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HomeMy WebLinkAboutR-2026-084 Sam's Landscaping Maintenance Agreement for Irrigation Services (ITB 26-005)RESOLUTION NO. 2026-084 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA, AUTHORIZING THE CITY TO ENTER INTO AN AGREEMENT FOR IRRIGATION MAINTENANCE AND REPAIR SERVICES WITH SAM’S LANDSCAPING MAINTENANCE, INC., PURSUANT TO THE AWARD OF INVITATION TO BID (“ITB”) NO. 26-005 “CITYWIDE IRRIGATION SERVICES”; AUTHORIZING THE CITY TO EXCEED THE ANNUAL VENDOR THRESHOLD TOTAL AMOUNT OF FIFTY THOUSAND DOLLARS ($50,000.00); PROVIDING FOR CONFLICTS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Dania Beach Code of Ordinances, Chapter 2, Article I, Section 2-10, "Monetary Thresholds for Certain Purchases and Payment Disbursement Authorizations," establishes a monetary threshold of Fifty Thousand Dollars ($50,000.00) for a vendor during each fiscal year that the agreement is in place; and WHEREAS, the City requires citywide irrigation services to maintain municipal landscaped areas, including parks, rights-of-way, medians, and other public areas; and WHEREAS, the City’s irrigation systems are critical infrastructure requiring regular maintenance, inspection, and repair to ensure efficient operation, prevent water loss, and maintain the aesthetic and functional quality of public spaces; and WHEREAS, at the Commission meeting held on May 26, 2026 and pursuant to Resolution No. 2026-076, the City Commission authorized the award of ITB No. 26-005, “Citywide Irrigation Services” to Sam’s Landscaping Maintenance, Inc.; and WHEREAS, the City is requesting authorization from the City Commission to enter into an Agreement with the selected contractor, which Agreement is attached as Exhibit “A” and incorporated into this Resolution by this reference. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA: Section 1. That the above “Whereas” clauses are ratified and confirmed, and they are made a part of and incorporated into this Resolution by this reference. Section 2. The City Commission approves the City to enter into an agreement, attached as Exhibit “A”, with Sam’s Landscape Maintenance, Inc. pursuant to the award of Bid ITB No. 26-005, “Citywide Irrigation Services” and to exceed the annual amount of Fifty 2 RESOLUTION #2026-084 Thousand Dollars ($50,000.00) purchase threshold for a single vendor for each fiscal year that the agreement is in place. Section 3. That funding will be appropriated from the Landscape Maintenance Account No. 001-39-04-539-46-50. Section 4. That the City Manager and City Attorney are authorized to make minor revisions to the agreement which are deemed necessary and proper and is in the best interest of the City and to execute extensions that do not materially alter costs or scope of the agreement modification. Section 5. That all resolutions or parts of resolutions in conflict with this Resolution are repealed to the extent of such conflict. Section 6. That this Resolution shall be effective 10 days after passage. PASSED AND ADOPTED on June 23, 2026. Motion by Commissioner Lewellen second by Vice Mayor Salvino. FINAL VOTE ON ADOPTION: Unanimous X Yes No Commissioner Lori Lewellen ____ ____ Commissioner Luis Rimoli ____ ____ Commissioner Archibald J. Ryan IV ____ ____ Vice Mayor Marco Salvino ____ ____ Mayor Joyce L. Davis ____ ____ ATTEST: ELORA RIERA, MMC JOYCE L. DAVIS CITY CLERK MAYOR APPROVED AS TO FORM AND CORRECTNESS: EVE A. BOUTSIS CITY ATTORNEY 1 CITY OF DANIA BEACH, FLORIDA-CITYWIDE IRRIGATION SERVICES AGREEMENT - ITB NO. 26-005 THIS CITYWIDE IRRIGATION SERVICES AGREEMENT ("Agreement") is made and entered into as of the ____ day of __________, 2026, by and between the CITY OF DANIA BEACH, FLORIDA, a Florida municipal corporation ("CITY"), whose address is 100 West Dania Beach Boulevard, Dania Beach, Florida 33004, and SAM'S LANDSCAPE MAINTENANCE, INC., a Florida corporation authorized to transact business in the State of Florida ("CONTRACTOR"). RECITALS WHEREAS, the CITY issued Invitation to Bid No. 26-005 for Citywide Irrigation Services; and WHEREAS, CONTRACTOR submitted a responsive and responsible bid in response to ITB No. 26-005; and WHEREAS, the City Commission determined that CONTRACTOR possesses the qualifications, experience, personnel, equipment, and resources necessary to perform the required services; and WHEREAS, the City Commission authorized award of ITB No. 26-005 to CONTRACTOR; and WHEREAS, the parties desire to enter into this Agreement for the performance of irrigation maintenance and repair services for the CITY. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows: ARTICLE 1 DEFINITIONS 1.1 Agreement means this Agreement and all exhibits, attachments, addenda, amendments, and incorporated Contract Documents. 1.2 City Manager means the City Manager of the City of Dania Beach or authorized designee. 1.3 Contract Documents means all documents identified in Article 2. 1.4 Contractor means Sam's Landscape Maintenance, Inc., together with its employees, agents, subcontractors, successors, and permitted assigns. 2 1.5 Emergency Condition means a condition requiring immediate response to prevent substantial water loss, damage to public property, damage to landscaping, interruption of irrigation operations, or a threat to public health, safety, or welfare. 1.6 Work means all labor, supervision, services, materials, equipment, transportation, permits, and incidentals required by the Contract Documents. ARTICLE 2 CONTRACT DOCUMENTS; ORDER OF PRECEDENCE The following documents are incorporated into and made a part of this Agreement: A. This Agreement and all amendments; B. Addenda issued by the CITY; C. ITB No. 26-005, including all specifications, scope of work, special conditions, general conditions, attachments, exhibits, and forms; D. CONTRACTOR'S bid submission; E. Written work authorizations issued by the CITY. In the event of any conflict, ambiguity, inconsistency, or discrepancy among the Contract Documents, the following order of precedence shall apply: 1. This Agreement and any duly executed amendments; 2. Addenda issued by the CITY; 3. Written clarifications executed after award and signed by both parties; 4. Special Conditions of the ITB; 5. Scope of Work and Technical Specifications; 6. General Conditions of the ITB; 7. Other solicitation documents and attachments; 8. CONTRACTOR'S bid submission. No statement, representation, qualification, exception, limitation, condition, brochure, marketing material, or term contained in CONTRACTOR'S bid submission shall modify, supersede, waive, or diminish any requirement of this Agreement or the solicitation documents unless expressly accepted by the CITY in a written amendment or written clarification executed by both parties. 3 ARTICLE 3 TERM 3.1 Initial Term. The initial term of this Agreement shall be three (3) years commencing upon execution by both parties. 3.2 Renewals. The CITY may renew this Agreement for up to two (2) additional one-year periods upon written notice to CONTRACTOR. 3.3 No Guarantee of Renewal. Nothing herein shall obligate the CITY to exercise any renewal option. ARTICLE 4 SCOPE OF SERVICES 4.1 General Scope. CONTRACTOR shall provide all labor, supervision, personnel, equipment, tools, vehicles, transportation, materials, permits, and incidentals necessary to perform the work described in ITB No. 26-005 and all incorporated Contract Documents. 4.2 Incorporation of ITB Scope. The Scope of Work contained in ITB No. 26-005 is incorporated herein by reference and shall govern the services to be provided under this Agreement. 4.3 Standard of Care. CONTRACTOR shall perform all services in a professional, workmanlike manner consistent with industry standards and in accordance with all applicable laws, codes, regulations, and manufacturer requirements. ARTICLE 5 AUTHORIZATION OF WORK 5.1 Written Authorization. No repair work exceeding Five Hundred Dollars ($500.00) shall be performed without prior written authorization from the CITY unless necessary to address an Emergency Condition. 5.2 No Oral Modifications. 4 No oral directive, field instruction, verbal approval, statement, course of conduct, or communication from any CITY employee shall authorize additional compensation, modify the scope of work, or amend this Agreement. 5.3 Unauthorized Work. The CITY shall not be responsible for payment of unauthorized work. ARTICLE 6 COMPENSATION 6.1 Compensation. The CITY shall compensate CONTRACTOR in accordance with the pricing submitted in CONTRACTOR'S bid and accepted by the CITY. 6.2 No Minimum Quantity. Nothing herein shall be construed as guaranteeing any minimum quantity of work or compensation. 6.3 Funding Limitation The CITY'S obligations under this Agreement are subject to annual appropriation by the City Commission. Nothing contained herein shall be construed to relieve the CITY of its obligation to pay for services that were properly authorized, performed, accepted, and invoiced prior to the effective date of any termination resulting from non-appropriation of funds. In the event sufficient funds are not appropriated for any future fiscal year, the CITY may terminate this Agreement upon written notice to CONTRACTOR, and the CITY shall have no obligation to authorize or pay for services performed after the effective date of such termination. 6.4 Invoice Requirements. Invoices shall include: A. Date of service; B. Location of work performed; C. Description of services performed; D. Labor hours by employee classification; E. Materials utilized; F. Supporting documentation required by this Agreement. 5 6.5 Late Invoices. The CITY may reject invoices submitted more than ninety (90) days after completion of the applicable work unless approved in writing by the City Manager. ARTICLE 7 MATERIAL COSTS 7.1 Material Markup. Material markups shall not exceed fifteen percent (15%) above CONTRACTOR'S documented cost. 7.2 Documentation. All invoices containing material charges shall include supplier invoices, receipts, or equivalent documentation acceptable to the CITY. Material charges not supported by the required documentation may be disallowed by the CITY. 7.3 Incomplete Invoices. An invoice that does not include the documentation required by this Article shall be deemed incomplete and shall not constitute a proper invoice for payment purposes. The CITY may return the invoice to CONTRACTOR for correction or request additional supporting documentation. The time periods for review and payment shall commence upon the CITY'S receipt of a complete invoice containing all required supporting documentation. ARTICLE 8 EMERGENCY RESPONSE 8.1 Emergency Capability. CONTRACTOR shall maintain sufficient personnel, equipment, materials, and resources to respond to emergency irrigation failures throughout the term of this Agreement. 8.2 Response Time. CONTRACTOR shall maintain emergency response capability consistent with its bid submission. CONTRACTOR represents that emergency response services can be provided within four (4) hours of notification by the CITY and shall use commercially reasonable efforts to meet that response time for all emergency service requests. 8.3 Emergency Conditions. Emergency Conditions include, but are not limited to: 6 A. Major irrigation leaks; B. Broken mains; C. Continuously flowing irrigation systems; D. Controller failures resulting in substantial water loss; E. Damage creating unsafe conditions; F. Conditions causing significant damage to landscaping or public property; and G. Other conditions designated by the CITY as requiring immediate response. 8.4 Failure to Respond. Failure to respond within the required response period may result in the CITY performing the work itself or retaining another contractor to perform the work. All associated costs may be deducted from amounts otherwise due CONTRACTOR or recovered directly from CONTRACTOR. 8.5 Repeated Failure. Repeated failure to meet emergency response requirements shall constitute a material breach of this Agreement. ARTICLE 9 INSPECTION; ACCEPTANCE 9.1 Inspection Rights. The CITY shall have the right to inspect all work performed under this Agreement. 9.2 Rejection of Defective Work. The CITY may reject any work that does not conform to the requirements of the Contract Documents. 9.3 No Waiver. Inspection, review, payment, or acceptance of work shall not relieve CONTRACTOR from responsibility for defective work or latent defects. 7 9.4 Correction of Deficiencies. CONTRACTOR shall promptly correct all deficiencies identified by the CITY at no additional cost. ARTICLE 10 WARRANTY 10.1 Labor Warranty. CONTRACTOR warrants all labor for a period of one (1) year following completion of the applicable work. 10.2 Material Warranty. Materials shall be warranted for the greater of: A. The manufacturer's warranty period; or B. One (1) year. 10.3 Correction of Warranty Work. CONTRACTOR shall correct warranty deficiencies within five (5) business days after written notice from the CITY. 10.4 Emergency Warranty Repairs. Emergency warranty conditions shall be subject to the emergency response requirements of Article 8. Non-emergency warranty deficiencies shall be corrected within five (5) business days after written notice from the CITY unless otherwise approved in writing by the CITY. 10.5 Warranty Remedies Cumulative. The warranty remedies contained herein shall be in addition to all other rights and remedies available to the CITY. ARTICLE 11 PROTECTION OF PROPERTY 11.1 Duty to Protect. CONTRACTOR shall protect all public and private property from damage arising from its operations. 8 11.2 Damage Responsibility. CONTRACTOR shall be solely responsible for damage caused by CONTRACTOR, its employees, agents, or subcontractors. 11.3 Restoration. Damaged property shall be repaired or replaced to the satisfaction of the CITY at CONTRACTOR'S sole expense. ARTICLE 12 UNDERGROUND UTILITIES 12.1 Utility Locates. Prior to excavation, trenching, boring, or digging, CONTRACTOR shall comply with all requirements of Chapter 556, Florida Statutes, including Sunshine 811 notification requirements. 12.2 Responsibility. CONTRACTOR shall be solely responsible for damages resulting from failure to properly locate utilities. 12.3 Repairs. Any utility damaged by CONTRACTOR shall be immediately reported and repaired at CONTRACTOR'S sole expense. ARTICLE 13 SAFETY 13.1 Compliance. CONTRACTOR shall comply with all applicable federal, state, county, and local safety laws and regulations, including OSHA requirements. 13.2 Safety Precautions. CONTRACTOR shall take all precautions necessary to protect people and property during performance of the work. 13.3 Hazardous Conditions. CONTRACTOR shall immediately notify the CITY of any hazardous condition discovered during performance of the work. 9 13.4 Stop Work Authority. The CITY reserves the right to require suspension of work whenever unsafe conditions are observed. ARTICLE 14 INDEMNIFICATION 14.1 Indemnification. To the fullest extent permitted by law, CONTRACTOR shall indemnify, defend, and hold harmless the CITY, its officers, employees, agents, elected officials, and volunteers from and against any and all claims, damages, losses, liabilities, penalties, fines, judgments, costs, and expenses, including attorneys' fees and litigation expenses, arising out of or resulting from: A. CONTRACTOR'S performance of the work; B. The acts, omissions, negligence, recklessness, or misconduct of CONTRACTOR; C. The acts, omissions, negligence, recklessness, or misconduct of CONTRACTOR'S employees, agents, or subcontractors; D. Bodily injury, sickness, disease, death, or property damage arising out of the work. 14.2 No Limitation. CONTRACTOR'S obligations under this section shall not be limited by any limitation on the amount or type of damages, compensation, or benefits payable under workers' compensation acts, disability benefit acts, employee benefit acts, or similar laws. Further, CONTRACTOR'S indemnification obligations shall not be limited by the availability or unavailability of insurance coverage, by any insurance policy limits, by any deductible or self- insured retention, or by any limitation contained in any insurance policy maintained by CONTRACTOR. 14.3 Survival. The obligations contained in this Article shall survive expiration or termination of this Agreement. 10 ARTICLE 15 INSURANCE 15.1 Required Coverage. CONTRACTOR shall maintain throughout the term of this Agreement all insurance required by ITB No. 26-005 and any addenda thereto. 15.2 Incorporation. The insurance requirements contained in the ITB are incorporated herein by reference as though fully set forth in this Agreement. 15.3 Evidence of Coverage. CONTRACTOR shall furnish certificates of insurance and all required endorsements prior to commencement of work and upon renewal of any policy. 15.4 Failure to Maintain Insurance. Failure to maintain required insurance shall constitute a material breach of this Agreement and shall entitle the CITY to suspend work, withhold payment, terminate this Agreement, or pursue any other available remedy. 15.5 No Limitation of Liability. The insurance requirements contained herein shall not be construed to limit CONTRACTOR'S liability under this Agreement. ARTICLE 16 TERMINATION FOR CONVENIENCE 16.1 City Right to Terminate. The CITY may terminate this Agreement, with or without cause, upon thirty (30) days written notice to CONTRACTOR. 16.2 Compensation Upon Termination. Upon termination for convenience, CONTRACTOR shall be entitled to payment only for services properly authorized, performed, accepted, and invoiced through the effective date of termination. 11 16.3 No Anticipatory Damages. CONTRACTOR shall not be entitled to lost profits, consequential damages, unperformed work, future revenues, overhead allocations, or any other damages arising from termination for convenience. ARTICLE 17 DEFAULT; CURE; TERMINATION FOR CAUSE 17.1 Notice of Default. If CONTRACTOR fails to perform any obligation required under this Agreement, the CITY may provide written notice describing the default. 17.2 Cure Period. CONTRACTOR shall have ten (10) calendar days after receipt of such notice to cure the default to the satisfaction of the CITY unless a shorter period is reasonably required due to operational necessity, public safety concerns, property damage, or emergency conditions. 17.3 Failure to Cure. If CONTRACTOR fails to timely cure the default, the CITY may terminate this Agreement and pursue any remedy available at law, in equity, or under this Agreement. 17.4 Immediate Termination. Notwithstanding any other provision of this Agreement, the CITY may immediately terminate this Agreement without opportunity to cure upon the occurrence of any of the following: A. Failure to maintain required insurance; B. Failure to maintain required licenses or certifications; C. Fraud, misrepresentation, falsification of records, or submission of false invoices; D. Violation of public records obligations; E. Creation of an immediate threat to public health, safety, or welfare; F. Criminal conduct related to performance of the work; G. Repeated failure to meet emergency response requirements; H. Bankruptcy, insolvency, assignment for the benefit of creditors, or appointment of a receiver. 12 17.5 Remedies Cumulative. The remedies provided in this Agreement are cumulative and shall not preclude the exercise of any other remedy available to the CITY. ARTICLE 18 SELF-PERFORMANCE; BACKCHARGE 18.1 Self-Performance. If CONTRACTOR fails to perform any obligation required under this Agreement, the CITY may, after reasonable notice when practicable, perform the work itself or retain another contractor to perform the work. 18.2 Recovery of Costs. All costs incurred by the CITY, including administrative costs, consultant costs, contractor costs, inspection costs, legal expenses, and other associated costs, may be deducted from amounts otherwise due CONTRACTOR or recovered directly from CONTRACTOR. 18.3 Emergency Conditions. Nothing herein shall require the CITY to delay corrective action when, in the CITY'S reasonable judgment, immediate action is necessary to protect public health, safety, welfare, public property, or critical infrastructure. To the extent reasonably practicable under the circumstances, the CITY shall provide notice to CONTRACTOR and an opportunity to respond in accordance with Article 8 prior to undertaking corrective action. 18.4 No Limitation. The rights provided by this Article are cumulative and shall not limit any other remedy available to the CITY. ARTICLE 19 FORCE MAJEURE 19.1 Excusable Delay. Neither party shall be deemed in default to the extent performance is delayed by acts of God, hurricanes, floods, fires, epidemics, war, terrorism, governmental actions, or other events beyond the reasonable control of the affected party. 13 19.2 Notice. The affected party shall promptly notify the other party of the force majeure event and shall provide information reasonably requested regarding the anticipated duration of the delay. 19.3 Duty to Mitigate. The affected party shall use diligent efforts to minimize the impact of the force majeure event and resume performance as soon as reasonably possible. 19.4 Exclusions. Lack of labor, lack of materials, increased costs, economic hardship, supply-chain issues, subcontractor disputes, or vendor delays shall not constitute force majeure events. ARTICLE 20 PUBLIC RECORDS 20.1 Compliance. CONTRACTOR shall comply with Section 119.0701, Florida Statutes, and all applicable public records laws. 20.2 Material Breach. Failure to comply with public records requirements shall constitute a material breach of this Agreement. 20.3 Exhibit. The statutory public records language attached as Exhibit B is incorporated herein by reference and shall apply to all work performed under this Agreement. ARTICLE 21 AUDIT RIGHTS; RECORD RETENTION 21.1 Retention. CONTRACTOR shall maintain all records relating to this Agreement for a minimum period of five (5) years following final payment or longer if required by law. 21.2 Audit Rights. The CITY, its auditors, inspectors, accountants, and representatives shall have the right to inspect, audit, copy, and review such records during normal business hours upon reasonable notice. 14 21.3 Electronic Records. Electronic records shall be maintained in a format reasonably accessible to the CITY. 21.4 Survival. The obligations contained in this Article shall survive expiration or termination of this Agreement. ARTICLE 22 NOTICES 22.1 Notices. All notices required or permitted under this Agreement shall be in writing. 22.2 Delivery. Notice shall be deemed delivered upon: A. Personal delivery; B. Delivery by nationally recognized overnight courier; C. Certified United States Mail, return receipt requested; or D. Electronic mail with confirmation of receipt. 22.3 Notices to the CITY. City Manager City of Dania Beach 100 West Dania Beach Boulevard Dania Beach, Florida 33004 With a copy to: City Attorney City of Dania Beach 100 West Dania Beach Boulevard Dania Beach, Florida 33004 22.4 Notices to CONTRACTOR. Notices to CONTRACTOR shall be sent to the address set forth in CONTRACTOR'S bid submission unless otherwise changed by written notice. 15 ARTICLE 23 NO WAIVER 23.1 No Waiver. The failure of the CITY to insist upon strict performance of any provision of this Agreement or to exercise any right or remedy shall not constitute a waiver of that provision, right, or remedy. 23.2 Written Waiver Required. No waiver shall be effective unless in writing and signed by the CITY. 23.3 Single Waiver. A waiver of any breach shall not constitute a waiver of any subsequent breach. ARTICLE 24 STATUTORY COMPLIANCE 24.1 General Compliance. CONTRACTOR shall comply with all applicable federal, state, county, and local laws, ordinances, regulations, rules, codes, permits, and governmental requirements applicable to the performance of the work. 24.2 E-Verify. CONTRACTOR shall comply with Section 448.095, Florida Statutes, as may be amended, including all E-Verify requirements applicable to public contracts. CONTRACTOR shall require all subcontractors performing work under this Agreement to comply with such requirements. 24.3 Scrutinized Companies. CONTRACTOR certifies compliance with Sections 215.4725 and 287.135, Florida Statutes, as may be amended, and shall immediately notify the CITY if such certification becomes inaccurate during the term of this Agreement. 24.4 Drug-Free Workplace. CONTRACTOR shall maintain a drug-free workplace and comply with all applicable state and federal requirements relating thereto. 16 24.5 Non-Discrimination. CONTRACTOR shall not discriminate against any employee, applicant, subcontractor, vendor, or member of the public because of race, color, sex, pregnancy, age, religion, national origin, disability, marital status, genetic information, or any other classification protected by applicable law. 24.6 Future Legal Requirements. CONTRACTOR shall comply with all legal requirements enacted or amended during the term of this Agreement to the extent applicable to the work. 24.7 Material Breach. Failure to comply with this Article shall constitute a material breach of this Agreement. ARTICLE 25 CONFLICT OF INTEREST 25.1 Compliance. CONTRACTOR represents that no conflict of interest exists that would violate Florida law, Broward County ethics requirements, or the City's Code of Ordinances. 25.2 Disclosure. CONTRACTOR shall promptly disclose any actual or potential conflict of interest arising during the term of this Agreement. ARTICLE 26 INDEPENDENT CONTRACTOR 26.1 Status. CONTRACTOR is an independent contractor and is not an employee, agent, partner, joint venturer, or representative of the CITY. 26.2 Taxes and Benefits. CONTRACTOR shall be solely responsible for all taxes, insurance, employee benefits, payroll obligations, and other expenses relating to its employees and subcontractors. 17 ARTICLE 27 ASSIGNMENT AND SUBCONTRACTING 27.1 Assignment. CONTRACTOR shall not assign, transfer, convey, delegate, pledge, or otherwise dispose of any interest in this Agreement without the prior written consent of the CITY. 27.2 Subcontracting. No subcontractor may be utilized without the prior written approval of the CITY. 27.3 Responsibility. Approval of a subcontractor shall not relieve CONTRACTOR of responsibility for performance of the work or compliance with the Contract Documents. ARTICLE 28 LIMITATION OF AUTHORITY 28.1 No Authority to Bind City. No officer, employee, agent, consultant, inspector, or representative of the CITY shall have authority to bind the CITY except as expressly authorized by law. 28.2 Written Amendment Required. No statement, representation, approval, course of conduct, or action by any person shall modify this Agreement unless contained in a written amendment executed by authorized representatives of both parties. 28.3 Reliance. CONTRACTOR acknowledges that it shall not rely upon any oral statement or representation that is inconsistent with the terms of this Agreement. ARTICLE 29 NO THIRD-PARTY BENEFICIARIES 29.1 No Third-Party Rights. Nothing contained in this Agreement shall create or be construed to create any rights in any third party. 18 29.2 Sole Benefit. This Agreement is solely for the benefit of the CITY and CONTRACTOR. ARTICLE 30 SOVEREIGN IMMUNITY 30.1 Reservation. Nothing contained in this Agreement shall be construed as a waiver of the CITY'S sovereign immunity or the limitations of liability set forth in Section 768.28, Florida Statutes. 30.2 No Third-Party Claims. Nothing contained herein shall be construed as consent by the CITY to be sued by third parties. ARTICLE 31 ATTORNEYS' FEES 31.1 No Reciprocal Fee Rights. Nothing contained in this Agreement shall be construed as creating a right in CONTRACTOR to recover attorneys' fees, costs, or expenses from the CITY. 31.2 Preservation of Rights. Nothing contained herein shall impair the CITY'S right to recover attorneys' fees or costs when authorized by statute, court rule, or other applicable law. ARTICLE 32 GOVERNING LAW AND VENUE 32.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. 32.2 Venue. Venue for any action arising out of or relating to this Agreement shall lie exclusively in Broward County, Florida. 19 ARTICLE 33 SURVIVAL 33.1 Surviving Provisions. The provisions relating to indemnification, warranties, public records, audit rights, insurance obligations applicable to completed work, governing law, venue, sovereign immunity, attorneys' fees, and any provision that by its nature should survive shall survive expiration or termination of this Agreement. ARTICLE 34 ENTIRE AGREEMENT 34.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, discussions, representations, understandings, and agreements relating to the subject matter hereof. 34.2 Amendments. This Agreement may be modified only by a written amendment executed by authorized representatives of both parties and approved as required by applicable law. 34.3 Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. 34.4 Interpretation. This Agreement shall not be construed more strictly against either party by virtue of authorship. The captions, headings, titles, article designations, and section headings contained herein are for convenience of reference only and shall not affect the interpretation or construction of this Agreement. ARTICLE 35 ADMINISTRATION 35.1 Administration. The City Manager or designee is authorized to administer this Agreement, issue work authorizations, review invoices, oversee performance, approve routine contract administration matters, and exercise the rights granted to the CITY under this Agreement. 20 35.2 No Expansion of Authority. Nothing contained herein shall authorize the City Manager or designee to amend this Agreement, waive material contractual requirements, or increase compensation except as otherwise authorized by law. ARTICLE 36 COUNTERPARTS; ELECTRONIC SIGNATURES 36.1 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. 36.2 Electronic Signatures. Electronic signatures shall be deemed originals and shall be fully enforceable for all purposes. 36.3 Electronic Transmission. Transmission of a signed signature page by electronic means shall constitute effective delivery. the work or compliance with the Contract Documents. SIGNATURE PAGE FOLLOWS 21 IN WITNESS OF THE FOREGOING, the parties have set their hand and seal the day and year first written above. CITY: ATTEST: CITY OF DANIA BEACH, FLORIDA a Florida Municipal Corporation ELORA RIERA, MMC JOYCE L. DAVIS CITY CLERK MAYOR APPROVED AS TO LEGAL FORM: CANDIDO SOSA-CRUZ, ICMA-CM CITY MANAGER EVE A. BOUTSIS CITY ATTORNEY 22 CONTRACTOR: Sam’s Landscape Maintenance, Inc., a Florida corporation WITNESSES: Signature Signature PRINT Name PRINT Name Signature Title PRINT Name Date STATE OF FLORIDA COUNTY OF BROWARD The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization this ___ day of __________, 2026, by ____________________________, as ____________________________ of Sam’s Landscape Maintenance, Inc., who is personally known to me or who has produced ____________________________ as identification. NOTARY PUBLIC State of Florida My commission expires: 23 EXHIBIT A INSURANCE REQUIREMENTS The insurance requirements contained in ITB No. 26-005, including all addenda and insurance specifications, are incorporated herein by reference and made a part of this Agreement as though fully set forth herein. 24 EXHIBIT B PUBLIC RECORDS REQUIREMENTS IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: ELORA RIERA, MMC CITY CLERK CITY OF DANIA BEACH 100 WEST DANIA BEACH BOULEVARD DANIA BEACH, FLORIDA 33004 (954) 924-6800, EXT. 3623 Contractor shall comply with Section 119.0701, Florida Statutes, including but not limited to the following obligations: (1) Keep and maintain public records required by the CITY to perform the 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 by Chapter 119, Florida Statutes, or as otherwise provided 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 contract if the contractor does not transfer the records to the CITY. (4) Upon completion of the contract, transfer, at no cost, to the CITY all public records in possession of the contractor or keep and maintain public records required by the CITY to perform the service. If the contractor transfers all public records to the CITY upon completion of the contract, the contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the contractor keeps and maintains public records upon completion of the contract, the contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the CITY, upon request, in a format that is compatible with the information technology systems of the CITY. 25 EXHIBIT C ITB NO. 26-005 Invitation to Bid No. 26-005 – Citywide Irrigation Services, including all addenda, specifications, scope of work, special conditions, general conditions, attachments, exhibits, forms, and related procurement documents, is incorporated herein by reference and made a part of this Agreement as though fully set forth herein. 26 EXHIBIT D CONTRACTOR'S BID SUBMISSION AND PRICING Contractor's bid submission, pricing schedule, qualifications, certifications, and other documents submitted in response to ITB No. 26-005 and accepted by the CITY are incorporated herein by reference and made a part of this Agreement, subject to the Order of Precedence provisions contained in Article 2 of this Agreement.