (Mettr'opolltsan Transit
El
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Axrthorlty) subject to the CITY's criteria and requirements for
the location of bus bencties and/or shelters within the public
rights -of -way. Bus benches and/or bus shelters will oe remcvau
by the COMPANY upon being notified thti+L 0.11ey do not meet the
CITY's criteria and requirements. The COMPANY will pay to the
CITY an annual fee As specified herein for the life of thin
contract or as long; as such bus bench and/or bus Shelter remains
In such ;ocation; provided that no reps paid to the CITY purauant
to this agreement shall be refunded in the event that (a) the
permission to allow the bus bench and/or bus strelter to remain at
its location i;s revoked or (b) the COMPANY voluntarily removes
any bus bench and/or bun shciter. rrom an approved location.
"section 3. The COMPANY will. conLlnuuursly comply wicn ali
provisions of Yederaai law euncerning the regulation of the herein
subject matter Including, but not limited Lot Dade County
Urdinanee No. 62-40 and Ordinance Nu. 63-18, as the da3me may be
amender from time to time, and which are now codified an part of
Chapter 3, Sections 3-1 through 3-12 or the Dade County Code
which includes the special provisions involving rights -of -way
designated an Federal Aid Projects as determined by the Florida
Department ot Transportation.
"Section 4. The COMPANY agrees that adver•Lising message*
will only be carried on bus benches and/car buys shelters located
an public rights-of_way air public eiisements abutting property
zoned C-1, C-1Av C-2A, C-4, C-11A, C-5, 1-10 1-2, W-1 and along 4-
lane arterials abutting property tuned reLiidentital except for fi-
1, R- 1A, R- IR and R-2 mrears; however, such larations shall not
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Include
CITY public
property or property
used by the CITY for
public
purposes. No
advertislna shall be
allowed on bus benches
and/or
bus shelters
located on any street
or sidewalk area abuts
any property owned or utilized ror municipal or public purposes.
"Section 5. The COMPANY agrees that no taus bench and/or bus
shelter at they proposed site or location will tend to
unrea.9oraably obstruct passage along; any public rights-ot'-way or
create ari undue hazard or is otherwise detrimental to public
safety. The COMPANY Will, upon being given permission to use
Abutting private property, as an alternate location to placing
the bus bench and/or bus shelter in the public right-of-way,
secure written permission from the at'tected property owner, and
submit such written evidence of having gained permission to
Install the bus bench rind/or bug shelter on private property
adjacent to the public right-of-way prior to the CITY'S approval
for the location of such bus bench and/or bus shelter.
"Section 6. For all bus bench and/or bus shelter locations
designated by the CITY, the
said
COMPANY will
pay
to the
CITY a
sum a4.4 hereinafter provided
each
year during
the
life
of this
contract. No bum bench and/or bus shelter shall be installed at
a location designated and identified as a satisfactory location
by the CITY until and unless such bus bench and/or bury shelter
shall have been first approved by the CITY.
"section 7. Detailed plans and bpecificsaations of each
existing and/or proposed bench and/or shelter shall be supplied
by the COMPANY of said plans and specifications shall be vla3de at
COMPANY expense if such modification is required by the city,
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w . om
(Code 1967, 54„42; Ord. No. 8843, 1, 9-114-78; Ord. No. 9190, t,
10-30-80)
"Section 8. The term of agreement for benehes and shelters
3hA.11 be five (5) years from the date of the agreement subject to
two (2) periods of renewal of five (5) years each." (Code 1967,
511-1411; Ord. No. 8843, 1, 9-14-78; Ord. No. 104020 1, 3-24-68)
1. GRANT OF RIGHT. The City hereby grants Lo the Company
for the term hereinafter described the exclusive right to
construct, erect., install, repair and maintains benches at bum
stop locations throughout the City, aubject to Lhe City Manager
and the Company mutually, agreeing to each chid location. For
purposes of' this agreement, the City Manager shall mehn the Chief'
Executive Administrator of the City anti/sir his authorized
designee to act on his behalf. The right 1.3 intended to include
both existing bus stop locations grid Louse created by the City or
by the Metro Dade Transportation Adiolrylbtration within the
corporate limits of the City or an ldod owned by the City
anywhere within Dade County, Florlda, hL any time during the
term hereof. Moreover, such right t3hall pertain to and include
All bus stop locations within the Clty, wheLhev on land canned or
leased by the City, on land over which the City has obtained
PSueh termer Gontailled her-elrr as are prescribed by Chapter
54, Artlel.e TTI, City Cede (Hut' Beuutsed), other applicable laws,
the B.F.P. and such, other terms as the City Mar1rzger htsa22. Insist
upon a firm; Nun --Material Terms may be itt-gotiated with the
successful rroponer.
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ownership or easement or use rights, t-it• At other locations
approved by law. However, where the right to install benches is
governed by County, State or Federal regulations with reference
to right-o2'llway considerations outside the jurisdiction of the
City, the Company shall be solely responsible± for obtaining any
and all permits, clearances and approvals required for placement
or benches at such locations other than locations on a state
road, in which event the City by law shall be the responsible
party, provides! the Company pays the costs of obtaining such
clearances.
2. HUN HFNCTI FEES PAYABLE TO CI'i'Y, In consideration of the
right granted for the use of City property, the use of the
sidewalks, and other specific property users allowed by the City,
the Company shall pay to the City, a bus berich fee as provided in
Section g during, the term (including the two ronewal periods) of
this Contract.
3. Rl TIEN AND OBLIGATIONS OF THE COMPANY. The Company
shall comply with all terms and c:onditionn of this Contract Rnd
will undertake each of the following at its sole e3xpenie with
respect to the placement of benches at various bus top Mentions
throughout the City of Miami:
(A) TECHNICAL CODES
Tn 1natall viinh honnhnc in nnnferm2neo with tho South
Florida nui)ding Code, City a+` Miami Code, and other
applicable tevhnlcal codes and to use the types of*
materials and in accordance with the plans and
specifications set forth in Schedules 1 attached hereto
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and made a Fart thereof. Schedule I may be amended by
the Company from time to time, aubject to the prior
written authorization and concurrence of the City
Manager, or the Director of the Department of Public
Works.
(B) INSPE'CTION
To inspect, clean, repair and, otherwise maintain Lhv
benches every two wecks. raliure to maintain a bench
may ,result In the CiLy taking avLion to maintain the bus
benches and/or cancel the ruriLraCt and/or charge the
Company for verified expense3.
(C) INSURANCE
To obtain and keep 1n force during the term hereof a
policy of public liability 1naurance naming the Company
as the insured and the City ds an additional inaured,
providing said parties with 1n:surance against public
liability of all kinds in cornraceLion with tho benches in
yuestiun in the anount of One Million Dolletra
($110001000). The Company will provIde the City
Insurance Manager with certificate(a) of such innurrance
camel iaicludIng any material modif"icationn renewals,
addendum,s and riders to such policies, all of which
shall be subject to the revir.w, cuiunient and concurrence
of the Citya' lnaurance Manager.
Prior to the installation of bus benches, the Compar+y
ahk11 provide original certifled eu of Insurance. to the
1
Ci tY's Iriuur-ance; Mdxia r-i, hnd evidence that payment his
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been duly made. The City's Inn ur•Mnce Manager will have
the right to prior revision and approval of all
policies. The Company will obtain any other insurance
coverages not expressly provided for herein which in the
professional discretion of the City's insurance manager
ure prudently required. The Company shall provide the
City Insurance Manager with ten days prior notice of any
material modification, lapse, or change of insurances
eOVe2IWIV.• All Insurance shall be issued by companies
authorized to do business in FloridA and rated A, Class
V or better per A.M. liests Key Rating Guide, latest
eaition, unless otherwise approved by the City's
Insurance Manager. The insurance mentioned herein shall
be kept in operative force and effect throughout the
term of this Contract, as it nay be extended, and shall
not he allowed to Lapse or be materlaliy modified.
(�) ADVERTISING
(Any time hereinafter that the words City is used,
unless otherwise stated, that word shall be construed
to mean the City acting by and through its City Manager
and/or Public Workm Director..)
To solicit and oat»in suitable advertising clients who
desire to advertise products or services through signs
on the benches in question. The City Manager and the
Director of Public works shall have a right to require
the Company to remove any advertising material that it
believes to be offensive, not suitable or in such a
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state of disrepair as to he aest.heLleall.y offenaive to
the City, provided that the Company ahall have a right
to subst;it'Ute other advertising material which is not
offensive
to the
City
Manager and/or Public Works
Director.
The
City
AdminAaLrraLvrt;+ shall exercise
Judgment in a reasonable tndttrrar. The Company shall have
for•Ly-eight (48) hours after receipt of a wriLLen demand
.from the City Hanauer or Public Works Director to remove
suct1 uffertsive tidver•t itsing material.
In the event of a dispute as to the reasonableness or
the City's demand(s), the Company shall promptly follow
such demand while the dispute is beinK resolved.
Furthermore,in the event that the Companyshall have
i`ailed to remove the objectionable advertising within
said forty --eight (48) hour period, the City shall ►tave
an absolute right to cause such advertisement to be
removed, and/or to cancel the contract and the CiLy
shall riot be r•eupon5lb2es ror any dsamagcas in connection
thcrcwith.
(E) SURFACE RESTORATIOR AND LANDSCAPING
711 t in"paity bliall repair or replace all structures or
a�
fAnt:lit"iaa on public or private property, which may have
brp6n damaged during; the installation operditivn. The
Company i°urther~ agrees to repair or replace public or
private property In a manner acceptable to the DirecLur•
of Public Works. All repairs and replrec:ezaerlta bhall
Incorporate ► aterialn rand me=thodA similar to those ubed
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In the originnl Rtructure, unless otherwirse specirled.
4. INDEMNIFICATION. The Company shall defend, indemnify
and save the City, its officials and employees harmless from and
against any and all claims, liabilities, losses, actions,
dninagres, and causes or action incluclingr interest, costs, damages
and reasonable attorneys fees, acid will on account of and on
behalf of the City its officials and employees defend any and all
claims, actions, demands, and suits, which may arlse out of
Corr,p,tny'a activities under this contract, whether in contract or
In tort, in law or in equity, including all other acts or
omissions to act on the part of the Company` including any person
acting or on the Company's behalf.
The successful company shall further Indemnify, hold harmless and
defend the City and Its offic3als in the same manner required
herein for any protests, claims, Actions, suits or proceedings
arirsing or accruing by virtue of the City selecting the Company
as the siJecessful proP03er.
The company shall pay all claims and losses of any nature
whatsoever in connection with its activities, operations and uses
under this Contract and shall defend all suits in the name of the
City, its officials and/or employees and shall pay all costs and
judgments which may issue thereon. The limit of this indemnity
by the Company shall be One Million Dollars ($1,000,000).
5. T14STALLATICM OF BENCHES. Unless agreod to in writing by
the City Manager or the Director of the Department of Public
Bork%, the Company aftrees to install. no more than one thousand
f'l.ve hundred (1,500) benches during the first five (5) year term
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of this Contract. A minimum of 100 branches will be installed
woritnly during the first year period Lbxs agreement is in
operative . force and effect and shall remain in place for the
duration of the agreement. The Company agrees to install during
Lie: first two (2) year terra of this agreement a minimum of five
hundred (500) bus benches wILhvuL Kdvertising at bus stop
locations designated by the City. The City Manager and/or Public
Works Director further rese:rve6 Lhr right to withhold its
approval as to tMe installation of benches at particular
locations, and if the City nhortld determine in its sole
discretionp that the proposed Docationrr are unsuitable, then the
parties shall mutually agree upon an alternative location(a) and
the Company shall install bus benc.heb at mach locations). The:
City shall be deemed to have appr•uvel the locations for burr
benches If,; the,',-,�. City doers riuL disapprove, in writing, such
locations within 45 days of City's receipt of Companylb written
�..
declaratio�if such locations. Clothing contained in this Section
5 or In any other provisions of this Contract shall be cDnatrued
so an to requires the Company to construct and ir,atall more than
one thounand five hundred (10500) benchon in the City during the
term hereof. The approved bus berach locutions shall be of Mctro
made Transportation Administration and/or City-autho.•ized bus
stops.
All bija benches installed during the harm of the Contract
and any extension shall be InnL.alled afid ioa lnttiined in accordance
with the requireajoilt of the South Florida Building Curie Lbe City
Code and Charter, anti other applicable la•wb arid teohnic:al codex,
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and shall remain in plaee for, Lhe duration of the agreement, as
it mny be extended by the two renewal options of five (5) years
each.
6.
CONTINUING, MAINTYNANCE
Oil-TGATION.'
The Company
shell
maintain
all the benches which
it installs in
good repair.
The
Company
shall clean six (6) feet
away from each
side of the
bench
all trash and debris within the public right-of-way including
curt and gutter. Said trash and dcbrSn shall be removed every
two weeks from the public right-ot'-way unless conditions warrant
more frequent cleaning. Further, the Company shall be
responsible for the cleaning, repairing,, or replAeement of all
bus hench parts, including, aavertisinp►, signs, placed upon the
benches. However, the Company shall not be responsible for the
maintenance or repair of any sidewalks, walkways or curbs on
which the benches are resting, unless such aidewal.ks, Walkways,
or curbs shall have been damaged through the ,acts or omission of
the Company, its agents, servants, subcontractors, or employees.
In the event a bench la not maintained in good repair and in
clean condition As determined by the City Manager or the Director
of the Department of Public Works, the City shall so notify the
Company, If the conditions is not corrected to the City's
satisfaction within five (5) working days after the date of
notice, the City shall have the right and privilege to remove
said bench Rnd charge the company for the rests of such removal
(inclusive of personnel expentse, labor and materials) and/or
asses 9 a $50.004per-day def`xult fee as a liquidated dawage and
not as a penalty, starting, on the 6th clay until the condition is
corrected. �-)0
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7. RIGHT OF COMPANY TO AFMOVF INDIUDUAL BENCHES. Except
as provided for in this Sections the Company shall riot remove Any
benches installed at a bus stop location during the term of this
ContracC without first having; obtained written Consent of the
Department of Public works. It is agreed, however, that the
Company shall have the right to remove individual. tenches (after
ton (10) days' written notice to the: City a;ld railing; to receive
1n objection from City withl n such true clays) without seeking
prior approval,..from the city in the event that such benches have
been subjected to "chronic vandalism." For purpose:4 hereof, the
phrase "Cf:,rgnla. vandalism" shall be defined as damages inflicted
on a frequent obasis to an indlviduai shelter duving any twelve
(12) consecrative month period which requir-e expenditures in the
Immediate preceding twelve (12) month period fur replacements and
repair that exceed.'$500 for that bench.
9. RFLOCATrON OF BENCHES. In the event of a change in bus
stop or other trr'� nsportatlon :system dersignationa, changes in
a
atrr et design or rights -of -way, changes the. City Manager or the
Director of the Department of Public Works deem .necessary for the
public health, sarety, welfare and convenience, or changes in
demographics which materially affect the pedestrian and vehicular
traffic flow at or near bunches established in connection
herawlthf the Co;panyr at the C1tye:s written request, shall
relocate a designated bench to another location mutually agreed
to by the City and the Company. ':leer r~xprnsc: in connection with
such relocatlon shall be borne: by the Company, and the Company
shall act expedJtlously (not to exceed one, (1) morith) in order to
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re2ocatc such benches, and in the event that a change or street
Mim-
design or, right -of -gray location shall require the relocation of a
bench, the Company shall coordinate its work with the contractors
or other personnel peri'orming labor in connection with the change
of street design or right-of-way location in order to accomplish
the relocation expenitiously and without Interference to the work
in connection with the relocation of streets or right-of-way.
9• PAYMENT OF FEES. ADA monies to be paid to the City of
Miami in the form of fees shall be paid in the following scanner:
A. For each bench installed the Company will pay the
following guaranteed fees to the City: (excluding 500 benches
provtded at City request without advertising).
Year
t thru 5_�._..._per unit per year plus (+) 1 (one) '� percent of
gross receipts.
Uption_ Years
6 thru td $ per unit per year plus (+) 1 (one) % percent of
gross receipts.
11 three 15 � per unit per year plus (¢) 1 (one) % percent of
gross receipts.
Note: Per unit fee will be for benches which nre Available for
advertising.
All payments to the City will be made by the 25th day of
each month, including, one twelt'th of the minimum annual
fee and the percent (%) of the gross receipts payable to
the City In the preceding month. "Gross Receipts" is
herein defined to mean all moneys, whether in cash or by
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cheek, credit caret, nuLe ur, any other means of pryment
recelved, or due and payable, fvum any person or business
entity f1r.Qm the sale or approval, perrnlsylon or allowance of
adverLijs.isle on bus benches allowed by virtue of this
aF,r^eepStrnt _Inclusive of curarnis�lur,:s, interest, late charges
and AIrgila5r?.�ycharges and exuludirig, only, taxes imposed by
law
B. 1; PAIMFNT. •'
A].1 payments to the City will be made in advance of the
rart111vcr4'Ar'y date f the Installation of satcl bench. Thl:+ slate is
dr-fined'as the d P the bench is installed.
t< Al payments shall he promptly submitted tothe
i
City Of,1-li.nmi Nir 'rrc:e Director c/o Treasury Maari agetar.rit Division,
3306 Aviation Benue, Miami, Florida 33133, with cutties to
Departrler)t of Pu 11C Work% and shall de:slgntiLe this Contract and
the particulara (if the payment.
�- Th Company stYall submit to the City with each
anniverary paym t a list of bench locations.
An unpaid baleric:e; of fees riot paid when due rshall
bear an iintererst harge of eighteen (18%) percent per, rkrinum until
paid- ;,fir the City must br•Itig air, ttc;Liun to recover unpzald tees it
t,
r
shn11 h6 entitle l
to collect a r<raauntible attorneys fee.
irior toa execution hereof, the CompdTly t1rs:j paid to the
City a ..'security eposit 1n the arnourst of Five Thutimand Dollars
( 5,Ot7t7 as aga nst .its full and falthfell perrormance of Lttr
teems hereof. f,
The City shall hold the Security deposit fir Five: 'Thousand
Dollars($5,000) r. i.n escrow, provided that, at the cit;y`a
r, 92
Cii;f�Y'et,'ion.
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a
RX
l��P-2Et-99 wen 1.6 Is
P . 1 3
It nay invest such murrey jr, arw interest -bearing account and it
away commingle such monies with other funds of the City. Any
Interest earned on such funds shall be the property of the City '
and the Company waives any and all claims thereto. Tf at any
time during the term hereof' the Company shall fail to make any
payments required and hereunder allow the del'ault to continue to
Exist for a period of thirty (30) days after notice of the
existence of :such default, the City .whall have the absolute right
to liquidate such security deposit, cancel the contract which
ehall, at the passage of said thirty (30) days be terminated,
null and void and that such action shall not be deemed exclusive
a� to any other remedies which the City may have hereunder or
according, to law. The security deposit, exclusive -of interest,
will be returned at 90 days following the conclusion of the
Contract if all, terms of the Contract are satisfies!, providing,
however, that the City will be entitled to retain the security
deposit for a period of ninety (90) clays i'ollowing the conclusion
or cancellation of the Contract and apply such monies to any
consideration found to be due to the City under the terms of the
Contract.
10. COMMUNITY SERVICE. The Company shall provide
advertising panels for legitimate public service, messages on up
to 10% of the bus benches in lncations to be determined by the
City Manager or the Director of' the Department of public. Works
provided that no paying customer he removed from an Advertising
panel that the City Manager or the Director of the Department of
Public: Works wants to utilize t'or public service unless the
Company is unable to provide a suitable alternative location.
15
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PE]B-2S--SEA is RD P ®g
i
Tne company shali not be responsible for paying ,for public
service message materials. The Company, however, will install at
no cost to the City, such public service advertisements.
11. TFRM OF THE CONTRACT. This CorzLract shall become
effective upon execution by the par•Lfes hr;reto and shall remain
in full ..force and affect for a period of five (5) years and may
be renewed for trjo (2) additional five (5) year periods, If the
a
r
Company is not In Default, as such term is defined in Section 13
of this Contract. The company will request such renewal, in
writing, at least 90 days prior Lo the expiration of the
preceding term by furnishing a, wr lLten request to the City
Manager. The City Manager will respond in 30 day* to the request
for renewal and will not unreusurrably w1thhuld his consent to
such renewal(S) trnles9 the company is in deaf cult in which case:
the City Manager in his sole diuurtfLl.urr, may refuse the r onewal.
In the event that the Comparjy doers wish to renew this
Contract for an additional r•errewal period, than Company shall
notify the City Manager, In writing, of the rrxme more than ninety
(90) days before the expir-ation of the then present, terra. If the
Company fails to so, notify the City Manager within the prescribed
time period, It waives all. right to renewals and in such case than
contract will expire, lapse and end with thaL term. The contract
.if renewed, will be upon substantially Lhe came terms and
conditions, as are here to Contained for the additional five (5)
year renewal periods, as limited by Section 54-59, City Code:.
12. TERMINATION RIGHT OF C:rTY. Notwithstanding anyLtAng
contained elsewhere herein, the City by tine* tttr-uuvij its City
90-0202
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red--2+e3---90 WED x 6 :1-M3
P• . 14
PW-
Manager :;hall have the uni.3ater Lil t•Il�t1t tu cancel and terminate►_
this Contract in the event that tt-�e Gotnpany necomeys insolvent ur
If the Company commits an act of bankruptcy, makes a general
assignment for the benefit of creditors, or if there Is Piled by
or against the Company a voluntary or involuntary petition In
t�
bankruptcy or for the appointment of a receiver, or if there
commences nroceedings under any law relating to bankruptcy,
insolvency, reorganisation, or relief' i'or the Company's relief or
for composition., extension, arrangement or adjustment of any
Company's obligations and which proceedings are not withdrawn or
dismissed within ninety (90) days after commencement or, if' the
Company dissulves itself, or assigns, sells or transfers this
Contract or any interest there_ in any portion thereof' without the
City Commission's prior approval and consent as more specifically
described herein. A sale or other transfer of a majority of the
company's stock or partnerrship shares (as applicable) is an
assignment f'or purposes, of thJ.s Section. In any such event, the
Company Shall have the absolute right and responsibility to
remove the existing benches located within the City pursuunt to
the provisions of Se ctlon 3 M hereof.
73. T! -XMI NATION FOR CATISE . Subject to the t'urce ma jeure
Provision set forth herein, the City Manager may terminate or
cancel this contact, if there: 1s a Material Default by the
Company. For purposes of this Contract, a Material Default shall
be any monetary default not cured by the Company within fifteen
(15) daya of receipt of notice from the City and any non -monetary
det-auit, including, without limitation, failuru to comply with
9-0-0202
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any stipulation, condit]on or commitment by the Company under
this contract, and/or assignment or sale of this contract without
City Commission approval, not cured by the Company within thirty
(30) -days of receipt of notice: from the City unless such default
Is attributable to an event of force majeur•e or unlean it is not
rerevonably possible for the Cumpanv to cure the deaf au]t within
thirty (30) days of receipt of notice of such default, in which
cane the Company shall have such amount of' titne as is reasonably
necessary to cure such default provided, however, that much time
shall be as stated in Writing by the City Mduager and mha11 not
exee rid ninety (90) days. If the default In not cured within
thirty (30) days of the Citys' default notice (or ninety (90)
days if the City Manager grants an extension), the Contract
shall be automatically cancelled and te:rmiribted at huch time.
Neither party shall be obligated to perfurm arid neither shall be
deemed to be. in Material Default hereunder it performance of a
non -monetary obligation is prevented by Lhe occurrence of any of
the following (herein called "force mejeure or event of force
majeure") acts of God, strikes, lockuuta, other industrial
d1sturbances, acts of the public enemy, laws, rulas and
regulations of applicable governmental bodieu , wars or orarlike
action (whether actual, Impending, or expected and whether de
jure or de factor), arrest or other restraint of government
(civil or military), bluckades, insurrections, r•ivta, epidemics,
tandslldes, lightning;, exarLtrytitaktc*, rirea hurricanes, storing,
floods, washouts, civil disturhanca3, e:xplotiiorrs, nuclear
reaction or radiation, radioactive: curitattlination, or any rather
cl-)-o-0202
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P. 15
causes, whether for the kind herein enumerated or otherwise,
that are not reasonably within the control of the party
cl.aimillR the right to delay performance on account of such
occurrence. The termination n; this Contract may become
effective, at the discretion of the City, thirty (30) days from
the required data, as more specifically described herein, for the
default to be ciired.
Ill. ASSIGNMENT. This Contract shall not be assigned or sold
without the: prior written consent of the City Commission, which
consent shall not be unreasonably withheld. A sale of 51% or
more of the shares of corporate common stocks or partnership
sharer as applicable shall be deemed an assignment for purpones
of this suction.
It is understood and agreed that the City Is relying on the
unique and specialized knowledge and expertise of the company in
performing their work and services under this agreement.
15. OBJ'AINING NECESSARY APPROVALS. The Company shall obtain
any and all necessary City, County, State or Federal approvals of
licenser or permits of any kind that might be required as a
condition of installing, the proposed benches at bus stop
locations within the City. Yrov.ided, however, the. City shall
obtain any and all necessary County, State or Federal approvals
of 11eensos or pereoits of any kind that might be required as a
condition of installing the proposed benches it bus stop
locations on State roads. The cost of obtaining any such permits
or licenses shall be borne by the Company, including a orke (1 )
time fifteen dollar ($15) inspection fees per bench.
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16. CONFLICT OF INTF.RF�T . im; wmpanY IS aware of thr
conflict of iriLerest laws of the City of Miami (MiAmi City Code
C1►nr,Lva 21 Arl lele v), wane i ounty, teiorlaa (Vann County Code,
Sectiun 2-11.1) and the Florida Statutes, and agrees that they
will fully comply in all respects with the terms of said laws.
The Company covenants that nu person under the City's employ
who presently ext-rcises any funetiona or responsibilities in
connection w1L11 Lhis Contract has any personal financial
intereota, direct c}r• indirect, in this Contract. The Company
further covenar,Ls Lliat, in the performancp of this Contract, no
person having such conflicting; Interest :shall be employed. Any
such interests on the Nac•t of the Company or its employees must
be disclosed in wr•ILirrg to the City. The Company, in the
performance of L111a Contract, shall be subject to the more
restrictive law aod/'ur guidelines regarding conflict of interest
promulgated by federal, state or local governmont.
17. INDEPENDENT CONTRACTOR. The Company and Its employees
and agents aheill be deemed to be art independent contractor, and
not an agent or employee Or Lite CiLy, ants shall not attain any
rights or bezieflLs under the Civil Service or Pension Ordinance
of the City, or arty rights generally afforded classified or
unclassified employees; further, the Company's employees and
agents shall rruL be deemed entitled to Florida Worker's
Compertsntion benefits us employees of the City.
18. AWARD OF CONTRACT. The Company warrants that they have
not employed ur reLained tiny company or persons to solicit nr
accure thin Cc�ritr-act and theft they have not, offered to pay, paid
90-04.
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or agreed to pay any person or, company any fee, commission,
Fereentagp, brokerage foe or gifts or any kind contingent upon or
resulting from the award of tnis Contract.
19. AUDIT RIGHTS. The CITY reserves the right to audit the
records of the Company at any time during the performance of this
Contract and for a period of two years alter Vinal payment is
made under this Contract. The company shall maintain its' books
and records relative to this contract situated with Dade County
and have such books and records available for auditing,
inspection, and review by the City or its' representatives.
20. SUCCESSORS AND ASSIUNS. This Contract shall he binding
upon the parties herein, their heirs, exncutors, legal
representatives, successors and authorized annigns.
21. NOTTCRS. Any and all. notices required under this
Contract snail be deemed to have been given when placed in the
United ritatea mail, ccrtifled , return receipt requested,
addressed as follows:
FOR CITY: Director, Department of Public Workm
?75 N. W. 2 Street
Miami, Florida 33128
CC: City Manager
3500 Pan. American Drive
Miami, Florida 33133
FOR COMPANY
or to such other addrpssees as the parties may, in writing,
designate from to dine.
22. ENTiHE CUrifTHACT; LNCORPORATIQN PY RMFERENCE OF RFP.
This Contract, and the 9F1' for City Wide Bus nanches, and the
2 (,,
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P.03
Company's resputue thereto, are all deemed as being expressly
Incorporated by reference 1n this agreement as if Set forth in
full herein, arrea contain all the terms and conditions agreed upon
by the parties hereto, and no other document or contract, oral or
otherwise, regarding Live subject matter shall be deemed to exist
to bind either of the parties hereto. Moreover, this Contract
may not be modified or amer:ded excerpt by a writing :signed by both
parties. Any and all rrudifications shall require the prior
writtcr. approyal of ttre City Manager, for the City.
23. GOVERNING LAW. The parties hereto agree that this
Contract zt,all be construed and enforced according to the 1Aw of
the State of Flur lda, and venue Shall bA in the City of Miami,
Dade County, Florida.
24. COMPLIANCE WITH LAWS. The Comp:eny in its operations
hereunder shall nomply with the City of Miami Charter and Code of
Or•dincirec;e.s, including without limitation, Chapter 54, Article 11E
or Lhe City Code, the Zoning Ordinance, the South Florida
GuIldirip Coda, Tha Dada OaURty- C-Sc inooPcw no it to applio^lcle,
and all other applicable code m or laws, aS they may be: amended
from time to time.
25.
FFRF'ORMANCE AND PAYMENT BOND. A pert'ormance and paymont
bona gill L; . ♦ 141111 l:1 Ze. Ll.e uila3lu.uw IauSuu641,
Qr TviCeI%,y
r.LVU
Thuuadnd
Dul.12rn ($25,000) in oubstnntiall.y the
dames t'erm es
set
forth in
Sectl.on 255.05, Florida Statutes,
subject to
the
approval
of rho City ALtvrnuy ars t6 f6tAtt,
uet��rtb��i►,a
till
succcozirul
par-Ues full, faithful and punctual performance:
of
all
teruze, and
votodlLtorirs of tYie Contract, lncludinp;
its duty to puke
0 20
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payments to the City and to comply with till provisions of the
Contract documents. This 'bond must be posted within thirty (30)
clays of execution of the Contract and remain in effect for the
entire contractual perl.od (including any renewals).
26. OWNERSHIP OF BENCHES. The bus benches shall remain the
sole property of the Company Anti must be removed within sixty
(60) days of termination by the Company of this Contract and the
Company shall restore the property upon which the bus benches
were located to their original condition (as such conditions
existed at the commencement of this Contract) or to the
satisfaction of the Department of Puhlie storks. At the end of
this Contract, the Company shall no logger possess the rights to
maintain` operate or install bus shelters on City -owned land.
27. i.IQUIDATrD DAMAUS. The Company shall pay to the City
$250.00 per day in liquidated damages for any non. -monetary
Material Default not cured within the required time frame set
forth in Section 13 of this Contract. This liquidated damages
provision shall not apply to the Company's t'ailure to pay foes as
required by Section 9 hereunder. The liquidated damages shall
accrue and be payable on a per diem basis until the Material
Default is corrected. The imposition of liquidated damages Is
based on the inability of the parties to ascertain the losses tho
City will suffer because of this non -monetary breach.
PH. MINORTTY PARTICIPATION. The Company must haves a
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combined thirty-three percent (33%) minority (blacks hiap-anie,
taxmen) involvement in the installation, maintenance, and sales of
advertising for the bum benchers.
29. ATTORNEY' S FFFS . The City shall be entitled in any
litigation arising from the Contract shall be entitled to R
reasonable attorneys' fees and costs. Tf the City must institute
a collection action to recover any unpaid fees arising, under this
contract the City shall he entitled to recover a reasonable =
attorneys' Fete from the Company.
30AFFIHMAT1UN BY COMPANY. The Cupipany affirms that
it meets all requirements of this RFP inclueling, without -
limitation that the Company, or its' Cur porate President or 'Vice
President; or if a partnership, itu' managing general partner -
have at least two (2) years prior experienec in the
manufacturing, installation, and maintenance: of bus benchea and
sales or advertising thereon. _
31. WAIVFH OF JURY TRIAL. To the extent allowed by law
the parties waive their right to Jury trial for- any claims or
actions between them arising out of thin contract.
Y
TN WITNESS WHFREOFt the parties hereto havt executed this
- contract on the date and year first above mentioned ,and have
aUreed to bound hereby.
i
CITY OF MIAMI, FLORIDA
By
Attest
90-0202
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PE:73-29-90 4JE23 I5 : .?SB
(Sea .l )
Approved An to form and
Correctness:
P . 19
SUS BENCH COMPANY (KAM R)
By
Attest_
Corporate . ocretary"-
__
Approved as to Insurance
Requirements:
By-
J0i;,e f.. ernaddei Ry' Segundo erez, _.._._.._,
City Attorney Insurance Manager
Approved as to Departmental
Aequdrements:
Director
Department of Public Works
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25 -
SCHEDULE 1
THCNNICAL SPRCIFICA'T'ION
The successful bidder :hall provide bus benches in accordance
with the descriptions and sponifirations contained herein:
Standards
The benchoscthall meet all applicable provisions of the
South FloriOn Huilding COMA, City of Miami Zoning
Ordinance, ChartAr and Code.
2. Pus Bench Construction
A. The bus bench shall not be more than forty-two (42)
inches high, or more than two (2) feet six (6) inches
wide, or more than seven (7) feet long, unless the City
Manager expressly authorize a deviation from these
requirement&.
B. All bench ends shall hP made of steel reinforced
2000 pound test concrete and wp.ight 185 pounds each or,
metal. -
C. All bench hark copy space shall not overhang the
bench ends by more than six inches and be two feet high.
Advertising eopy is printed directly on exterior plywood
bAckrest .
U. Seat Boards are of axli select fir and nhall not
overhang t•hr bench ends by more than six (6) inches, with
eased edges. They are finished with three coats of the
finest synthetics availahlo.
E. No benches shall he placed so that the angle of its
long dimension in rAlation to the curbing, shall be
greater than thirty (30) degrees.
F. All buss benches Slannd can sidewalks shall leave at
loast two and one-half (2 112) feet of clearance for
pedusLrian traffic.
G. All benches shall be planed on level. stable. ground
or concrete slabs.
These technical apeni.fications are hereby made a part of thin
contract. They are dimensional and material guidelines to be
adhered to. The City reserves the sole right to evaluate and
either accept or reject• any proposed deviation or alteration to
theso specifications. Thp approval of any and all substitutions
shall be at the sole discrAtinn of the City.
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