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HomeMy WebLinkAbout24386AGREEMENT INFORMATION AGREEMENT NUMBER 24386 NAME/TYPE OF AGREEMENT FRANMAR BUS CORP DESCRIPTION SUPPLEMENTAL AGREEMENT TO SERVICES CONTRACT/TRANSPORTATION SERVICES/MATTER ID: 23- 924 EFFECTIVE DATE ATTESTED BY TODD B. HANNON ATTESTED DATE 5/1/2023 DATE RECEIVED FROM ISSUING DEPT. 5/1/2023 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 AL v. CITY OF MIAMI DOCUMENT ROUTING FORM Department of Procurement ORIGINATING DEPARTMENT: DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Franmar Bus Corp IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? I TOTAL CONTRACT AMOUNT: $ 50.000 FUNDING INVOLVED? fl TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) Supplemental Agreement YES NO ES ❑ NO ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): Miami -Dade County RTQ-01100 Transportation Services with Franmar Bus Cc On an as needed basis, under the City Manager's delegated authority of $50,000. COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT/CHIEF PROCUREMENT OFFICER PR23088 April 5, 2023 Annie Perez, CPPO 111:27:28 EDT SIGNATURE: C-°,--anti RISK MANAGEMENT April 5, 2023 1 Ann -Marie Sharpe 11:47:57 EDT SIGNATURE: Cfi i rt.k CITY ATTORNEY matter 23-924 April 27, 202:; Victoria Mendez 1 19:18:15 EDT SIGNATURE: 4,;Q ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER April 28, 2023 Larry Spring, CPA I 13 :10:13 EDT SIGNATURE: j l ?'' ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS April 28, 2023 Natasha Colebrook -Williams I 15 : 59: 41 EDT SIGNATURE: N.,z.,e e.c4,..aw:„.,„., DEPUTY CITY MANAGER Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: CITY MANAGER May 1, 2023 1 Arthur Noriega V 08:12:10 EDT SIGNATURE a"4h CITY CLERK May 1, 2023 1 Todd Hannon 10:13:09 EDT SIGNATURE: PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 IAFI I{SPAT 1 I fp � To: Pablo Velez City of Miami Office of the City Attorney Legal Services Request Office of the City Attorney From: Victoria Giraldo Contact Person Procurement Contracting Officer Title 4/5/2023 Date: Procurement Requesting Client (305) 416-1916 Telephone Legal Service Requested: Matter 23-924 Supplemental Agreement with Miami -Dade County RTQ-01100 Transportation Services with Franmar Bus Corp. Complete form and forward to the Office of the City Attorney or e-mail to Legal Services. Do not assume that the Office of the City Attorney knows the background of the question and/or issue, such as opinions on the same or similar issues, the existence of relevant memos, correspondence, etc. Please attach to this form and/or e-mail all pertinent information relating to the subject. Once your request has been assigned, an e-mail will be sent to you with the Assigned Attorney's name and the issued matter identification number. All attorneys in the Office of the City Attorney shall fully comply with the Rules Regulating the Florida Bar. For Legal Services requesting an opinion from the Office of the City Attorney: nlssue opinion in writing. Publish opinion after issuance. Authorized by: Annie Perez Date response requested by: BELOW PORTION TO BE COMPLETED BY THE OFFICE OF THE CITY ATTORNEY Assigned Attorney: Date: File No. Approved by: Ultimate Client: Comments: D / R Date: Copy returned to Requesting Client Type: Matrix: Category: Copy to Ultimate Client rev. 04/14/2017 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 PROFESSIONAL SERVICES AGREEMENT OVERVIEW PSA TITLE: Supplemental Agreements for MDC RTQ-01100 Transportation Services 1. AWARD DELEGATED AUTHORITY: ❑ Chief Procurement Officer — Authority level of $ N/A • City Manager — Authority level of $ 50,000 ❑ City Commission — RESOLUTION No. N/A 2. PROCUREMENT METHOD: ❑ RFP/RFQ ❑ IFB ❑ SOLE SOURCE • PIGGY -BACK ❑ PROFESSIONAL SERVICES UNDER $25,000 ❑ OTHER (Please explain): 3. WHAT IS THE SCOPE OF SERVICES? Transportation services for Parks and Recreation Department's ("Parks") programs. 4. IF CITYWIDE, WHAT ARE THE MOST FREQUENT USER DEPARTMENTS? Parks 5. IS THE AWARDEE THE INCUMBENT? AirB School Bus Transportation Inc. and Safeguard America Inc. Americas Transportation, Franmar Bus Corp. 6. IS THE PRICING HIGHER, LOWER OR THE SAME AS THE CURRENT CONTRACT? N/A 7. WHEN DOES THE CURRENT CONTRACT EXPIRE? April 29, 2023 8. WHAT WAS THE PREVIOUS SPEND ON THE CURRENT CONTRACT? $1,164,383 9. WHAT IS THE METHOD OF AWARD (Group, Item by Item etc.)? Pre -Qualified Pool of Vendors DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 CITY OF MIAMI'S SUPPLEMENTAL AGREEMENT TO SERVICES CONTRACT BETWEEN MIAMI-DADE COUNTY AND VARIOUS VENDORS The City of Miami (City) is accessing the abovementioned agreement for the provision of transportation services ("Services"). That certain agreement titled "Transportation Services" between Miami -Dade County ("Miami -Dade") and Various Vendors ("Vendor") made and entered effective as of June 1, 2019 is attached hereto and is incorporated by reference herein ("Services Contract"). This supplement to the Services Contract between Miami -Dade and the Vendor includes City legal requirements ("Agreement"). The term of this Agreement is as stated in Section 2.2 of the Services Contract. The effective date of access by the City is a) Vendor Responsibilities: A. Vendor(s) has agreed to furnish the Services as further described in Miami -Dade RTQ- 01100, as indicated in Section 3. Scope of Work and Technical Specifications as attached, except as follows: 1. All references to "Miami -Dade County" or the "County" shall be deleted and replaced with the "City" as applicable throughout the Exhibit. 2. All references to "County Commission" shall be stricken and replaced with the "City Commission" as applicable throughout the Solicitation. B. Vendor shall provide the Services to the City for Transportation Services. C. Vendor's, responsibilities will commence on the effective date of this agreement. b) Contract Section 1.16, titled Subcontracting, is hereby deleted in its entirety and replaced with the following language: Independent Contractor: This Agreement does not create an employee/employer relationship between the parties. It is the express intent of the parties that Vendor(s) is an independent Contractor under this Agreement and not the City's employee for all purposes, including but not limited to, the application of the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, the State Workers Compensation Act, any benefits under the City Pension Ordinances, and the State unemployment insurance law. Vendor(s) shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Vendors activities and responsibilities hereunder. Vendor(s) agrees that it is a separate and independent enterprise from the City, that it has full opportunity to find other business, that it makes its own investment in its business, and that it will utilize a high level of skill necessary to perform the work. DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 This Agreement shall not be construed as creating any joint employment relationship, joint venture partnership or other affiliated entity status between Vendor(s) and the City and the City will not be liable for any obligation incurred by Vendor(s), including but not limited to unpaid minimum wages and/or overtime premiums. In this regard, the City is not responsible for any debts, defaults, acts or omissions of Vendor(s) or its officials, agents, servants and employees. c) Contract Section 1.18, titled Assignment, is hereby deleted in its entirety and replaced with the following language: Assignment: Vendor(s) was selected for these services due to their particular and unique experience in the subject matter of this Agreement which Agreement is not freely assignable or transferable. This Agreement shall not be assigned, sold, transferred, or otherwise sold, by Vendor(s), in whole or in part, and Vendor(s) shall not assign any part of its operations, without the prior written consent of the City Manager, which may be denied, withheld or conditioned, in the City's sole discretion through the City Manager. Vendor(s) shall have no recourse from the City Manager's refusal to approve this Assignment, other than to cancel the Agreement in the manner provided by subsection (k) above. d) Contract Section 1.21, titled Indemnification, is hereby deleted in its entirety and replaced with the following language: Indemnification: A. Vendor(s) shall further indemnify, defend (at its own cost), and hold the City, its officers, agents, directors, and employees harmless against any civil actions, statutory or similar claims, injuries or damages arising or resulting from the permitted Work, even if it is alleged that the City, its officers, agents, directors, and employees were negligent. In the event that any action or proceeding is brought against the City by reason of any such claim or demand, Vendor(s) shall, upon written notice from the City, resist and defend (at its own cost) such action or proceeding by counsel satisfactory to the City. Vendor(s) expressly understands and agrees that any insurance protection required by this Contract or otherwise provided by Vendor(s) shall in no way limit the responsibility to indemnify, defend and save the City, its officers, agents, directors, and employees harmless as herein provided. B. The indemnification provided above shall obligate Vendor(s) to defend, at its own expense, to and through trial, administrative, appellate, supplemental or bankruptcy proceeding, or to provide for such defense, at the City's option, any and all claims of liability and all suits and actions of every name and description which may be brought against the City, whether performed by Vendor(s), or persons employed or utilized by Vendor(s). C. These duties will survive the cancellation or expiration of the Contract. This Section will be interpreted under the laws of the State of Florida, including without limitation and Page 2 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 interpretation, which conforms to the limitations of Sections 725.06 and/or 725.08, Florida Statutes, as applicable and as amended. D. Vendor(s) shall require all sub -contractor agreements to include a provision that each sub -contractor will indemnify the City in substantially the same language as this Section. Vendor(s) agrees and recognizes that the City shall not be held liable or responsible for any claims which may result from any actions or omissions of Vendor(s) in which the City participated either through review or concurrence of Vendor'(s) actions. In reviewing, approving or rejecting any submissions by Vendor(s) or other acts of Vendor(s), the City, in no way, assumes or shares any responsibility or liability of Vendor(s) or sub- contractors under this Contract. E. Ten dollars ($10) of the payments made by the City constitute separate, distinct, and independent consideration for the granting of this Indemnification, the receipt and sufficiency of which is voluntarily and knowingly acknowledged by Vendor(s). e) Contract Section 1.22, titled Insurance Requirements, is hereby deleted in its entirety and replaced with the following language: Insurance: Vendor(s) shall provide and maintain in force at all times during the Agreement with the City, such insurance, including Workers' Compensation and Employer's Liability Insurance, Comprehensive General Liability Insurance, Automobile Liability Insurance and Errors and Omissions Insurance to assure the protection contained in the foregoing indemnification undertaken by Vendor(s). A. Workers' Compensation subject to Statutory limits for the State of Florida with $100,000.00 Employers Liability. Employer's Liability- Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for Bodily injury caused by disease, each employee $500,000 for Bodily injury caused by disease, policy limit B. Commercial General Liability Insurance with limits of no less than $1,000,000.00 per occurrence, $2,000,000.00 for policy aggregate, affording coverage for bodily injury, including death, and property damage. The certificate of insurance shall insure exposures arising out of premises and operations, products and completed operations, personal injury and advertising liability, and include coverage for contingent and contractual exposures. This insurance shall be written on a primary and non-contributory wording and shall list the City of Miami as an additional insured. C. Business Auto Liability protecting against bodily injury and property damage arising out of operation, maintenance or use of any auto, including owned, non -owned and hired automobiles exposures, with limits of not less than $ 1,000,000.00 per accident. The City shall appear listed as an additional insured on this coverage. A Certificate of Insurance acceptable to the City shall be provided listing the above Page 3 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 coverages and providing thirty (30) days prior written notice to the City in the case of cancellation. The City shall be named as an additional insured on all liabilities, except professional liability and workers' compensation coverage. A copy of the certificate shall be mailed to the City's Risk Management Department at the time Vendor(s) executes this Agreement. f) Contract Section 1.25, titled Termination for Convenience, is hereby deleted in its entirety and replaced with the following language: Cancellation for Convenience: The City, acting by and through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, and without penalty, at any time, by giving written notice to Vendor(s) at least thirty (30) calendar days prior to the effective date of such termination. In such event, the City shall pay to Vendor(s) compensation for Services rendered and approved expenses incurred prior to the effective date of termination. In no event shall the City be liable to Vendor(s) for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or incidental damages. Vendor(s) shall have no recourse or remedy against the City for a termination under this subsection except for payment of fees due prior to the effective date of termination. g) Contract Section 1.34, titled Audits -Access to Records, is hereby deleted in its entirety and replaced with the following language: Audit and Inspection Rights and Records Retention: A. Vendor(s) agrees to provide access to the City or to any of its duly authorized representatives, to any books, documents, papers, and records of Vendor(s) which are directly pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. The City may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the City to Vendor(s) under this Agreement, audit and inspect, or cause to be audited and inspected, those books, documents, papers, and records of Vendor(s) which are related to Vendor(s)'s performance under this Agreement. Vendor(s) agrees to maintain all such books, documents, papers, and records at its principal place of business in Miami -Dade County, or its local office in Miami -Dade County or to otherwise make them available in Miami -Dade County for a period of three (3) years after final payment is made under this Agreement and all other pending matters are closed. Vendor(s)'s failure to adhere to, or refusal to comply with, this condition shall result in the immediate cancellation of this Agreement by the City. B. The City may, at reasonable times during the term hereof, inspect Vendor(s)'s facilities and perform such tests, as the City deems reasonably necessary, to determine whether the goods or services required to be provided by Vendor(s) under this Agreement conform to the terms hereof. Vendor(s) shall make available to the City all reasonable facilities and assistance to facilitate the performance of tests or inspections by City representatives. All audits, tests and inspections shall be subject to, and made in accordance with, the provisions of Sections 18-99, 18-100, 18-101, and 18-102 of the Code of the City of Miami, Florida ("City Code"), which Sections apply to this Agreement, as same may be amended or supplemented, from time to time. Page 4 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 h) Contract Section 1.48, titled Nondiscrimination, is hereby deleted in its entirety and replaced with the following language: Non -Discrimination. Equal Employment Opportunity, and Americans with Disabilities Act: Vendor(s) shall not unlawfully discriminate against any person in its operations and activities or in its use or expenditure of funds in fulfilling its obligations under this Agreement. Vendor(s) shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act (ADA) in the course of providing any services funded by City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability), and all applicable regulations, guidelines, and standards. In addition, Vendor(s) shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. Vendor(s) affirms that it shall not discriminate as to race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used in connection with its performance under the Formal Solicitation. Furthermore, Vendor(s) affirms that no otherwise qualified individual shall solely by reason of their race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used, be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of services and employment of personnel, Vendor(s) shall not discriminate against any person on the basis of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used. All persons having appropriate qualifications shall be afforded equal opportunity for employment. i) Contract Section 1.49, titled Public Records and Contracts for Services Performed on Behalf of Miami -Dade County, is hereby deleted in its entirety and replaced with the following language: Public Records: A. Vendor(s) understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, 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 laws. Vendor(s)'s failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. B. Vendor(s) shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) keep and maintain public records that ordinarily and necessarily would be required by the City to perform this service; (2) upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided Page 5 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 by law; (3) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the Agreement if Vendor(s) does not transfer the records to the City; (4) upon completion of the Agreement, transfer, at no cost, to the City all public records in possession of Vendor(s) or keep and maintain public records required by the City to perform the service, if Vendor(s) transfers all public records to the City upon completion of the Agreement, Vendor(s) shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements, if Vendor(s) keeps and maintains public records upon completion of the Agreement, Vendor(s) shall meet all applicable requirements for retaining public records, all records stored electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. Notwithstanding the foregoing, Vendor(s) shall be permitted to retain any public records that make up part of its work product solely as required for archival purposes, as required by law, or to evidence compliance with the terms of the Agreement. C. Should Vendor(s) determine to dispute any public access provision required by Florida Statutes, then Vendor(s) shall do so at its own expense and at no cost to the City. IF VENDOR(S) HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THE CONTRACT, CONTACT THE DIVISION OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS@MIAMIGOV.COM, OR REGULAR MAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FLOOR, MIAMI, FL 33130. VENDOR MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT WHO IS ADMINISTERING THIS CONTRACT. The following clauses are added to this contract: j) Notices: TO THE CITY: Arthur Noriega V. City Manager 3500 Pan American Drive Miami, Florida 33133 Victoria Mendez City Attorney City of Miami 444 S.W. 2nd Avenue, 9th Floor Miami, Florida 33130 Annie Perez, CPPO Procurement Director City of Miami 444 S.W. 2nd Avenue, 6th Floor Page 6 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 Miami, Florida 33130 TO VENDOR: PO Box 970783 Miami, FL 33157 k) APRlicable Law, Venue and Attorney's Fees: This Agreement with the City shall be governed by and construed under the laws of the State of Florida regardless of choice or conflict of laws principles. Venue in any proceedings between Vendor(s) and the City of Miami shall be in a court of competent jurisdiction located in Miami -Dade County, Florida. Each party shall bear their own respective attorneys' fees. I) Laws and Ordinances Vendor(s) shall be responsible to follow and observe all applicable laws, rules, regulations and ordinances of the City, County, State, Federal governments or other public agencies having jurisdiction over the subject matter of this Agreement relating to the activities, undertakings and operations being conducted pursuant to this Agreement. m) Mediation: These parties may, at their discretion, agree in writing to resolve any dispute between them arising under this Agreement by submitting such dispute to non —binding mediation by a certified mediator in Miami -Dade County, Florida. The parties shall split the cost of the mediator. The decision of the mediator shall not be binding. n) Contingency 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, failure to allocate or appropriate funds, and/or change in applicable laws, City programs or policies, or regulations, upon thirty (30) days written notice. o) Force Majeure: A "Force Majeure Event" shall mean an act of God, act of governmental body or military authority, fire, explosion, power failure, flood, storm, hurricane, sink hole, other natural disasters, epidemic, riot or civil disturbance, war or terrorism, sabotage, insurrection, blockade, or embargo. In the event that either party is delayed in the performance of any act or obligation pursuant to or required by the Agreement by reason of a Force Majeure Event, the time for required completion of such act or obligation shall be extended by the number of days equal to the total number of days, if any, that such party is actually delayed by such Force Majeure Event. The party seeking delay in performance shall give notice to the other party specifying the anticipated duration of the delay, and if such delay shall extend beyond the duration specified in such notice, Page 7 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 additional notice shall be repeated no less than monthly so long as such delay due to a Force Majeure Event continues. Any party seeking delay in performance due to a Force Majeure Event shall use its best efforts to rectify any condition causing such delay and shall cooperate with the other party to overcome any delay that has resulted. p) City Not Liable for Delays: Vendor(s) hereby understands and agrees that in no event shall the City be liable for, or responsible to Vendor(s) or any subcontractor, or to any other person, firm, or entity for or on account of, any stoppages or delay(s) in work herein provided for, or any damages whatsoever related thereto, because of any injunction or other legal or equitable proceedings or on account of any delay(s) for any cause over which the City has no control. q) Use of Name: Vendor(s) understands and agrees that the City is not engaged in research for advertising, sales promotion, or other publicity purposes. Vendor(s) is allowed, within the limited scope of normal and customary marketing and promotion of its work, to use the general results of this project and the name of the City. Vendor(s) agrees to protect any confidential information provided by the City and will not release information of a specific nature without prior written consent of the City Manager or the City Commission. r) No Conflict of Interest: Pursuant to City of Miami Code Section 2-611, as amended ("City Code"), regarding conflicts of interest, Vendor(s) hereby certifies to the City that no individual member of Vendor(s), no employee, and no subcontractors under this Agreement or any immediate family member of any of the same is also a member of any board, commission, or agency of the City. Vendor(s) hereby represents and warrants to the City that throughout the term of this Agreement, Vendor(s), its employees, and its subcontractors will abide by this prohibition of the City Code. s) No Third -Party Beneficiary: No persons other than Vendor(s) and the City (and their successors and assigns) shall have any rights whatsoever under this Agreement. t) Survival: All obligations (including but not limited to indemnity and obligations to defend and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. u) Truth -in -Negotiation Certifications Representation and Warranty: Vendor(s) hereby certifies, represents and warrants to the City that on the date of Vendor(s)'s execution of this Agreement, and so long as this Agreement shall remain in full force and effect, the wage rates and other factual unit costs supporting the compensation to Vendor(s) under this Agreement are and will continue to be accurate, Page 8 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 complete, and current. Vendor(s) understands, agrees and acknowledges that the City shall adjust the amount of the compensation and any additions thereto to exclude any significant sums by which the City determines the contract price of compensation hereunder was increased due to inaccurate, incomplete, or non -current wage rates and other factual unit costs. All such contract adjustments shall be made within one (1) year of the end of this Agreement, whether naturally expiring or earlier terminated pursuant to the provisions hereof. v) Counterpartsi Electronic Signatures: This Agreement may be executed in counterparts, each of which shall be an original as against either Party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. Page 9 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 q K O O o�z io _0=9 o a E a > E 0 o ° V Z C. a E V 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. ATTEST: rint Name: T t C: CCt lVo itle: A s4hr zed reD t t of "Vendor Name" By: Print Name: Title: Corporate Seal) (Authorized Corporate Officer) ATTEST: DocuSigned by: "City" CITY OF MIAMI, a municipal corporation By: Todd B. Hannon, City Clergy Arthur Noriega V, City Manager e-Y " o ►ra„ APPROVED AS TO LEGAL FORM AND CORRECTNESS: DS rPr Qvi%ur Nbrity. APPROVED AS TO INSURANCE REQUIREMENTS: 61, Victorla`1Iendez (Matter 23-924) Ann -Mane Sharpe City Attorney Risk Management Director DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 a / -' l Y() (company type: Inc., LLC.), desires to enter into an Agreement with the City of COMPANY. RESOLUTION (This Resolution needs to authorize the signatory to sign) WHEREAS,1%-i:Ottimo.i 1L& etP" par-) Miami for the purpose of performing the work described in the contract to which this resolution is attached; and ��` WHEREAS, the ee 11 fllitan "= (board type; Board of Directors for Inc, Board of Managers for LLC.) at a duly held company meeting has considered the matter in accordance with the bylaws of the company; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD ofrat rirnYt r-Z48 same as identified above) that this company is authorized to enter into the Agreement with the City, and the pany officer title)and the i1ctrf61t it , C'(company officer title) are hereby authorized and directed to execute the Agreement in the name of this Company and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. II ("Vendor") An frf io C,.iw- + °r??C tate) Company By: ' mot ` (sign) Print Name: r(`afL IN WITNESS WHEREOF, this I 1 day of ALMA , 202 s nr C � TITLE: L'; ! C (sign) Print Name: TITLE: Page 11 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 DIVISION OF CORPORATIONS l,l } , # rg A.: i\fLt an official 3'urre of Florida web. iie JIyI�IfJl';1f Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Profit Corporation FRANMAR CORPORATION Filing Information Document Number FEI/EIN Number Date Filed State Status Last Event Event Date Filed Event Effective Date Principal Address 19301 S.W. 108TH AVE. MIAMI, FL 33157 Changed: 07/12/2010 Mailing Address 70 Post Office Park Suite 7003 Wilbraham, MA01095 523936 59-1716761 01/17/1977 FL ACTIVE AMENDMENT 01/20/2012 NONE Changed: 03/28/2023 Registered Agent Name & Address CT Corporation System 1200 South Pine Island Road Plantation, FL 33324 Name Changed: 03/28/2023 Address Changed: 03/28/2023 Officer/Director Detail DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 Name & Address Title Director, President Crawford, Judith 70 Post Office Park Suite 7003 Wilbraham, MA01095 Title Director, CFO, Treasurer, Secretary Van Dyk, Cornelius 70 Post Office Park Suite 7003 Wilbraham, MA01095 Title Director, Chief Commercial Officer Duke, David A. 70 Post Office Park Suite 7003 Wilbraham, MA01095 Title Director, COO Richters, Westley 70 Post Office Park Suite 7003 Wilbraham, MA01095 Title Vice President of Commercial Development Grygiel, Justin 70 Post Office Park Suite 7003 Wilbraham, MA01095 Title Vice President of Commercial Development Rakestraw, Justin 70 Post Office Park Suite 7003 Wilbraham, MA01095 Annual Reports Report Year Filed Date 2022 01/22/2022 2023 01/31/2023 2023 03/28/2023 Document Images DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 03/28/2023 -- AMENDED ANNUAL REPORT 01/31/2023 --ANNUAL REPORT 01/22/2022 -- ANNUAL REPORT 01/20/2021 -- ANNUAL REPORT 01/23/2020 -- ANNUAL REPORT 02/07/2019 -- ANNUAL REPORT 01/12/2018 -- ANNUAL REPORT 03/01/2017 -- Reg. Agent Change 01/16/2017 -- ANNUAL REPORT 01/04/2016 -- ANNUAL REPORT 04/16/2015 -- ANNUAL REPORT 01/13/2014 -- ANNUAL REPORT 01/22/2013 -- ANNUAL REPORT 03/28/2012 -- ANNUAL REPORT 01/20/2012 -- Amendment 01/28/2011 --ANNUAL REPORT 07/12/2010 -- ADDRESS CHANGE 01/25/2010 -- ANNUAL REPORT 03/13/2009 -- ANNUAL REPORT 02/04/2008 -- ANNUAL REPORT 04/16/2007 -- ANNUAL REPORT 01/23/2006 -- ANNUAL REPORT 02/12/2005 -- ANNUAL REPORT 03/12/2004 -- ANNUAL REPORT 06/27/2003 -- ANNUAL REPORT 01/21/2003 --ANNUAL REPORT 10/16/2002 -- ANNUAL REPORT 01/22/2002 -- ANNUAL REPORT 08/27/2001 -- ANNUAL REPORT 01/11/2001 --ANNUAL REPORT 04/23/2000 -- ANNUAL REPORT 02/22/1999 -- ANNUAL REPORT 02/25/1998 -- ANNUAL REPORT 04/29/1997 -- ANNUAL REPORT 04/02/1996 -- ANNUAL REPORT 02/20/1995 -- ANNUAL REPORT View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 _ _VIIAMI, FLORIDA INTER -OFFICE MEMORANDUM Arthur Noriega V City Manager DocuSwlecl FROM: riffe`Perez, CPPO Director/Chief Procurement Officer Department of Procurement RECOMMENDATION: DATE February 15, 2023 SUBJECT: Recommendation for Approval to Award Accessing MDC RTQ No. 01100 Transportation Services ENCLOSURES: Based on the findings below, the Department of Procurement ("Procurement"), on behalf of the Parks and Recreation Department ("Parks"), hereby recommends the accessing of Miami Dade County's ("MDC") RTQ No. 01100, for Transportation Services. The awarded vendor, and contract terms and amount are listed below. Contract Number/Title: Contract Amount: Contract Term: Recommended Vendor: BACKGROUND: MDC Contract RTQ 01100 Transportation Services. On an as needed basis, under the City Manager's delegated authority of $50,000. Sixty (60) months, expires May 31, 2024 Academy Bus LLC, Air B School Bus Transportation Inc., American Coach Inc., Florida Trails Inc. dba Annette Bus Lines, Franmar Corp., JGT Transportation Inc., Key Transportation Services Corp., Phoenix Bus Inc., Safeguard America Inc. dba Americas Transportation, Transportation America Inc, Unique Charters Inc. Parks has a continuous need to provide transportation services to their summer and after school program participants, on an as needed basis. Market research was conducted, and it was determined that the Miami Dade County RTQ No. 01100, Transportation Services, which was competitively solicited under full and open competition, met all the City's criteria for accessing the contract and would be most advantageous to the City. Consequently, approval of this recommendation is requested. Your signature below will indicate approval of this recommendation. Approved: aver Navin yt FrielIT Y 42A_ Arthur Noriega V City Manager Date: February 22, 2023 1 12:52:30 EST cc: Natasha Colebrook -Williams, Assistant City Manager, Chief of Operations Larry Spring, CPA, Assistant City Manager, Chief Financial Officer Chris Evans, Interim Director, Parks and Recreation Department Yadissa A. Calderon, CPPB, NIGP-CPP, Assistant Director, Department of Procurement PR22216 Page 1 of 2 Uocubign tnvelope ID: 9U1Ub24Ia-UI-1J2-4bfb-AUIiA-4UIiD2e 41 / 1 b 'mi. 1. fi'xr € q.-trci IrILLHI t L11- LIMCSILI 1 T I 01 ziURANCE DATE IIUr9 1IYT'il D3I2BJ2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS U'CN THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AYEt D, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW_ THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERISI, AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policylies} must have ADDITIONAL INSURED provisions or the endorse-d- If SUBROGATION IS WAIVED, subject to the berms and conditions of the policy, certain policies may req ire an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu o-f such endorsement{s). PROD+JCER 11'111/4 i'e5reLet Pitmen Iterthrrst., In. 8 ss Cantu*? Blvd P. 1laex 303191 Niihuillo, 11i 3723.03191 erwy CC41rACT Willi. Tewexs 94atson Certifaaate Ccntcs Ill.: MR _ F 0 Nn.5xt3: 1-B77-945-7378 fF,e+C,No;:--888-167- 73 E •MAL 'DDREt5: cextificates.. rillis.caon INS. RER(S)AFFORDING COVERAGE NAIL t INSURER R: Old Republic Ir-7urax' C":112auY 2419 MISURED INSURER B: A[M Pxopertg k Ca. --malty Lco.--omance Ccoopany 20 E99 Frs a.c CacFsrreian 1 %301 9H SOBLb ll;avooubr YSfrrai, iL 331ST Frmr; m; Ins-crance INS UPER O: Crony 1all 35 INS.PER D: INS -REF E: INS -REP. = : COVERAGES CERTIFICATE NUMBER: 1<2115D6169 REVISION IWIJMBER: THIS I TO CERTIFY TI-IAT THE PO_CIES OF INDUFtANCE J&ED BELOW HAVE BEEN ISSUE) -0 --= INS.s=J NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY EQJIREMENT, TERM OR CONDITION OF ANY CONTRACT 3R 3THE9. D)CUMENT WITH RESPECT TO WHICH TI-IC CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY Ti= PC{LICIEG JEGC9IEED HE9.EIN 1S SUBJECT TO ALL THE TERN!: EXCL..:;IONSAND CONDITIONS OF SUCH POLICIED. LIMIT; .SHOWN M/ HAVE BEEN 9.EDUCED BY ?AID CLAIIJG. MSR LTR TYPE CFNSURANCE ADDL MIDWUD SUBR POLICY HUMBER LF POCYEFF LIMUDDIYYY I POLICY E%P �Y� iYrYO warm coYR1EIkotaL OEIWRAL LIAR ILrrY ' :iWFY 31i554 22 V� ]L.�Y�5 O ` 22: \VVVI ✓ O ii, 13 D23 EACH OCCUR.R.E'JCE, S,DOQ,000 _ �_'�JFaSHaiiL'E : : : -' C. 1iji3E TO RENTED FREM-1EE I:E cs,�cu'rence1 1 1 , 000, 000 rJED ESP i&T onep person:. 1 5,000 FERSONtL & MN' MUM 1 0,000,000 {iE',i-.'aGREGATELJMFVAFPLI= 1 POLICY' OTHER: .E T P PR --- GENERAL ACiDIRE€ATE 1 1fl-,0-B0,000 =ROU.rGT'd-: kiRJOPA s 1 10,0-09,000 ; A bAJ'T4111DE�ELIs{EIJTY' X _ A'�YALITO aL'Tr_°S iiaLY' FIRED FIRE] NOHED5.1 Rrs AUTOS NON -OWNED AUTOS OIL" O IdWSE 3 2 ^ OI✓, �O �' 1/ 12/15J7�622 i2f13y�2623 uailENED&h• LELIMIT Ea.y::ds-: i S,0 0,000 200 'YIN- °fY,_ F ' I 1 ROD _Y Ihl.J ,=e:aoclient'i S =R#ERTV C75MA3E Pc a¢ ml;• - B X UM&RELJ�. LIAR EGCES•S LAB lrh y{fir_ F v-.. __ �` Q Tl C72555909DD2 12}15/2622 12f15f2023 EACH OCCURRENCE 5 , flOQ, 000 AGGREGATE S,U00,000 DED RETENTION t - ? 'Al ORiSER0 COMPENSATION AND EMPLOYERS' LIARILJTY ANYPROPRE7ORM TNERADEE L— = ❑ 0=I ERVEIa10ERaCLUDED7 ittredallnor inM1j n yc, deccrte• order DEECRF'TIONDFOPERATIONS elan `I A EPIC 315352 22 12}15f2D22 12f13/2D23 EITATUTE ER EL CCeCE EACH T * 1,000,000 EL DISEASE - EA. ELFLOY'E1 ¢ 1,CHI, 000 ELDIEEr.5E-POLICY LIMIT 1,000,000 D F_^L'- ai Oaa,..,AL Mite LLilaility GY'Ji1002R1502 12J15/2D22 122f15/2D23 05, 000,000 xi of `7.5,000,000 MSCRPTICN OF OPERATIONS I LOIARDIIS 1 VEHICLE1 ACORD 101, AWdtlerlel R t rke &sheathb, may be &lambed III'nore come. lc romatedy This. ;voids and Replaces Previously Issued Certificate Dated 03/D8U2023 WITH ID: 1128283411. Certificate Horlder is included as an Additional Insured as respects. to General Liability and Auto Liability where required by written contract. General Liability and Auto Liability policies shall be Primary and Rom -contributory with any other insurance io.fD_;:e CERTIFICATE HOLDER CANCELLATION City of Miami 144 SW 2nd Avenue Ifiemmi, !L 3313D SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CSNCELLED BEFCR THE EXPIRATION DATE THEREOF, NOTICE ',MILL BE DELIVERED t, ACCORDANC E WITH THE POLICY PROVISIONS_ AUTHORLZED RE:PRESENTATIWE. ACORD 25(2016/03) ©1988-2016 ACORD CORPORATION. All righ13 reserved. The ACCORD narne and logo are registered marks of ACORD u,: 23926456 auxu: 29.13809 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 A CCPRD A3ENC`t CLISTCIYE ID: LOC# ADDITIONAL REMARKS HEDULE P_ ge 2 3f .4'3ENCY Wi11as Toweril Wa.tson. Northeast, In,c. NAMED INSURED Rr/waw= C sertiers 19301 SR 'OBER le, .h hdia.l, FL 33157 'a_•_ :'Y NUMBER E ee Page 1 :Ai AIER Sre Page 1 N.4C CODE Oee Page 1 EFFE€TI E DATE: See Page 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDJLE TO ACORD FORM, FOR NJMBER: 23 FORM TITLE: Certaficate of Liability Insurance for D_ which may to parchared h'r iv3ditiona.1 Inaured uhere regoixed by written contract_ ACORD 101 12 D1} 200E ACORD CORPORATION. All rights reserved. The ACORD name and Togo are registered marks of ACORD SR ID:23926450 BATCH:2910309 CERT:W28508169 DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 From: Ouevedo, Terry To: Carbonell. Aileen; Gomez Jr., Francisco (Frank) Subject: RE: PROCUREMENT INSURANCE REVIEW FOR FRANMAR BUS CORP COI Date: Wednesday, March 29, 2023 10:44:42 AM Aileen The COI is adequate. Regards, .141Thaectecki City of Miami Risk Management Department 9th Floor 444 SW 2nd Avenue Miami, Florida 33130 Q0 (305) 416-1641 Office (</ (305) 416-1710 Fax !'V TquevedoPmiamigov.com �C/ Ni -.S erase y, S earreeaey, aed 71a ossccry arvr 6ariai ua � ('j (12 From: Carbonell, Aileen <ACarbonell@miamigovisorDr> Sent: Wednesday, March 29, 2023 10:41 AM , 1/ To: Gomez Jr., Francisco (Frank) <FGomez arnigov.com> Cc: Quevedo, Terry <TQuevedo@miamigov.com> Subject: PROCUREMENT INSURANCE REVIEW FOR FRANMAR BUS CORP COI Importance: High Good morning, Please review the insurance attached at your earliest convenience and advise if adequate according to insurance requirements contained therein. Thank you! Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarbonellPmiamigov.com Remit W9 to: PurchasingSupplierAdmins(@miamigov.com DocuSign Envelope ID: 9010624B-OFD2-4676-A08A-408D2C941716 Website: https://beta.miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Community" CONFIDENTIAL COMMUNICATION The information contained in this transmission may contain privileged and confidential information. It is intended only for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. ` 4, VV rb��� `O � Olivera, Rosemary From: Gandarilla, Aimee Sent: Monday, May 1, 2023 11:46 AM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary; Cabrera, Paola; Brown, Sadie Subject: Transportation Services MDC RTQ-01100 Franmar Bus Matter 23-924 Attachments: Transportation Services MDC RTQ-01100 Franmar Bus Matter 23-924.pdf Good morning Todd, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thank you, airnee garcdwriaa Procurement Assistant City of Miami Department of Procurement 444 SW 2' Avenue, 6th floor, Miami, FL 33130 P(305) 416-1906 F(305) 400-5338 Eagandarilla@miamigov.com https://miamigov.com/Government/Departments-Organizations/Procurement , cap. 1 ti -},png, Enhancing, and Transforming our Community" 1