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HomeMy WebLinkAboutR-2023-003 Mac's Towing Services, Inc. Agreement for Towing Services executed RESOLUTION NO. 2023-003 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA, AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH MAC'S TOWING SERVICES, INC. FOR TOWING SERVICES IN THE CITY OF DANIA BEACH; PROVIDING FOR CONFLICTS; FURTHER, PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, currently the City has only one towing provider, Mac's Towing Services, Inc. ("Mac's"), although other providers may be included on the City's towing list in the future; and WHEREAS, although Mac's has provided services for many, many years, they have never had a towing contract with the City; and WHEREAS, Mac's is a qualified firm willing and able to continue to perform the services herein required from time to time pursuant to the basic terms and conditions set forth in the Agreement attached to this Resolution as Exhibit A, and incorporated by reference into this Resolution; and WHEREAS, the City intends and Mac's acknowledges that any services performed pursuant to the attached Agreement shall be non-exclusive and performed on an as-needed basis and at the sole discretion of City, with no guaranty as to any minimum amount of tows to be performed by Mac's; and WHEREAS, Mac's shall perform the services for an initial three (3) year period which shall commence in January 2023, and naturally expire three (3) years thereafter; and WHEREAS, the Agreement may be renewed for two (2) additional three (3) year terms upon the mutual consent of the Parties, evidenced by a written amendment 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. That the City Commission authorizes the execution of towing agreement with Mac's Towing Services, Inc. for a three-year term,with two, three-year extensions. Section 3. That all resolutions or parts of resolutions in conflict with this Resolution are repealed to the extent of such conflict. Section 4. That this Resolution shall be in force and take effect immediately upon its passage and adoption. PASSED AND ADOPTED on January 10, 2023. ATTEST: 4911'4.-ef atil • • fTh THOMAS SCHNEIDER, CMC to v, ARC B J. AN IV CITY CLERK .`)4 q14 % MAYOR ' . !SHEO�'- APPROVED AS TO FORM AND CORRECTNESS: E . B TSIS IT ATTORNEY 2 RESOLUTION#2023-003 TOWING SERVICES AGREEMENT THIS AGREEMENT ("Agreement"), is dated this day of , 2023, and is entered into by and between the City of Dania Beach, a municipal corporation of the State of Florida,with a business address of 100 W Dania Beach Boulevard,Dania Beach,Florida 33004 (hereinafter referred to as the "City"), and Mac's Towing Services, Inc., a profit corporation, as listed with the Florida Division of Corporations, authorized to do business in the State of Florida, and with a business address of 418 SW 2"d Place, Dania Beach, Florida 33004 (hereinafter referred to as the "Contractor"). City and Contractor may hereinafter be referred to collectively as the "Parties." WITNESSETH: In consideration of the mutual terms and conditions, promises, covenants and payments hereinafter set forth, City and Contractor agree as follows: ARTICLE 1 PREAMBLE 1.1 In order to establish the background, context and form of reference for this Agreement, and to generally express the objectives and intentions of the respective parties herein, the following statements, representations, and explanations shall be accepted as predicates for the undertakings and commitments included within the provisions which follow and may be relied upon by the parties as essential elements of the mutual considerations upon which this Agreement is based. 1.2 The City Commission of the City of Dania Beach, Florida, seeks to protect the personal safety and property of its citizens and visitors. 1.3 The establishment of minimum standards of quality and efficiency for emergency recovery, towing and storage services utilized by the City is in the public interest. 1.4 Utilization of improper equipment or unqualified operators exposes public safety personnel and others present at an accident or recovery scene to undue safety hazards, results in undue damage to vehicles or vessels, and causes excessive delays in clearing the highway and securing the vehicles or vessels. 1.5 On May 11, 2021, the City of Dania Beach adopted Ordinance No. 2021-015, which amended chapter 20 relating to "Wrecker and Towing," to provide a revision to Section 20-48, entitled "Calls to be rotated on list," which states: "As to wrecker or towing services which are on the approved list,the chief of police is directed to adopt a plan so that the calls are rotated on an even and equitable basis among the eligible services on such approved list;" and 1 1.6 Currently the City has only one towing contract, with Mac Towing, as prior to the 2021 amendment, the only towing company allowed to provide services to the City had to be physically located in the City; and 1.7 Part of the 2021 Code Amendments was a revision to Section 20-49(b), entitled "Qualifications to be Listed", to allow any qualified towing service to apply to be on the City's towing list provided they meet the City's qualifications,the chief of police authorizes the listing, and the towing company is located within 10 miles of the City; and 1.8 Mac's Towing Services,Inc. is located at 418 SW 2nd Place, Dania Beach, Florida which is within 10 miles of the City, consistent with the requirements of Section 20-48, and meets the minimum qualifications of the City; and 1.9 In order to be placed on the City's list, Contractor is required to agree to certain basic terms and conditions; and 1.9 Contractor is a qualified firm willing and able to perform the services herein required from time to time pursuant to the basic terms and conditions set forth in this Agreement.The City intends and Contractor acknowledges that any services performed pursuant to this Agreement shall be non-exclusive and performed on an as needed basis and at the sole discretion of City, with no guaranty as to any minimum amount of tows to be performed by Contractor. ARTICLE 2 SERVICES AND RESPONSIBILITIES 2.1 General 2.1.1 Contractor, for and in consideration of the requirements herein contained, agrees to remove vehicles or vessels from the streets or other property within the City, as directed by authorized representatives of the City's Police Department' and other City designee(s), in accordance with the City's Code of Ordinances. 2.1.2 The Contractor agrees that in the performance of this Agreement, it will not discriminate or permit discrimination in its hiring practices, or in the performance of this Agreement, against any person on the basis of his or her race, sex, religion, political affiliation or national origin. 2.1.3 Contractor understands that nothing in this Agreement will prevent the owner or other legally authorized person responsible for the vehicle from calling a wrecker or tow truck of his own choice or requesting that his or her vehicle be towed to a garage or compound other than that of the Contractor. 'Please be aware that the City of Dania Beach's Police Department is contracted through Broward Sheriff's Office (B SO). 2 2.1.4 Contractor shall furnish all services, labor, equipment, and materials necessary and as may be required in the performance of this Agreement, except as otherwise specifically provided for herein, and all work performed under this Agreement shall be done in a professional manner. 2.1.5 Contractor hereby represents to City, with full knowledge that City is relying upon these representations when entering into this Agreement with Contractor, that Contractor has the professional expertise, experience and manpower to perform the services to be provided by Contractor pursuant to the terms of this Agreement. 2.1.6 Contractor agrees to permit members of the City's Police and Public Service Departments or other authorized City personnel to inspect its compound(s), equipment, stored vehicles or vessels, personal property and records, relative to this Agreement, whenever, in the opinion of said representatives of the City, such inspection is deemed reasonably necessary. 2.1.7 Contractor acknowledges and agrees that nothing in this Agreement shall be construed or interpreted as granting to Contractor any exclusive rights or privileges arising from the services herein described to the exclusion of any other third-party. 2.1.8 As needed, the City shall communicate with Contractor to determine Contractor's availability to perform a particular assignment or facilitate a tow within a required time period pursuant to the terms and conditions of this Agreement.Contractor shall not perform any tow services pursuant to the terms of this Agreement without first gaining prior authorization and direction from the City. 2.1.9 If the City has a contract with more than one towing company, the services of each company shall be rotated monthly, with BSO using the services of one towing company one month,and then rotating to the second company the following month, etc. During that one month period during which services are being utilized that Contractor shall be required to comply with all the terms and conditions of the underlying contract, including all services identified under section 2.2, below. 2.2 Services To Be Provided By Contractor 2.2.1 Contractor shall tow, at no charge to and at the request of the City, all City owned and leased vehicles or vessels to the City Police Department Headquarters located at 4601 SW 30th Avenue,Dania Beach,Florida 33004 ("Police Department Service Center"), City Hall, located at 100 West Dania Beach Boulevard, Fleet Management, located at 1201 Stirling Road, Dania Beach,Florida 33004,or a repair shop designated by the City,or any other specified City facility. 2.2.1.1 Contractor will repair or change flat tires on in-service City vehicles or vessels (utilizing City tires). Contractor shall invoice City for such services pursuant to a detailed purchase order, which shall include information such as the vehicle license plate number, date of service, services performed, materials utilized, and any other information reasonably required by the City. "In-service City vehicle" shall mean any City class "A" vehicle owned or operated by the City and is operated by a City employee. 3 2.2.1.2 Contractor shall only be required to respond to those locations in Broward or Dade County to which City vehicles or vessels may travel. 2.2.2 Contractor shall tow, any vehicles or vessels impounded, confiscated or pending forfeiture proceedings on behalf of the City's Police Department in accordance with §§323.001 and 932.704, Florida Statutes. 2.2.3 Contractor shall tow, at no charge to the City, any vehicles or vessels that are inoperable, illegally parked, or abandoned in a City right-of-way, at a City facility, or on City property, in violation of the City's Code of Ordinances or the requirements of Florida Statutes, as may be amended from time to time, at the direction of City's Police Department. 2.3 Records 2.3.1 Contractor shall have prepared billheads, setting forth the names and addresses of the places of business of the Contractor. Before an impounded vehicle is claimed by the owner or person lawfully entitled to possession, the Contractor will provide such person with an itemized statement of all charges for the towing and storage of the vehicle(s). Contractor shall retain a duplicate copy of such bill and shall produce same upon demand of the City's Police Department. 2.3.2 Before receiving payment from a vehicle owner or other person legally responsible for the vehicle or vessel towed, the Contractor, his agent, employee or assign, will prepare a bill on the above billhead, in duplicate, containing the following information: a. Name & address of the person engaging the Contractor. b. License number of the vehicle(s). c. Motor and YIN number. d. Personal property recovered and returned to the owner of the vehicle or person lawfully entitled to its possession. e. Make,year, model, color of vehicle(s)towed and/or stored. f. Date of the request/tow. 2.3.3 Contractor shall keep a hard covered log book or electronic record detailing the number and type of calls handled by Contractor pursuant to this Agreement. The log shall include information such as: a. Date,time, and location from which the vehicle or vessel was removed. b. City designee or Police Officer requesting the tow. c. Vehicle make, model, license plate if known, the YIN number, name and address of the owner or other person legally responsible for the vehicle. d. The date the vehicle(s) was towed and released to the owner or other person legally responsible for the vehicle. e. The name of Contractor's designee responsible for the tow. 4 designated by the City,or any other specified City facility. 2.2.1.1 Contractor will repair or change flat tires on in-service City vehicles or vessels (utilizing City tires). Contractor shall invoice City for such services pursuant to a detailed purchase order, which shall include information such as the vehicle license plate number, date of service, services performed, materials utilized, and any other information reasonably required by the City. "In-service City vehicle" shall mean any City class "A" vehicle owned or operated by the City and is operated by a City employee. 3 f. The costs charged to the owner or person lawfully entitled to possession of the vehicle. g. All notifications to owner or attempts to locate the owner or other legally authorized person. h. Full inventory list of contents if applicable. 2.3.4 Contractor shall provide to the City's Police Department, on a monthly basis, a complete and detailed listing of vehicles or vessels which have been towed pursuant to this Agreement within such month, and which have remained on the Contractor's lots for a period in excess of thirty(30)days, as more particularly described in Section 2.4 below. 2.3.5 Contractor shall also be responsible for keeping a log book or electronic record detailing any notice sent to a vehicle owner or other person legally responsible for such vehicle, such record shall include information such as: vehicle license number, date of notice, time of notice, method of notification, and any other information reasonably required by the City. 2.4 REQUIRED REPORTS 2.4.1 Monthly Reports. 2.4.1.1 Towing Reports.The Contractor shall keep accurate monthly records of the number of tows made and customers served and shall provide a monthly report to the City's Contract Manager within ten(10)days of the end of the month for which the data was collected. The Contractor will maintain, for a period of seven (7) years, copies of invoices that are to be made available for City inspection. Reports shall include all tows made pursuant to this Agreement, including vehicles that are impounded, confiscated, or pending forfeiture proceedings. Reports shall also include City owned or leased vehicles that are towed at no charge to the City. The Monthly Towing Report shall contain the following information: a Date,time, and location from which the vehicle or vessel was removed. b. City designee or Police Officer requesting the tow. c. The name of Contractor's designee responsible for the tow. d Make, year, model color of vehicle(s)towed and/or stored. e. License number of the vehicle(s). Motor and YIN number. 5 ense plate if known, the YIN number, name and address of the owner or other person legally responsible for the vehicle. d. The date the vehicle(s) was towed and released to the owner or other person legally responsible for the vehicle. e. The name of Contractor's designee responsible for the tow. 4 designated by the City,or any other specified City facility. 2.2.1.1 Contractor will repair or change flat tires on in-service City vehicles or vessels (utilizing City tires). Contractor shall invoice City for such services pursuant to a detailed purchase order, which shall include information such as the vehicle license plate number, date of service, services performed, materials utilized, and any other information reasonably required by the City. "In-service City vehicle" shall mean any City class "A" vehicle owned or operated by the City and is operated by a City employee. 3 f. Name and address of the owner or other person legally responsible for the vehicle. Full inventory list of contents if applicable. g. Personal property recovered and returned to the owner of the vehicle or person lawfully entitled to its possession. h. The name of Contractor's designee responsible for• releasing the vehicle(s)to the owner or other person legally responsible for the vehicle. i. Name and address of the person engaging the Contractor. The date the vehicle(s)was released to the owner or other person legally responsible for the vehicle. j. Detailed costs, including the administrative fee, charged to the owner or person lawfully entitled to possession of the vehicle.All notifications to owner or attempts to locate the owner or other legally authorized person, including date of notice,time of notice,method of notification,and any other information reasonably required by the City. 2.4.1.2 Report on Vehicles Exceeding Thirty (30) Days. The Contractor will provide to the City's Police Department a complete and detailed listing of vehicles which have been towed pursuant to the agreement between the parties, and which have remained on the Contractor's lots for a period in excess of thirty (30)days.The same information will be provided to the City relating to personal property coming into the Contractor's control as a result of the agreement,which has remained in the Contractor's control for a period in excess of thirty(30)days. 2.4.1.3 Complaints and Resolutions Report. For each complaint received,the Contractor is expected to maintain a log for all complaints and the actual or planned resolution. The Contractor shall submit a monthly report including a summary of all complaints received and resolutions of such during the reporting period. The report format shall be approved by the City's Contract Manager. 2.4.2 Quarterly Reports. 2.4.2.1 Fleet Size & Ownership. Contractor shall provide updated information regarding the Contractor's Fleet Size & Ownership of the Fleet, to the City's Contract Manager to review on a quarterly basis to ensure that the appropriate level of equipment is being provided. Contractor shall notify the City's Contract Manager regarding any changes to the size and condition of the fleet, including ownership status of the vehicles on a regular basis. 2.4.2.2 Storage Lot Location and Ownership.Contractor shall not change the storage facility location without written permission from the City's Police Department. The awarded Contractor(s) will need to provide updated information regarding the Contractor's Storage Lot and Ownership on a quarterly basis to confirm status and condition of the storage facility.Contractor shall notify the City's Contract Manager regarding any changes to the storage facility, including ownership status of the facility, on a regular basis, and at minimum, quarterly. 6 3 2.4.3 Report Timeline and Formatting. The required monthly reports shall be filed not later than ten (10) calendar days after the last day of the preceding month. The quarterly reports shall be filed not later than ten(10) calendar days after the last day of the preceding quarter. Respectively,the quarterly reports would be made on April 10th, July 10th, October 10th, and January 10th. The final report format will be approved by the City's Contract Manager or designee. The City reserves the right to modify the report format and require more or different information as may be determined necessary during the term of this Agreement. The City reserves the right to terminate this Agreement in the case of repetitive failure to comply with record keeping requirements set forth herein. 2.5 Report Cards And Reviews The City's Contract Manager will complete a Performance Report Card on a quarterly basis, at minimum, to address all areas of the Contractor's Performance and to document all services that are being performed in a satisfactory or un-satisfactory manner. These Performance Report Cards will be shared with the Contractor(s) so that they can provide a written plan on how to cure and remedy all areas of concerns and the timeline in which these items will be addressed. Failure of Contractor to comply in a timely manner may result in a breach of contract. This process shall in no way limit the City's Contract Manager and the Contractor from addressing issues as they arise on a day to day basis. ARTICLE 3 MINIMUM STANDARDS 3.1 The Compound 3.1.1 Contractor shall maintain a storage facility of a sufficient size and capability to accommodate vehicles or vessels to be removed from the City pursuant to, and during the period of this Agreement (herein "Compound"). 3.1.1.1 In compliance with §713.78, Florida Statutes, as may be amended from time to time, Contractor's Compound shall: a. be equipped with a chain-link or solid-wall type fence at least six(6) feet in height; b. have lighting of sufficient intensity to reveal persons and vehicles at a distance of at least one hundred fifty(150)feet during nighttime; and, c. one (1) or more of the following security methods must be utilized at compound to discourage theft at the Compound. i. a night dispatcher or watchman remains on duty at the storage facility from sunset to sunrise; ii. a security dog remains at the storage facility from sunset to sunrise; iii. security cameras or other similar surveillance devices monitor the storage facility; or iv. a security guard service examines the storage facility at least once each hour from sunset to sunrise. 7 e Lot and Ownership on a quarterly basis to confirm status and condition of the storage facility.Contractor shall notify the City's Contract Manager regarding any changes to the storage facility, including ownership status of the facility, on a regular basis, and at minimum, quarterly. 6 3 3.1.2 The Compound to be maintained by the Contractor shall be located within a distance of not further than ten(10)miles from City Hall, 100 West Dania Beach Boulevard,Dania Beach,Florida 33004. 3.1.3 Contractor shall provide, on a twenty-four(24)hour basis, attendants and sufficient equipment for immediate response to calls for service from the City's Police Department or its representatives. In addition, the Contractor agrees to make available adequate personnel to staff the Compound from 7:00 a.m. to 7:00 p.m., Monday through Saturday, for the purpose of releasing vehicles or vessels to the owner or other legally authorized person.Contractor further agrees to provide on-call personnel to release vehicles or vessels between 7:00 p.m. and 7:00 a.m. 3.1.4 Contractor shall furnish inside storage at the Compound for all vehicles or vessels which are of a body type, or in a physical condition,which is such that inclement weather could result in damage to the vehicles and vessels. 3.1.5 The Compound utilized by Contractor shall include an area which is secured by an enclosure with a locked entrance for the purpose of holding vehicles or vessels which may be evidence in a criminal cause. 3.1.6 Contractor shall not change the Compound location without first gaining written permission from the City's Police Department. 3.2 Equipment 3.2.1 Contractor agrees to own, lease or have a sufficient number of Class A, B, and C wreckers available for its use, so that it is able to respond to tow calls from the City's Police Department within thirty (30)minutes forthwith and proceed to remove any type of vehicle(s) from streets or property within the City. 3.2.1.1 If the Contractor utilizes a wrecker from another company, Contractor shall produce, in writing, the name of the subcontractor and proof that the wrecker used is insured so as to protect the City from all suits, judgments, executions and liabilities. 3.2.1.2 Contractor shall provide all towing vehicles or vessels used pursuant to this Agreement with a two-way radio communication system. This communication system shall be between the Contractor's base station and all tow and service trucks utilized in providing the City with towing service. The two- way radios will not be tuned to any police frequencies. 3.2.2 Tow trucks or wreckers used by the Contractor to tow vehicles or vessels from the streets and property within the City, as herein provided, shall adhere to the following guidelines: 3.2.2.1 The name,address, and telephone number of the establishment shall be lettered in a professional manner and affixed to both sides of the Contractor's wrecker. 8 iv. a security guard service examines the storage facility at least once each hour from sunset to sunrise. 7 e Lot and Ownership on a quarterly basis to confirm status and condition of the storage facility.Contractor shall notify the City's Contract Manager regarding any changes to the storage facility, including ownership status of the facility, on a regular basis, and at minimum, quarterly. 6 3 3.2.2.2 There shall be a rotor beam type light mounted on top of the wrecker in such a manner that it can be seen from the front, rear and both sides. This light shall be amber in color and shall not be in operation when a wrecker has been dispatched to a tow call. The rotating amber light shall only be used at the scene of the tow, and while towing the vehicle back to a compound. No tow vehicle shall be equipped with a siren. 3.2.2.3 Amber lights shall be installed on the front of the wrecker, with amber reflectors on the front sides. 3.2.2.4 Red lights and red reflectors shall be installed on the rear and rear sides. 3.2.2.5 The following additional equipment shall be found in or on all of the Contractor's towing or wrecker vehicles: a. Dollies. b. At least one (1)heavy duty push broom and shovel. c. Flood lights on hoist. d. One(1)axe. e. One (1) crowbar or pry-bar. f. Minimum of one (1)four pound CO2 fire extinguisher or equal. g. One (1)pair of bolt cutters. h. One (1) set of jumper cables. i. One (1) four-way lug wrench. j. One (1) flashlight. k. One (1) set of red reflectors. 1. One (1) set of three portable reflectors. m. Five (5)thirty(30)minute fuses. n. Two(2)red flags at least 1'X P. o. Tire plug kits. p. Air tanks or compressor 3.2.3 Wreckers shall be classified as follows: 3.2.3.1 Class A wreckers/tow trucks: a. Gross vehicle weight ratings 10,000 lbs. b. Boom capacity 8,000 lbs. c. Winching capacity 8,000 lbs. d. Cable size and length 34"X 100' e. Wheel lift retracted rating 6,000 lbs. f. Wheel lift extended ratings 4,000 lbs. g. Tow sling safe lift rating 3,500 lbs. h. Safety chains (2 each) 5/16 " high test i. Cab to axle dimension 58" 9 stem shall be between the Contractor's base station and all tow and service trucks utilized in providing the City with towing service. The two- way radios will not be tuned to any police frequencies. 3.2.2 Tow trucks or wreckers used by the Contractor to tow vehicles or vessels from the streets and property within the City, as herein provided, shall adhere to the following guidelines: 3.2.2.1 The name,address, and telephone number of the establishment shall be lettered in a professional manner and affixed to both sides of the Contractor's wrecker. 8 iv. a security guard service examines the storage facility at least once each hour from sunset to sunrise. 7 e Lot and Ownership on a quarterly basis to confirm status and condition of the storage facility.Contractor shall notify the City's Contract Manager regarding any changes to the storage facility, including ownership status of the facility, on a regular basis, and at minimum, quarterly. 6 3 3.2.3.2 Class B wreckers/tow trucks: a. Gross vehicle weight ratings 19,000 lbs. b. Boom capacity 24,000 lbs. c. Winching capacity 24,000 lbs., except only 8,000 lbs. for flatbed slideback carrier d. Cable size and length IA" X 200' e. Under-reach retracted rating 9,000 lbs. f. Under-reach extended ratings 7,000 lbs. g. Tow sling safe lift rating 8,500 lbs. h. Safety chains(2 each) %"alloy i. Cab to axle dimension 84" 3.2.3.3 Class C wreckers/tow trucks: a. Gross vehicle weight ratings 30,000 lbs. b. Boom capacity 50,000 lbs. c. Winching capacity 50,000 lbs., except only 15,000 lbs. for flatbed d. Cable size and length %"x 200' e. Under-reach retracted rating 25,000 lbs. f. Under-reach extended ratings 12,000 lbs. g. Tow sling safe lift rating 12,000 lbs. h. Safety chains (2 each) 'A"alloy i. Cab to axle dimension 144" 3.2.3.4 Class D wreckers/tow trucks: a. Gross vehicle weight ratings 58,000 lbs. b. Boom capacity 70,000 lbs. c. Winching capacity 70,000 lbs., except only 15,000 lbs. for flatbed slideback carrier d. Cable size and length 3/4"X 200' e. Wheel lift retracted rating 45,000 lbs. f. Wheel lift extended rating 15,000 lbs. • Tow sling safe lift rating 12,000 lbs. . Safety chains (2 each) Y2" alloy i.. Cab to axle dimension 180" 10 3.2.3 Wreckers shall be classified as follows: 3.2.3.1 Class A wreckers/tow trucks: a. Gross vehicle weight ratings 10,000 lbs. b. Boom capacity 8,000 lbs. c. Winching capacity 8,000 lbs. d. Cable size and length 34"X 100' e. Wheel lift retracted rating 6,000 lbs. f. Wheel lift extended ratings 4,000 lbs. g. Tow sling safe lift rating 3,500 lbs. h. Safety chains (2 each) 5/16 " high test i. Cab to axle dimension 58" 9 stem shall be between the Contractor's base station and all tow and service trucks utilized in providing the City with towing service. The two- way radios will not be tuned to any police frequencies. 3.2.2 Tow trucks or wreckers used by the Contractor to tow vehicles or vessels from the streets and property within the City, as herein provided, shall adhere to the following guidelines: 3.2.2.1 The name,address, and telephone number of the establishment shall be lettered in a professional manner and affixed to both sides of the Contractor's wrecker. 8 iv. a security guard service examines the storage facility at least once each hour from sunset to sunrise. 7 e Lot and Ownership on a quarterly basis to confirm status and condition of the storage facility.Contractor shall notify the City's Contract Manager regarding any changes to the storage facility, including ownership status of the facility, on a regular basis, and at minimum, quarterly. 6 3 ARTICLE 4 TOWING AND IMPOUNDING PROCEDURES 4.1 Contractor agrees that, after arrival at a scene, the tow truck operator shall remove any hazards or debris from the street, and impound such vehicles or vessels as requested by a City Police Officer or other representative of the City's Police Department. 4.2 On all vehicles or vessels to be towed which are marked for confiscation, Contractor shall prepare a detailed listing of any and all damage,missing parts or other disorders of which the assigned officer and/or tow truck driver are aware. 4.3 City reserves the right to cancel a request for services of Contractor at any time, up to and including the time of hook-up.Contractor agrees that the mere response to a service call scene without other action will not constitute a service call for which charges are applicable. 4.4 As required by §713.78, Florida Statutes, as may be amended from time to time,where the City has requested a motor vehicle to be removed from an accident scene, street, or highway, the City will conduct an inventory and prepare a written record of all personal property found in the vehicle before the vehicle is removed by Contractor. However, if the owner or driver of the vehicle is present and accompanies the vehicle, no inventory shall be required. 4.5 IMPOUNDED VEHICLES 4.5.1 If at the time of the impounding the name of the registered owner or other legally authorized person responsible for the vehicle is not available,City's Police Department will supply this information to the Contractor as soon as possible. The City Police Department shall be responsible for preparing a vehicle storage receipt and the personal property inventory list, as may be applicable. 4.5.2 Notwithstanding the foregoing, the Contractor shall be responsible for the following: 4.5.2.1 Notifying the City Police Department, and requesting the name of the owner or other legally authorized person responsible for the vehicle if Contractor has not received such information within twelve(12)hours after the impoundment of the vehicle; and, 4.5.2.2 Notifying the registered owner or other legally authorized person responsible for the vehicle of the whereabouts of the vehicle within a seven(7)day period of impoundment if such person's identity has been supplied during that time or within seven (7) days after receipt of the aforementioned information from the City's Police Department. 4.5.3 Both Parties shall maintain a hard copy log book or electronic record at its place of business, detailing notices sent by either Party pursuant to this Agreement, which shall include the following information: vehicle license number, date of notice, time of notice, method of notification, and any other information reasonably required by the City. 11 quarterly basis to confirm status and condition of the storage facility.Contractor shall notify the City's Contract Manager regarding any changes to the storage facility, including ownership status of the facility, on a regular basis, and at minimum, quarterly. 6 3 4.5.4 If any vehicle is not claimed by the owner or other legally authorized person responsible for the vehicle within seven (7) days, the Contractor shall immediately thereafter file a written report with the City's Police Department. 4.6 RELEASING VEHICLES 4.6.1 In the event that the Contractor has vessel(s)or vehicle(s)in it's possession as a result of Contractor's performance of this Agreement, and is ordered to turn such property over to the County Court, the Sheriff of Broward County, or the City's Police Department pursuant to Chapter 323, 705, 715, or 932, Florida Statutes,as may be amended from time to time,the Contractor may recover the costs associated with towing,storage,and statutory fees in accordance with§§323.001 and 932.704,Florida Statutes,as may be amended from time to time. 4.6.2 Vehicles or vessels pending proof of ownership or forfeiture proceedings may be place on "HOLD" by the City. Contractor agrees to release any vehicle or vessel which has not been marked "HOLD" upon proof of ownership and payment by the owner or other legally responsible individual.Contractor further agrees that any vehicle towed which is marked"HOLD"may not be released without verbal or written authority from the City's Police Department. Should the City desire to have the "HOLD" period extend for longer than five (5) days, excluding holidays and weekends, the City shall provide Contractor written notification that the five(5)day "HOLD" period shall be extended. 4.6.3 Persons who make application for the release of towed and/or stored vehicles or vessels shall be required to present proof of ownership by presentation of a title or registration and Contractor shall provide such person with a copy of the vehicle storage receipt prepared by City. Contractor shall charge and collect, directly from the vehicle owner or other legally authorized person responsible for a vehicle or vessel towed pursuant to and in accordance with this Agreement and Florida Statutes, as may be amended from time to time. 4.6.4 In accordance with §713.78,Florida Statutes,as may be amended from time to time, any reasonable storage fee imposed by Contractor shall not be charged if the vehicle or vessel is stored for fewer than six(6)hours. 4.7 FORFEITURE VEHICLES 4.7.1 Vehicles or vessels seized for forfeiture pursuant to Dania Beach Police Department policy shall be towed to Contractor's secured lot at Compound,or upon City's request,to the Dania Beach Police Department Headquarters. Contractor may recover the costs associated with towing, storage, and statutory fees for vehicles or vessels subject to forfeiture and any vehicles held longer than the five (5) day "HOLD" period in accordance with §§323.001 and 932.704,Florida Statutes, as may be amended from time to time. 4.7.2 Payment for the cost of the original tow, daily storage fee, plus statutory charges, may be assessed at the conclusion of the forfeiture proceeding or upon settlement. Should the owner of the vehicle or vessel prevail at the forfeiture proceeding, the cost of the tow and storage charges shall be deducted from the monthly compensation amount to be paid 12 minimum, quarterly. 6 3 by Contractor to City pursuant to Article 6 of the Agreement. Should the City prevail,the owner of the vehicle or vessel shall be responsible for the payment of the applicable towing fee, storage charges, and statutory fees. 4.7.3 If forfeiture proceedings are not instituted, at the expiration of the five (5) day "HOLD" period and upon gaining City's approval, Contractor shall directly notify the owner or other legally authorized person responsible for the vehicle or vessel to pick up the vehicle or vessel from Contractor's Compound, Monday through Friday from 8:00 a.m.to 5:00 p.m. The owner of the vehicle shall be responsible for issuing payment to Contractor for the cost of the original tow, the daily storage fee which accrued during the five (5)day "HOLD" period,plus statutory fees consistent with Florida Statutes and more particularly described below in Article 6 below. The vehicle owner may incur additional storage fees if the vehicle is not retrieved immediately after notice is provided to the owner or other legally authorized individual that the "HOLD" has been released. 4.8 PERSONAL PROPERTY 4.8.1 Contractor shall have its employee, representative, or agent review the inventory of all personal property found in the vehicle that he is directed to tow with a City Police Officer or the owner or other legally authorized person responsible for the vehicle present. A copy of such inventory shall be maintained by Contractor as a permanent record. One copy of the inventory shall be given to the owner or other legally authorized person responsible for the vehicle, if known, or securely attached to the vehicle, and one copy shall be retained by the City Police Department. 4.8.2 Contractor shall allow the owner or other legally authorized person responsible for the vehicle, to remove unattached personal property from the vehicle on a "one time" basis at no extra charge. 4.8.3 Personal property in the vehicle stored by Contractor shall not be disposed of to defray any charges for towing or storage of vehicles or vessels without a Court Order. 4.8.4 Contractor agrees not to undertake any repairs to, or remove any part or parts from, any vehicle towed or stored pursuant to the provisions herein, without first obtaining permission in writing to complete same from the owner or other legally authorized person responsible for the vehicle. Contractor further agrees that when making any repairs, or rendering any estimates or invoices, for City vehicles or otherwise, it will abide by Florida Statutes relating to motor vehicles or vessels,towing, sales,repairs,maintenance and service,which statutory sections are incorporated herein by reference and made a part hereof. 13 es, as may be amended from time to time. 4.7.2 Payment for the cost of the original tow, daily storage fee, plus statutory charges, may be assessed at the conclusion of the forfeiture proceeding or upon settlement. Should the owner of the vehicle or vessel prevail at the forfeiture proceeding, the cost of the tow and storage charges shall be deducted from the monthly compensation amount to be paid 12 minimum, quarterly. 6 3 ARTICLE 5 Contractor PERSONNEL, TRAINING, AND CUSTOMER SERVICE 5.1 Contractor PERSONNEL 5.1.1 The Contractor shall employ competent and qualified personnel that shall adhere to municipal, State and federal laws, in performance of the services herein required. 5.1.2 Contractor's Representative. Contractor shall have a competent and reliable representative on duty that is authorized to make decisions and act on its behalf ("Contractor's Representative"). Contractor agrees that City shall have twenty-four(24) hour access to said representative via a non-toll call from City. Contractor shall conduct a background criminal check on Contractor's representative assigned to this contract. Contractor's Representative shall: 5.1.2.1 Be equipped with and respond to any issues received from City from the field via a laptop computer with wireless internet access card, or with a hand held data device such as a smart phone; 5.1.2.2 Be equipped with a cellular phone for communications with City and customers to immediately return phone calls to City and customers; 5.1.2.3 Be responsible to respond to complaints on the same day complaint is received up to 7:00 PM. If the complaint is received after 7:00 PM, the Contractor's Representative shall respond to the complaint on the following day, including Sundays; 5.1.2.4 Have strong public relations skills,be able to effectively deal with angry or difficult customers, be able to successfully solve problems while protecting City's interest,highly motivated,dedicated,dependable,resourceful,and ability to establish positive relationships with City and the general public; 5.1.2.5 Attend periodic meetings with City, at a place and time determined by the City, to discuss and evaluate towing services, solve performance related issues, provide input, and share information, to ensure delivery of quality service; 5.1.2.6 Be required, upon the request of City, to attend public meetings, with City,to explain towing services; and, 5.1.2.7 Be required,upon the request of City,to perform duties related to towing services. 14 to the provisions herein, without first obtaining permission in writing to complete same from the owner or other legally authorized person responsible for the vehicle. Contractor further agrees that when making any repairs, or rendering any estimates or invoices, for City vehicles or otherwise, it will abide by Florida Statutes relating to motor vehicles or vessels,towing, sales,repairs,maintenance and service,which statutory sections are incorporated herein by reference and made a part hereof. 13 es, as may be amended from time to time. 4.7.2 Payment for the cost of the original tow, daily storage fee, plus statutory charges, may be assessed at the conclusion of the forfeiture proceeding or upon settlement. Should the owner of the vehicle or vessel prevail at the forfeiture proceeding, the cost of the tow and storage charges shall be deducted from the monthly compensation amount to be paid 12 minimum, quarterly. 6 3 5.2 EMPLOYEE TRAINING 5.2.1 All employees involved in the performance of this Agreement including office and all Towing personnel, must be provided adequate training before and during their employment with Contractor. 5.2.2 Customer Service Training. All towing, administrative, supervisory and customer service personnel must receive customer service training prior to and during the time they are employed by Contractor. Contractor's employees shall treat all customers, co-workers, City employees and any individual with whom they come in contact in the performance of their duties in a polite and courteous manner. Rudeness, belligerence, and the use of profanity are strictly prohibited. 5.2.3 Operating and Safety Training. All temporary and newly hired permanent towing and supervisory personnel must receive comprehensive safety and operational training prior to working on the tow trucks. Contractor shall provide regularly scheduled, on-going operating and safety training for all employees. Such meetings shall be mandatory for all Towing and supervisory personnel and held not less than one (1) time per month, unless otherwise approved by the City's Contract Manager. 5.2.4 Training Plan &Manuals. Training manuals and schedules shall be maintained at the local office of Contractor and available for review at any time by City's Contract Manager. The Contractor must maintain and provide evidence to the City of ongoing employee safety training and practices, upon request of the City. The plan, at a minimum, shall include provisions for the proper training in worker safety practices, which prevent damage to human health, the environment and private property. 5.2.5 Prohibition against Soliciting and Gratuities. Contractor's employees shall not solicit, accept or encourage tips, gratuities, gifts or anything of value or accept any payments whatsoever on behalf of City while performing duties under this Agreement. 5.2.6 City's right to have Contractor Remove Employees. City reserves the right to make a complaint regarding any employee of Contractor who violates any provision herein, or who is wanton,negligent,or discourteous in the performance of his/her duties. City may recommend appropriate action be taken by Contractor and may require Contractor to remove any unacceptable employee, as determined by City, from service to City. City reserves the right to have Contractor remove employees who fail to meet these criteria from services related to this Agreement. In addition, the City may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable. 5.3 CUSTOMER SERVICE 5.3.1 Office Staff and Hours for Complaint Handling. The Contractor will provide for prompt handling of complaints by maintaining an office staff that will receive record and handle complaints. Such staff will be available during the hours of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 will see to it that its employees serve the public in a courteous, helpful, and impartial manner. In the case of complaints regarding towing service or any related activities,the Contractor will, upon being notified of the complaint resolve the complaint in a timely manner.All complaints shall be logged in an electronic system and shall be accessible to the City's Contract Manager at any time.The Contractor shall develop a customer service program focusing on elimination of repeat customer complaints/requests. ARTICLE 6 COMPENSATION AND METHOD OF PAYMENT 6. 1 The Parties agree compensation for services performed pursuant to this Agreement shall be paid in accordance with this Article. 6.2 The Parties acknowledge that if the requirements of§713.78,Florida Statutes, arc satisfied,Contractor shall have a lien on a vehicle or vessel towed in accordance with this Agreement for a reasonable towing fee, storage costs, and for City's Administrative Charge(as defined in Section 6.2.2 below). 6.2.1 "Maximum Towing Rate(s)" as used herein refers to the maximum non consent towing rates and storage fees established by Broward County,Florida,as may be amended from time to time and as codified by Broward County. a copy of which is attached as Exhibit"A"and is made a part of and is incorporated into this Agreement by this reference 6.2.2 "Administrative Charge" as used herein refers to the financial charge imposed by Contractor on the registered owner or other legally authorized person responsible for a towed vehicle or vessel towed pursuant to this Agreement. The City's Administrative Charge shall equal twenty-five percent (25%) of the Maximum Towing Rate for each tow performed by Contractor for non-City vehicles. 6.3 The Contractor shall charge and collect, directly from the vehicle owner or other legally authorized person responsible for a vehicle or vessel towed pursuant to this Agreement a reasonable towing and storage fee in accordance with the Maximum Towing Rates as identified above and for the City's Administrative Charge, as defined in Section 6.2 herein above, and in accordance with Florida Statutes, as may be applicable. 6.4 As consideration for performance of this Agreement, the Contractor may retain the reasonable towing and storage fees collected directly from the vehicle owner or other legally authorized person responsible for the vehicle or vessel towed in accordance with this Agreement. 6.5 The Contractor shall remit the Administrative Charge collected directly from the vehicle owner or other legally authorized person responsible for a vehicle or vessel towed pursuant to this Agreement to the City monthly, on or before the fourteenth (14th) day of each month following collection. 16 pt handling of complaints by maintaining an office staff that will receive record and handle complaints. Such staff will be available during the hours of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 ARTICLE 7 TERM AND TERMINATION 7.1 Contractor shall perform the services as identified herein, for an initial three (3) year period which shall commence on the date that this Agreement is fully executed, the "Effective Date" and naturally expire three (3)years thereafter. 7.2 This Agreement may be renewed for two (2) additional three (3) year terms upon the mutual consent of the Parties, evidenced by a written amendment to this Agreement extending the term hereof. 7.3 Termination for Convenience. This Agreement may be terminated by City for convenience, upon providing thirty (30) days written notice to Contractor. In the event the City terminates for convenience, Contractor shall cease performance of the Agreement and remit any Administrative Charge collected by Contractor prior to termination to City. In the event that the Contractor abandons this Agreement or causes it to be terminated, it shall indemnify City against any loss pertaining to such termination. All finished or unfinished documents, records, log books, inventory lists, and reports prepared by Contractor shall become the property of City and shall be delivered by Contractor to City. 7.4 Post Contractual Obligations. In the event that the term of this Agreement expires,the Contractor agrees to continue providing services,at the current rates,on a month to month basis until the City establishes a new contract for services. 7.5 Default by Contractor. In addition to all other remedies available to City,this Agreement shall be subject to cancellation by City for cause, should. Contractor neglect or fail to perform or observe any of the terms, provisions, conditions, or requirements herein contained, if such neglect or failure shall continue for a period of seven (7) days after receipt by Contractor of written notice of such neglect or failure. 7.6 Upon the completion of this Agreement or termination by either Party,vehicles or vessels marked for confiscation by City's Police Department for use by City's Police Department in accordance with State Statute, will be towed to Police Department Headquarters. ARTICLE 8 INDEMNIFICATION AND INSURANCE 8.1 Indemnification 8.1.1 Contractor shall indemnify and hold harmless the City, its officers, agents, assigns, employees, consultants, separate contractors, any of their subcontractors, and sub- subcontractors from and against claims, demands, or causes of action whatsoever, and the resulting losses, damages, costs and expenses, including but not limited to attorneys' fees, including paralegal expenses, liabilities, damages, orders,judgments, or decrees, sustained by the City arising out of or resulting from performance of this Agreement,the 17 by maintaining an office staff that will receive record and handle complaints. Such staff will be available during the hours of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 failure of Contractor to take out and maintain insurance as required under this Agreement, and any negligent act or omission on behalf of Contractor, its employees, agents, partners,principals, subcontractors, and officers. The Contractor shall pay all claims and losses in connection therewith and shall investigate and defend all claims,suits or actions of any kind or nature in the name of the City, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorneys' fees which may issue thereon. 8.1.2 Upon completion of all services, obligations and duties provided for in this Agreement,or in the event of termination of this Agreement for any reason,the terms and conditions of this Article shall survive indefinitely. 8.1.3 City reserves the right to select its own legal counsel to conduct any defense in any such proceeding and all costs and fees associated therewith shall be the responsibility of Contractor. 8.1.4 Contractor may be liable for any accident, loss, injury or damages to persons and/or property arising out of and/or resulting from Contractor's performance of the services required by this Agreement. 8.1.5 Nothing contained herein is intended nor shall be construed to waive City's rights and immunities under the common law or Section 768.28, Florida Statutes, as may be amended from time to time. 8.2 General Insurance Provisions 8.2.1 Contractor expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the Contractor shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein required. 8.2.2 Contractor shall not commence work under this Agreement until it has obtained all insurance required under this paragraph and such insurance has been approved by the Risk Manager of the City nor shall the Contractor allow any subcontractor to commence work on any subcontract until all similar such insurance required of the subcontractor has been obtained and similarly approved. 8.2.3 Certificates of Insurance,reflecting evidence of the required insurance,shall be filed with the City's Risk Manager prior to the commencement of this Agreement.Policies shall be issued by companies authorized to do business under the laws of the State of Florida. The insurance company shall be rated no less than"A"as to management,and no less than "Class VI"as to financial strength according to the latest edition of Best's Insurance Guide published by A.M.Best Company. 8.2.4 Certificates of Insurance shall provide for thirty(30)days'prior written notice to the City in case of cancellation or material changes in the policy limits or coverage states. If the carrier cannot provide thirty(30)days'notice of cancellation, either the Contractor or their Insurance Broker must agree to provide notice. 18 s of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 8.2.5 Insurance shall be in force until all obligations required to be fulfilled under the terms of the Agreement are satisfactorily completed as evidenced by the formal acceptance by the City. In the event the insurance certificate provided indicates that the insurance shall terminate and lapse during the period of this Agreement,the Contractor shall furnish, at least forty-five (45) days prior to the expiration of the date of such insurance, a renewed certificate of insurance as proof that equal and like coverage for the balance of the period of the Agreement and extension thereunder is in effect. The Contractor shall neither commence nor continue to provide any services pursuant to this Agreement unless all required insurance remains in full force and effect. Contractor shall be liable to City for any lapses in service resulting from a gap in insurance coverage. 8.2.6 Contractor shall be required to obtain all applicable insurance coverage, as indicated below,prior to commencing any work pursuant to this Agreement. (I) Commercial General Liability A. Limits of Liability (Minimum) • Bodily Injury&Property Damage Liability • Each Occurrence $1,000,000 • Policy Aggregate $2,000,000 • Personal&Advertising Injury $2,000,000 • Products& Completed Operations $2,000,000 B. Endorsements Required: Include in body of COI and/or Description of Operations • Waiver of Subrogation in favor of the City • "The City of Dania Beach,Florida"added as named"Additional Insured" (ii) Business Automobile Liability A. Limits of Liability(Minimum) • Bodily Injury and Property Damage • Combined Single Limit $2,000,000 • Any Auto/Owned Autos or Scheduled Autos • Including Hired and Non- Owned Autos • Any One Accident • PIP • Physical Damage for your Vehicles B. Endorsements Required - Include in body of COI and/or Description of Operations: City of Dania Beach included as an Additional Insured 19 required insurance,shall be filed with the City's Risk Manager prior to the commencement of this Agreement.Policies shall be issued by companies authorized to do business under the laws of the State of Florida. The insurance company shall be rated no less than"A"as to management,and no less than "Class VI"as to financial strength according to the latest edition of Best's Insurance Guide published by A.M.Best Company. 8.2.4 Certificates of Insurance shall provide for thirty(30)days'prior written notice to the City in case of cancellation or material changes in the policy limits or coverage states. If the carrier cannot provide thirty(30)days'notice of cancellation, either the Contractor or their Insurance Broker must agree to provide notice. 18 s of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 (iii) Crime Insurance/Fidelity Bonds—Third Party Crime Insurance or Fidelity Bonds covering theft of monies,securities,or products in the amounts of: Per Employee/Incident $50,000 (iv) Garagekeepers' Legal Liability(For Damage to Towed Vehicles while in compound) Garagekeepers Limit: ACV Per Vehicle (v) In Tow/On Hook Coverage(For Damage to Towed Vehicles while being towed) Garagekeepers Limit: ACV Per Vehicle (vi) Customer's Contents (For Contents in Vehicles in Care,Custody, Control) Per Vehicle Limit: $500 Per Vehicle (vii) Workers' Compensation/Employers' Liability A. Workers Compensation Limits: Statutory- State of Florida B. Employers Liability Limits: C. $500,000 for bodily injury caused by an accident, each accident D. $500,000 for bodily injury caused by disease, each employee E. $500,000 for bodily injury caused by disease,policy limit Workers Compensation must be provided for all persons fulfilling this contract, whether employed, contracted,temporary or subcontracted is required. (viii) Umbrella/Excess Liability (Excess Follow Form) can be utilized to provide the required limits. Coverage shall be "following form" and shall not be more restrictive than the underlying insurance policy coverages, including all special endorsements and City as Additional Insured status. Umbrella should include Employer's Liability. 20 "The City of Dania Beach,Florida"added as named"Additional Insured" (ii) Business Automobile Liability A. Limits of Liability(Minimum) • Bodily Injury and Property Damage • Combined Single Limit $2,000,000 • Any Auto/Owned Autos or Scheduled Autos • Including Hired and Non- Owned Autos • Any One Accident • PIP • Physical Damage for your Vehicles B. Endorsements Required - Include in body of COI and/or Description of Operations: City of Dania Beach included as an Additional Insured 19 required insurance,shall be filed with the City's Risk Manager prior to the commencement of this Agreement.Policies shall be issued by companies authorized to do business under the laws of the State of Florida. The insurance company shall be rated no less than"A"as to management,and no less than "Class VI"as to financial strength according to the latest edition of Best's Insurance Guide published by A.M.Best Company. 8.2.4 Certificates of Insurance shall provide for thirty(30)days'prior written notice to the City in case of cancellation or material changes in the policy limits or coverage states. If the carrier cannot provide thirty(30)days'notice of cancellation, either the Contractor or their Insurance Broker must agree to provide notice. 18 s of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 Subcontractors' Compliance: It is the responsibility of the contractor to ensure that all subcontractors comply with all insurance requirements. Copy of Additional Insured Endorsement or other endorsements may be attached to the Certificate. Companies authorized to do business in the State of Florida with the following qualifications shall issue all insurance policies required above. City reserves the right but not the obligation to reject any insurer providing coverage due to poor or deteriorating financial condition. Cancellation Requirements: Required insurance shall always be maintained during which the vendor is on City premises.The above policies shall provide the City of Dania Beach with 10 days' written notice of cancellation or material change from the insurer. If the policies do not contain such a provision, it is the responsibility of the Contractor to provide such notice. Insurance Carrier Requirements: The Company must be rated no less than "A-" as to management, and no less than "Class VII" as to financial strength, by the latest edition of Best Insurance Guide published by A.M.best Company,or its equivalent.All policies or certificates of insurance are subject to review and verification by Risk Management. Verification of Coverage: Proof of the required insurance must be furnished by Vendor to the City of Dania Beach Human Resources Department by Certificate of Insurance within 5 days of notification of award. All certificates (and any required documents)must be received and approved by Human Resources before any work commences to permit Vendor time to remedy any deficiencies. Certificate Holder: City of Dania Beach, ATTN: HR/Risk Department 100 West Dania Beach Boulevard Dania Beach,FL 33004 Certificate Submittal: Email Certificates to: mspear(a,daniabeachfl.aov The City of Dania Beach,Florida reserves the right to review/revise,reject or accept any required policies of insurance, including limits,coverages or endorsements,herein throughout the term of this contract. 8.3 Required Endorsements. 8.3.1 The City of Dania Beach shall be named as an Additional Insured on each of the Liability Policies required herein. 8.3.2 Waiver of all Rights of Subrogation against the City. 8.3.3 Thirty (30) Day Notice of Cancellation or Non-Renewal to the City. 8.3.4 Contractor's policies shall be Primary &Non-Contributory. 8.3.5 All policies shall contain a "severability of interest" or "cross liability" clause without obligation for premium payment of the City. 21 he City in case of cancellation or material changes in the policy limits or coverage states. If the carrier cannot provide thirty(30)days'notice of cancellation, either the Contractor or their Insurance Broker must agree to provide notice. 18 s of 7 a.m. until 7 p.m., Monday through Saturday. During after hours, weekends, and holidays, the Contractor must make available a phone number to a call center or team of staff that can take calls and messages and respond to those citizen complaints in a timely fashion. The Contractor 15 8.3.6 The City of Dania Beach shall be named as a Loss Payee on all Property and/or Inland Marine Policies as their interest may appear. 8.4 Any and all insurance required of the Contractor pursuant to this Agreement must also be required by any subcontractor in the same limits and with all requirements as provided herein, including naming the City as an additional insured, in any work that is subcontracted unless such subcontractor is covered by the protection afforded by the Contractor and provided proof of such coverage is provided to City. The Contractor and any subcontractors shall maintain such policies during the term of this Agreement. 8.5 The City reserves the right to require any other additional types of insurance coverage and/or higher limits of liability it deems necessary based on the nature of work being performed under this Agreement. 8.6 The insurance requirements specified in this Agreement are minimum requirements and in no way reduce any liability the Contractor has assumed in the indemnification/hold harmless section(s)of this Agreement. ARTICLE 9 NON-DISCRIMINATION& EQUAL OPPORTUNITY EMPLOYMENT During the performance of the Agreement, neither the Contractor nor any subcontractors shall discriminate against any employee or applicant for employment because of race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. Contractor will take affirmative action to ensure that employees are treated during employment,without regard to their race, religion, color, gender, national origin, sex, age, marital status, political affiliation, familial status, sexual orientation, or disability if qualified. Such actions must include, but not be limited to, the following: employment, promotion, demotion or transfer,recruitment or recruitment advertising,layoff or termination,rates of pay or other forms of compensation, and selection for training, including apprenticeship. Contractor shall agree to post in conspicuous places, available to employees and applicants for employment,notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause.Contractor further agrees that Contractor will ensure that subcontractors,if any,will be made aware of and will comply with this nondiscrimination clause. ARTICLE 10 INDEPENDENT CONTRACTOR This Agreement does not create an employee/employer relationship between the Parties. It is the intent of the Parties that the Contractor 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, and the State unemployment insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 activities and responsibilities hereunder provided, further that administrative procedures applicable to services rendered under this Agreement shall be those of Contractor,which policies of Contractor shall not conflict with City, State, or Federal policies, rules or regulations relating to the use of Contractor's funds provided for herein. The Contractor agrees that it is a separate and independent enterprise from the City, that it has full opportunity to find other business,that it has made its own investment in its business,and that it will utilize a high level of skill necessary to perform the work.This Agreement shall not be construed as creating any joint employment relationship between the Contractor and the City and the City will not be liable for any obligation incurred by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums. ARTICLE 11 AGREEMENT SUBJECT TO FUNDING This agreement shall remain in full force and effect only as long as the expenditures provided for in the Agreement have been appropriated by the City Commission of the City of Dania Beach in the annual budget for each fiscal year of this Agreement and is subject to termination based on lack of funding. ARTICLE 12 UNCONTROLLABLE FORCES Neither City nor Contractor shall be considered to be in default of this Agreement if delays in or failure of performance shall be due to Uncontrollable Forces, the effect of which,by the exercise of reasonable diligence,the non-performing party could not avoid. The term "Uncontrollable Forces" shall mean any event which results in the prevention or delay of performance by a party of its obligations under this Agreement and which is beyond the reasonable control of the nonperforming party. It includes, but is not limited to tire, flood, earthquakes, storms, lightning, epidemic, pandemic, acts of God, war, riot, civil disturbance, sabotage, and governmental actions. Neither party shall, however, be excused from performance if nonperformance is due to forces, which are preventable, removable, or remediable, and which the nonperforming party could have, with the exercise of reasonable diligence, prevented, removed, or remedied with reasonable dispatch. The nonperforming party shall, within a reasonable time of being prevented or delayed from performance by an uncontrollable force, give written notice to the other party describing the circumstances and uncontrollable forces preventing continued performance of the obligations of this Agreement. ARTICLE 13 GOVERNING LAW AND VENUE This Agreement shall be governed by and construed in accordance with the laws of the State of Florida as now and hereafter in force. The venue for any and all actions or claims arising out of or related to this Agreement shall be in Broward County, Florida. 23 ment Tax Act, the provisions of the Internal Revenue Code, the State Workers' Compensation Act, and the State unemployment insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 ARTICLE 14 SIGNATORY AUTHORITY Contractor shall provide City with copies of requisite documentation evidencing that the signatory for Contractor has the authority to enter into this Agreement. ARTICLE 15 BANKRUPTCY It is agreed that if Contractor is adjudged bankrupt, either voluntarily or involuntarily, then this Agreement shall terminate effective on the date and at the time the bankruptcy petition is filed. ARTICLE 16 MERGER; AMENDMENT This Agreement constitutes the entire Agreement between Contractor and City, and all negotiations and oral understandings between the Parties are merged herein. This Agreement can be supplemented or amended only by a written document executed by both Contractor and City with the same formality and equal dignity herewith. ARTICLE 17 DEFAULT OF CONTRACT & REMEDIES 17.1 Operations During Dispute. In the event that a dispute, if any, arises between City and Contractor relating to this Agreement, performance or compensation hereunder, Contractor shall continue to render service in full compliance with all terms and conditions of this Agreement as interpreted by City regardless of such dispute. Contractor agrees, in consideration for the execution of this Agreement, that in the event of such a dispute, if any, it will not seek injunctive relief in any court, but will negotiate with City for an adjustment on the matter or matters in dispute and, upon failure of said negotiations to resolve the dispute, may present the matter to a court of competent jurisdiction in an appropriate suit therefore instituted by it or by City. 17.2 Damages. City reserves the right to recover any ascertainable actual damages incurred as a result of the failure of Contractor to perform in accordance with the requirements of this Agreement,or for losses sustained by City resultant from Contractor's failure to perform in accordance with the requirements of this Agreement. 17.3 Correction of Services. If, in the judgment of City, services provided by Contractor do not conform to the requirements of this Agreement, City reserves the right to require that Contractor correct all deficiencies in the service to bring the services into conformance without additional cost to City, and shall replace any personnel who fails to perform in accordance with the requirements of this Agreement. City shall be the sole judge of non-conformance and the quality of service. 17.4 Default of Contract. The occurrence of any one(1) or more of the following events shall constitute a default and breach of this Agreement by Contractor: 24 onstrued in accordance with the laws of the State of Florida as now and hereafter in force. The venue for any and all actions or claims arising out of or related to this Agreement shall be in Broward County, Florida. 23 ment Tax Act, the provisions of the Internal Revenue Code, the State Workers' Compensation Act, and the State unemployment insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 17.4.1 The failure to comply with City's requests made pursuant to this Agreement for a period of more than two (2) hours after such request has been submitted from City to Contractor. 17.4.2 The City Police Department may issue a formal reprimand to the Contractor for any act of omission or commission which, in its sole discretion,is deemed to be a violation of this Agreement. Any number of reprimands shall be grounds for termination of this Agreement and/or removal of Contractor from consideration of renewal of the Agreement. The precise number and severity of reprimands thereof to be determined in the sole discretion of City's Police Department. 17.4.3 The abandonment, unnecessary delay, refusal of, or failure to comply with any of the terms of this Agreement or neglect, or refusal to comply with the instructions of the City Police Department or the City's designee relative thereto. 17.4.4 The failure by Contractor to observe or perform any of the terms, covenants, or conditions of this Agreement to be observed or performed by Contractor, where such failure shall continue for a period of seven (7) days after written notice thereof by City to Contractor; provided,however,that if the nature of Contractor's default is such that more than seven (7) days are reasonably required for its cure, then Contractor shall not be deemed to be in default if Contractor commences such cure within said seven (7) day period and thereafter diligently prosecutes such cure to completion. 17.4.5 The assignment and/or transfer of this Agreement or execution or attachment thereon by Contractor or any other party in a manner not expressly permitted hereunder. 17.4.6 The making by Contractor of any general assignment or general arrangement for the benefit of creditors, or the filing by or against Contractor of a petition to have Contractor adjudged a bankruptcy, or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Contractor, the same is dismissed within sixty(60)days);or the appointment of a trustee or a receiver to take possession of substantially all of Contractor's assets, or for Contractor's interest in this Agreement,where possession is not restored to Contractor within thirty (30)days; for attachment, execution or other judicial seizure of substantially all of Contractor's assets,or for Contractor's interest in this Agreement,where such seizure is not discharged within thirty (30) days. 17.5 Effect of Default. In case of any default by Contractor, City shall notify Contractor, in writing, of such abandonment, delay, refusal, failure, neglect, or default and direct Contractor to comply with all provisions of this Agreement. if the abandonment, delay, refusal, failure, neglect or default is not cured within seven (7) days of when notice was sent by City, City may declare a default of the Agreement and notify Contractor of such declaration of default and terminate the Agreement. 25 ent insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 ARTICLE 18 PUBLIC RECORDS 18.1 The City of Dania Beach is public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: 18.1.1 Keep and maintain public records required by the City to perform the service; 18.1.2 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 by law; 18.1.3 Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Contractor shall destroy all copies of such confidential and exempt records remaining in its possession after the Contractor transfers the records in its possession to the City; and 18.1.4 Upon completion of the contract, Contractor shall transfer to the City,at no cost to the City,all public records in Contractor's possession.All records stored electronically by the Contractor 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. 18.2 The failure of Contractor to comply with the provisions set forth in this Article shall constitute a Default and Breach of this Agreement and the City shall enforce the Default in accordance with the provisions set forth herein. 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. Custodian of Records: THOMAS SCHNEIDER,CMC City Clerk Mailing Address: 100 W. Dania Beach Boulevard Dania Beach,Florida 33004 Telephone number: 954-924-9800,Ext.3624 Email: tschneider(a,daniabeachfl.gov 26 s assets, or for Contractor's interest in this Agreement,where possession is not restored to Contractor within thirty (30)days; for attachment, execution or other judicial seizure of substantially all of Contractor's assets,or for Contractor's interest in this Agreement,where such seizure is not discharged within thirty (30) days. 17.5 Effect of Default. In case of any default by Contractor, City shall notify Contractor, in writing, of such abandonment, delay, refusal, failure, neglect, or default and direct Contractor to comply with all provisions of this Agreement. if the abandonment, delay, refusal, failure, neglect or default is not cured within seven (7) days of when notice was sent by City, City may declare a default of the Agreement and notify Contractor of such declaration of default and terminate the Agreement. 25 ent insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 ARTICLE 19 SCRUTINIZED COMPANIES 19.1 Contractor, its principals or owners,certify that they are not listed on the Scrutinized Companies that Boycott Israel List, Scrutinized Companies with Activities in Sudan List, Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or is engaged in business operations with Syria. In accordance with Section 287.135, Florida Statutes, as amended, a company is ineligible to, and may not, bid on, submit a proposal for, or enter into or renew a contract with any agency or local governmental entity for goods or services of: 1 9.1.1 Any amount if, at the time bidding on, submitting a proposal for, or entering into or renewing such contract, the company is on the Scrutinized Companies that Boycott Israel List, created pursuant to Section 215.4725, Florida Statutes, or is engaged in a boycott of Israel; or 1 9. 1 .2 One million dollars or more if, at the time of bidding on, submitting a proposal for, or entering into or renewing such contract, the company: 19.1.2.1 Is on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created pursuant to Section 215.473, Florida Statutes; or 19.1.2.2 Is engaged in business operations in Syria. ARTICLE 20 EQUAL BENEFITS FOR EMPLOYEES 20.1 Contractor certifies that it is aware of the requirements of Section 35.39 of the City's Code of Ordinances and certifies that Contractor currently complies with the requirements of Section 35.39 of the City's Code of Ordinances. 20.2 Except where federal or state law mandates to the contrary, a contractor awarded a contract pursuant to a competitive solicitation shall provide benefits to Domestic Partners and spouses of its employees, irrespective of gender, on the same basis as it provides benefits to employees' spouses in traditional marriages. 20.3 Contractor shall provide the City Manager and his/her designee, access to its records for the purpose of audits and/or investigations to ascertain compliance with the provisions of this Article, and upon request shall provide evidence that the Contractor is in compliance with the provisions of this Article upon the renewal of this Agreement or when the City Manager or his/her designee receives a complaint or has reason to believe Contractor may not be in compliance with the provisions of this Article. Records shall include but not be limited to providing the City Manager and his/her designee with certified copies of Contractor's records pertaining to its benefits policies and its employment policies and practices. 27 l provisions of this Agreement. if the abandonment, delay, refusal, failure, neglect or default is not cured within seven (7) days of when notice was sent by City, City may declare a default of the Agreement and notify Contractor of such declaration of default and terminate the Agreement. 25 ent insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 ARTICLE 21 EMPLOYMENT ELIGIBILITY 21.1 E-Verifv Contractor certifies that it is aware of and complies with the requirements of Section 448.095, Florida Statues, as may be amended from time to time and briefly described herein below. 2 1 .1.1 Definitions for this Section. 21.1.1.1 "Contractor" means a person or entity that has entered or is attempting to enter into a contract with a public employer to provide labor, supplies, or services to such employer in exchange for salary, wages, or other remuneration. 21.1.1.2 "Contractor" includes, but is not limited to, a vendor or consultant. 21.1.1.3 "Subcontractor" means a person or entity that provides labor, supplies,or services to or for a contractor or another subcontractor in exchange for salary, wages, or other remuneration. 21.1.1.4 "E-Verify system" means an Internet-based system operated by the United States Department of Homeland Security that allows participating employers to electronically verify the employment eligibility of newly hired employees. 21.2 Registration Requirement: Termination. Pursuant to Section 448.095, Florida Statutes, effective January 1, 2021, Contractors, shall register with and use the E- verify system in order to verify the work authorization status of all newly hired employees. Contractor shall register for and utilize the U.S. Department of Homeland Security's E-Verify System to verify the employment eligibility of: 21.2.1 All persons employed by a Contractor to perform employment duties within Florida during the term of the contract; and 21.2.2 All persons (including sub-vendors / sub-consultants / sub- contractors) assigned by Contractor to perform work pursuant to the contract with the City of Dania Beach. The Contractor acknowledges and agrees that registration and use of the U.S. Department of Homeland Security's E-Verify System during the term of the contract is a condition of the contract with the City of Dania Beach; and 21.2.3 The Contractor shall comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility," as amended from time to time. This includes but is not limited to registration and utilization of the E-Verify System to verify the work authorization status of all newly hired employees. Contractor shall also require all subcontractors to provide an affidavit attesting that the subcontractor does not employ,contract with, or subcontract with, an unauthorized alien. The Contractor shall maintain a copy of such affidavit for the duration of the contract. Failure to comply will lead to termination of this Contract, or if a subcontractor knowingly violates the statute, the subcontract must be terminated immediately. Any 28 City, City may declare a default of the Agreement and notify Contractor of such declaration of default and terminate the Agreement. 25 ent insurance law. The Contractor shall retain sole and absolute discretion in the judgment of the manner and means of carrying out Contractor's 22 complaints in a timely fashion. The Contractor 15 challenge to termination under this provision must be filed in the Circuit Court no later than twenty(20) calendar days after the date of termination. Termination of this Contract under this Section is not a breach of contract and may not be considered as such. If this contract is terminated for a violation of the statute by the Contractor, the Contractor may not be awarded a public contract for a period of one (1) year after the date of termination. ARTICLE 22 MISCELLANEOUS 22.1 Ownership of Documents. Reports, surveys, log books, inventory lists, records, and other documentation provided in connection with this Agreement or required herein are and shall remain the property of City,whether or not the project for which they are made is completed. 22.2 Legal Representation. It is acknowledged that each party to this Agreement had the opportunity to be represented by counsel in the preparation of this Agreement,and accordingly, the rule that a contract shall be interpreted strictly against the party preparing same shall not apply herein due to the joint contributions of both Parties. 22.3 Records. Contractor shall keep such records and accounts and require any and all subcontractors to keep records and accounts as may be necessary in order to record complete and correct entries as to personnel hours charged to this engagement, and any expenses for which Contractor expects to be reimbursed. Such books and records will be available at all reasonable times for examination and audit by City and shall be kept for a period of three (3) years after the completion of all work to be performed pursuant to this Agreement.Incomplete or incorrect entries in such books and records will be grounds for disallowance by City. of any fees or expenses based upon such entries. All records shall be maintained and available for disclosure, as appropriate, in accordance with Chapter 119, Florida Statues. 22.4 Assignments;Amendments.This Agreement,and any interests herein,shall not be assigned, transferred or otherwise encumbered, under any circumstances, by Contractor without the prior written consent of City. For purposes of this Agreement, any change of ownership of Contractor shall constitute an assignment which requires City approval.However,this Agreement shall run to the benefit of City and its successors and assigns. It is further agreed that no modification,amendment,or alteration in the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 22.5 No Contingent Fees. Contractor warrants that it has not employed or retained any company or person,other than a bona fide employee working solely for Contractor to solicit or secure this Agreement, and that it has not paid or agreed to pay any person,company,corporation,individual or firm,other than a bona fide employee working solely for Contractor any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement.For the breach or violation of this provision,City shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission,percentage,gift or consideration. 29 22.6 Notice.Whenever any party desires to give notice unto any other party,it must be given by written notice, sent by certified United States mail, with return receipt requested, addressed to the party for whom it is intended and the remaining party, at the places last specified, and the places for giving of notice shall remain such until they shall have been changed by written notice in compliance with the provisions of this section.For the present,Contractor and City designate the following as the respective places for giving of notice: City: Ana M. Garcia, ICMA-CM, City Manager City of Dania Beach,Florida 100 West Dania Beach Boulevard Dania Beach,Florida 33004 With a copy to: Eve A. Boutsis, City Attorney City of Dania Beach 100 West Dania Beach Boulevard Dania Beach, Florida 33004 Contractor: Mac's Towing Services, Inc. 418 SW 2nd Place Dania Beach,Florida 33004 22.7 Binding Authority. Each person signing this Agreement on behalf of either party individually warrants that he or she has full legal power to execute this Agreement on behalf of the party for whom he or she is signing, and to bind and obligate such party with respect to all provisions contained in this Agreement. 22.8 Headings. Headings herein are for the convenience of reference only and shall not be considered in any interpretation of this Agreement. 22.9 Exhibits. Each exhibit referred to in this Agreement forms an essential part of this Agreement. The exhibits, if not physically attached, should be treated as part of this Agreement and are incorporated herein by reference. 22.10 Severability. If any provision of this Agreement or application thereof to any person or situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable, shall not be affected thereby, and shall continue in full force and effect,and be enforced to the fullest extent permitted by law. 22.11 Entire Agreement and Conflicts. This Agreement is intended by the parties hereto to be final expression of this Agreement, and it constitutes the full and entire understanding between the parties with respect to the subject hereof, notwithstanding any representations, statements, or agreements to the contrary heretofore made. 30 he terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 22.5 No Contingent Fees. Contractor warrants that it has not employed or retained any company or person,other than a bona fide employee working solely for Contractor to solicit or secure this Agreement, and that it has not paid or agreed to pay any person,company,corporation,individual or firm,other than a bona fide employee working solely for Contractor any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement.For the breach or violation of this provision,City shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission,percentage,gift or consideration. 29 22.12 Waiver. Failure of City to insist upon strict performance of any provision or condition of this Agreement, or to execute any right contained within, shall not be construed as a waiver or relinquishment for the future of any such provision, condition, or right, but the same shall remain in full force and effect. 22.13 Attorneys' Fees. In the event that either party brings suit for enforcement of this Agreement, each party shall bear its own attorney's fees and court costs, except as otherwise provided under the indemnification provisions set forth herein above. 22.14 Protection of City Property. At all times during the performance of this Agreement, Contractor shall protect City's property from all damage whatsoever on account of the work being carried on under this Agreement. 22.15 Counterparts and Execution. This Agreement may be executed by hand or electronically in multiple originals or counterparts, each of which shall be deemed to be an original and together shall constitute one and the same agreement. Execution and delivery of this Agreement by the Parties shall be legally binding, valid and effective upon delivery of the executed documents to the other party through facsimile transmission, email, or other electronic delivery. 22.16 Compliance with Statutes. It shall be the Contractor's responsibility to be aware of and comply with all statutes, ordinances,rules, orders,regulations and requirements of all local, City, state, and federal agencies as applicable SIGNATURES ON THE FOLLOWING PAGES 31 nt and are incorporated herein by reference. 22.10 Severability. If any provision of this Agreement or application thereof to any person or situation shall to any extent, be held invalid or unenforceable, the remainder of this Agreement, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable, shall not be affected thereby, and shall continue in full force and effect,and be enforced to the fullest extent permitted by law. 22.11 Entire Agreement and Conflicts. This Agreement is intended by the parties hereto to be final expression of this Agreement, and it constitutes the full and entire understanding between the parties with respect to the subject hereof, notwithstanding any representations, statements, or agreements to the contrary heretofore made. 30 he terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 22.5 No Contingent Fees. Contractor warrants that it has not employed or retained any company or person,other than a bona fide employee working solely for Contractor to solicit or secure this Agreement, and that it has not paid or agreed to pay any person,company,corporation,individual or firm,other than a bona fide employee working solely for Contractor any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement.For the breach or violation of this provision,City shall have the right to terminate the Agreement without liability at its discretion, to deduct from the contract price, or otherwise recover the full amount of such fee, commission,percentage,gift or consideration. 29 IN WITNESS OF THE FOREGOING, the parties have set their hand and seal the day and year first written above. ATTEST: City OF DANIA BEACH,FLORIDA, a Florida municipal corporation THOMAS SCHNEIDER, CMC ARCHIBALD J. RYAN IV CITY CLERK MAYOR APPROVED AS TO FORM AND CORRECTNESS EVE A. BOUTSIS ANA M. GARCIA, ICMA-CM CITY ATTORNEY CITY MANAGER 32 2 RESOLUTION#2023-003 Contractor: Mac's Towing Services, Inc. a Florida corporation WITNESSES: SIGNATURE SIGNATURE PRINT NAME PRINT NAME SIGNATURE TITLE Date: PRINT Name STATE OF FLORIDA) COUNTY OF BROWARD) The foregoing instrument was acknowledged before me by means of❑ physical presence or ❑ online notarization, on , 2022 by 1 as of Mac's Towing Services,Inc., a Florida corporation.He/she is personally known to me or has produced as identification. My Commission Expires: Notary Public, State of Florida Print Name: 33