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HomeMy WebLinkAboutexhibitELEVATOR MAINTENANCE AGREEMENT FOR THE FOLLOWING CITY OF MIAMI FACILITIES LOCATIONS AND EQUIPMENT DESCRIPTION City of Miami Police Department 400 N.W. 2 Avenue Miami, Florida 33128 Equipment Description One (1) Motion - Hydraulic Elevator, Serial # 41346, Number of Stops - 3 One (1) Motion - Hydraulic Elevator, Seria! # 41361, Number of Stops - 6 Three (3) ThyssenKrupp - TAC50 Traction Elevators 2500 lbs. Capacity, Serial Numbers 41347, 41348, and 41349, Number of Stops - 5 ORANGE BOWL STADIUM 1501 N.W. 3`d Street Miami, FL 33125 Equipment Description One (1) - Otis LRV, Serial #42584, Number of Stops - 2, Hydraulic passenger elevator, 2500 lbs capacity, 100 FPM One (1) - Otis REL, Serial #42371, Number of Stops - 6, Traction Passenger Elevator, 3500 lbs capacity, 250 FPM Two (2) - ThyssenKrupp Elevator TAC 50, Serial #'s 40686, and 40689, Number of Stops - 6, Traction Passenger Elevators, 2500 lbs capacity, 250 FPM One (1) - Meco SRL - 5, Serial # UNK, Number of Stops - 3, Traction Passenger Elevator, 2500 lbs capacity, 250 FPM One (1) - Concord, Serial # UNK, Number of Stops - 2, Wheelchair Lift, 450 lbs capacity, 35 FPM TERM This Agreement is entered into this day of , 2005 (but effective as of ) by and between the City of Miami, a municipal corporation of the State of Florida ("City") and ThyssenKrupp Elevator, a Delaware corporation ("Provider"). This contract may be renewed for five (5) additional, one-year periods upon written agreement by both parties, unless terminated by either party upon written notice received by the other party at least ninety (90) days prior to the above termination date or any renewal termination day. PRICE In consideration of the Services provided hereunder, you agree to pay us the sum of $1,046.00 per month for the elevators located at the Miami Police Department, and $1,550 per month, for the elevators located at the Orange Bowl Stadium, exclusive of taxes, subject to payment terms and Price Adjustment set forth below. During special events at the Orange Bowl Stadium, upon authorization by the City of Miami, ThyssenKrupp Elevator will provide one (1) standby mechanic for $172,00 per hour. This rate is reflective of ThyssenKrupp Elevator's rates as of March 30, 2005, and is subject to change with notice. PRICE ADJUSTMENTS If both parties agree to extend this Agreement for additional years, then the cost increase for each additional renewal year will be adjusted annually, as of the first day of the anniversary month. Such increase will be based on the percentage average rate paid to elevator exarniners. Pricing may also increase or decrease in the event the equipment is modified from its present state. HOURS OF SERVICE We will perform the Services during our regular working hours or regular working days. The Services include callbacks for emergency minor adjustments and emergency entrapments during regular working hours. If you authorize such callbacks outside regular working hours, we will absorb the worked hours at straight time rates and you will be charged for the overtime premium portion only, including for travel time. Our regular working hours are Monday through Friday 8:00 a.m. to 4:30 p.m. (except scheduled holidays). Our response time for an emergency minor adjustment call back is two (2) hours. DEPENDABLE MAINTENANCE ThyssenKrupp Elevator will perform the following services: Examine the elevator equipment for optimum operation. Our examination, lubrication and adjustment will cover the following component groups and related equipment of your elevator system: • Control and landing positioning systems • Signal fixtures • Machines, drives, motors, governors, sheaves, and ropes • Power units, pumps, valves, and jacks • Car and hoistway door operating devices and door protection equipment • Loadweighers, car frames and platforms, and counterweights • Safety mechanisms Lubricate equipment for smooth and efficient performance. Adjust elevator parts and components to maximize the elevator's performance and safe operations. Document all work performed on Maintenance Tasks & Records logs provided with each controller. Relamp all signals as required (during regularly scheduled visits). Repair or replace components worn due to normal wear. Test equipment as outlined in the American National Standard Safety Code for Elevators and Escalators, ANSI A17.1, current edition as of the date this agreement begins. We will perform governor and safety tests on traction elevators once per year and relief pressure tests on hydraulic elevators once per year. You agree to pay for any costs of the inspector or inspection fee. TERMS AND CONDITIONS 1. This instrument constitute the sole and only agreement of the parties relating to the subject matter hereof and correctly set forth rights, duties, and obligations of each other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth In this Agreement are of not force or effect. 2. The City of Miami ("City") agrees to provide ThyssenKrupp Elevator ("Provider") with clear and safe access to the Equipment and a safe workplace for its employees, in compliance with all applicable regulations related thereto, you will inspect and observe the condition of the Equipment and workplace and you will promptly report potentially hazardous conditions and malfunctions, and you will call for service as required; The City will promptly authorize needed repairs or replacements outside the scope of this Agreement, and observe all testing and reporting responsibilities based upon local codes. You will not permit others to work on the Equipment during the term of this Agreement. 3. Neither party shall be responsible for any loss, damage, detention or delay caused by labor trouble or disputes, strikes, lockouts, fires, explosion, theft, lightning, wind storm, earthquake, floods, storms, riot, civil commotion, malicious mischief, embargoes, shortages of material or workmen, unavailability of material from usual sources, government priorities or requests, civil or military authority, war, insurrection, failure to act on the part of either party's suppliers or subcontractors, orders or instructions of any federal, state or municipal government or any department or agency thereof, acts of God, or by any other cause beyond the reasonable control of either party. Dates for the performance or completion of the work shall be extended by such delay of time as may be reasonably necessary to compensate for the delay. 4. City will assign this Agreement to your successor in interest, should your interest in the premises cease prior to the initial or any renewable termination date. If this Agreement is terminated prematurely for any reason, other than our default, or City's lack of appropriations including failure to assign to a successor in interest as required above, City will pay as liquidated damages (but not penalty) one/half the remaining amount due under this Agreement. 5. This Equipment consists of mechanical and electrical devices subject to wear and tear, deterioration, obsolescence and possible malfunction as a result of causes beyond our control. The services do not guarantee against failure or malfunction, but are intended to reduce wear and prolong useful life of the Equipment. We are not required to perform tests other than those specified previously, to install new devices on the equipment which may be recommended or directed by insurance companies, federal, state, municipal or other authorities, to make changes or modifications in design, or to make any replacements with parts of a different design. We are responsible to perform such work as is required due to ordinary wear and tear. We are not responsible for any work required due to obsolescence; accident; abuse; misuse; vandalism; adverse machine room conditions (including temperature variations below 60 degrees and above 90 degrees Fahrenheit) or excessive humidity; adverse premises or environmental conditions or any other cause beyond our control. 6. Invoices will be paid within forty-five (45) days after receipt of invoice. Late or non-payment will result in: a. A service charge of 1 Y2% per month, or the highest legal rate, whichever is, less, shall apply to overdue accounts. b. If payment is not received within sixty (60) days from the billing date, we may also choose to do one of the following: 1) suspend all service until all amounts due have been paid in full, or 2) declare all sums for the unexpired term of this agreement due immediately and terminate this agreement. 7. This agreement shall be interpreted in accordance with the laws of the State of Florida. The venue for any litigation shall be Miami -Dade County Florida. 8. If either party to this Agreement claims default by the other, written notice of at least ten (10) days shall be provided, specifically describing the default. If cure of the default is not commenced within the ten-day notification period, this Agreement may be terminated. 9. Any proprietary material, information, data or devices contained in the Equipment, or any component or feature thereof, remains our property. This includes, but is not limited to, any tools, devices, manuals, software (which is subject to a limited license for use in this building/premises/equipment only), modems, source/access/object codes, passwords and the other feature (if applicable) which we will deactivate and remove if the Agreement is terminated. 10. You will prevent access to the Equipment, by anyone other than us. We will not be responsible for any claims, losses, demands, lawsuits, judgement, verdicts, awards or settlements ("claims") arising from the use or misuse of Equipment, if it or any portion of it has been modified, tampered with, misused or abused. INSPECTION RIGHTS The City may, at reasonable times during the term hereof, inspect Provider's facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by ThyssenKrupp Elevator under this Agreement conform to the terms hereof and/or the terms of the Solicitation Documents, if applicable. Provider shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All tests and inspections shall be subject to, and made in accordance with the provisions of Section 18-100 and 18-101 of the Code of the City of Miami, Florida, as same may be amended or supplemented, from time to time. CONFLICT OF INTEREST A. Provider is aware of the conflict of interest laws of the City of Miami (Miami City Code Chapter 2, Article V), Dade County, Florida (Dade County Code, Section 2-11.1 et, Seq.) and of the State of Florida as set forth in the Florida Statutes, and agrees that it will fully comply in all respects with the terms of said laws and any future amendments thereto. B. Provider covenants that no person or entity under its employ, presently exercising any functions or responsibilities in connection with this Agreement, has any personal financial interests, direct or indirect, with the City. Provider further covenants that, in the performance of this Agreement, no person or entity having such conflicting interest shall be utilized in respect to services provided hereunder. Any such conflict of interest(s) on the part of Provider, its employees or associated persons, or entities must be disclosed in writing to the City. PUBLIC RECORDS Provider understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. Provider's failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of the contract by the City. COMPLIANCE WITH APPLICABLE LAWS Provider agrees to obtain all required license and permits and to abide by and comply with applicable laws, codes and ordinances in the use of the Facility and presentation of the Event. INDEMNIFICATION Provider shall indemnify, defend and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the performance or non-performance of the services contemplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of Provider or its employees, agents or subcontractors (collectively referred to as "Provider"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or any of them or (ii) the failure of the Provider to comply with any of the paragraphs herein or the failure of the Provider to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, federal or state, in connection with the performance of this Agreement. Provider expressly agrees to indemnify and hold harmless the lndemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Provider, or any of its subcontractors, as provided above, for which the Provider's liability to such employee or former employee would otherwise be limited to payments under state Worker's Compensation or similar laws. INSURANCE Provider shall, at all times during the term hereof, maintain such insurance coverage as may be required by the City. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage shall be furnished to the City on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled during the performance of the services under this contract without thirty (30) calendar days prior written notice to the City. Completed Certificates of Insurance shall be filed with the City prior to the performance of services hereunder, provided, however, that Provider shall at any time upon request file duplicate copies of the policies of such insurance with the City. If, in the judgment of the City, prevailing conditions warrant the provision by Provider of additional liability insurance coverage or coverage which is different in kind, the City reserves the right to require the provision by Provider of an amount of coverage different from the amounts or kind previously required and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should the Provider fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following the City's written notice, this Contract shall be considered terminated on the date that the required change in polity coverage would otherwise take effect. INDEPENDENT CONTRACTOR Provider has been procured and is being engaged to provide services to the City as an independent contractor, and not as an agent or employee of the City. Accordingly, Provider shall not attain, nor be entitled to, any rights or benefits under the Civil Service or Pension Ordinances of the City, nor any rights generally afforded classified or unclassified employees. Provider further understands that Florida Workers' Compensation benefits available to employees of the City are not available to Provider, and agrees to provide workers' compensation insurance for any employee or agent of Provider rendering services to the City under this Agreement. CONTIGENCY CLAUSE Funding for this Agreement is contingent on the availability of funds and continued authorization for program activities and the Agreement is subject to amendment or termination due to (lack of funds, reduction of funds and/or change in regulations, upon thirty (30) days notice. MISCELLANEOUS PROVISIONS Provider will allow City inspectors, agents or representatives the ability to monitor its compliance with safety precautions as required by federal, state or local laws, rules, regulations and ordinances. By performing these inspections the City, its agents, or representatives are not assuming any liability by virtue of these laws, rules, regulations and ordinances. Provider shall have no recourse against the City, its agents, or representatives from the occurrence, non- occurrence or result of such inspection(s). Upon issuance of a notice to proceed the Consultant shall contact the Risk Management at (305) 416-1800 to schedule the inspections(s). Provider shall affirmatively comply with all applicable provision of the American with Disabilities Act ("ADA") in the course of providing any work, labor or services funded by the City including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability) and all applicable regulations, guidelines and standards. Additionally, Consultant shall take affirmative steps to ensure nondiscrimination in employment of disabled persons. NOTICES All notices or other communications required under this Agreement shall be in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt requested, addressed to the other party at the address indicated herein or to such other address as a party may designate by notice given as herein provided. Notice shall be deemed given on the day on which personally delivered; or, if by mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier. TO PROVIDER: TO THE CITY: ThyssenKrup�i Elevator Corporation 7481 N.W. 66t Street Miami, FL 33166 Copy to: Chief of Police City of Miami City Manager City of Miami 444 S.W. 2 Avenue 10th Floor Miami, FL 33130 City Attorney City of Miami Copy to: 400 NW 2nd Avenue Miami, FL 33128 Orange Bowl Stadium Department of Public Affairs 1501 N.W. 3rd Street Miami, FL 3315 444 S.W. 2 Avenue Suite 945 Miami, FL 33130 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. "City" CITY OF MIAMI, a municipal ATTEST: corporation Priscilla A. Thompson, City Clerk ATTEST: Print Name: Title: By: Joe Arriola, City Manager "Provider" ThyssenKrupp, a Delaware corporation By: Print Name: Daniel K. Baltzegar Title: Branch Sales Manager APPROVED AS TO FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: JORGE L. FERNANDEZ City Attorney DANIA F. CARRILLO Administrator Risk Management