1902 Colorburst IFB 17/18-16V o�tr,
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To: City Clerk
RE: Request for Services
The item(s) noted below is/are attached and forwarded to your office for the following action(s):
❑ Development Order
❑ Final Plat (original mylars)
❑ Letter of Credit
❑ Maintenance Bond
❑ Ordinance
❑ Performance Bond
❑ Resolution
® IFB 17/18-16 ColorBurst
Once completed, please:
❑ Return original
❑ Return copy
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Special Instructions:
Please file for your records
❑ City Attorney's Signature
❑ City Clerk Record Keeping
❑ Safe Keeping
❑ City Attorney's Signature
❑ City Clerk's Signature
Please advise if you have any questions regarding the above.
Thank you!
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From
TADept_forms\City Clerk Transmittal Memo - 2009.doc
AGREEMENT BETWEEN THE CITY OF SANFORD AND COLORBURST, INC.
IFB 17/18-16 ANNUALS FOR DOWNTOWN AND RIVERWALK
THIS AGREEMENT (hereinafter the "Agreement") is made and entered into this
Z-Zkl day of �, 2018, by and between the City of Sanford, Florida, a
Florida munici lity, (hereOafter referred to as the "CITY"), whose mailing address is
300 North Park Avenue, Sanford, Florida 32771, and COLORBURST, INC., a Florida
corporation authorized to do business in the State of Florida, ("COLORBURST"
throughout)") whose Florida corporate address and contact address is 2317 Winter Park
Road, Winter Park, -Florida 32789. The CITY and COLORBURST may be collectively
referenced herein as the "parties".
WITNESSETH:
IN CONSIDERATION of the mutual covenants, promises, and representations
contained herein and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Recitals. The above recitals are true and form a material part of
this Agreement upon which the parties have relied.
Section 2. Authority. Each party hereto represents to the other that it has
undertaken all necessary actions to execute this Agreement, and that it has the legal
authority to enter into this Agreement and to undertake all obligations imposed on it.
The persons executing this Agreement for each party certify that they are authorized to
bind the party fully to the terms of this Agreement.
Section 3. Scope of Agreement; Direction of Services.
(a). This Agreement is for the services set forth in the attachments hereto and
COLORBURST agrees to accomplish the actions specified in the attachments for the
compensation set forth in those documents. Additionally, services may be ordered and
directed by the CITY by means of purchase orders/work orders.
(b). It is recognized that COLORBURST shall perform services as otherwise
directed by the CITY all of such services to include all labor and materials that may be
required including, but in no way limited to, the services provided by subconsultants as
may be approved by the CITY.
(c). The City's contact/project manager for all purposes under this Agreement
shall be the following:
Robert Beall
Operations Manager
Parks & Grounds Division
City of Sanford
1IPa-e
City Hall
Post Office Box 1788
Sanford, Florida 32772
Phone: 407-688-5080 (extension 5423)
Email: robert.beall@sanfordfl.gov
; provided, however, that all notices under this Agreement shall be copied to:
Ms. Marisol Ordofiez
Purchasing Manager
Finance -Purchasing Division
City of Sanford
City Hall
Post Office Box 1788
Sanford, Florida 32772
Phone: 407.688.5028
Email: marisol.ordonez@sanfordfl.gov
Section 4. Effective Date and Term of Agreement. This Agreement
shall take effect on the date that this Agreement is fully executed by the parties hereto.
This Agreement shall be in effect for a term of 3 years and, upon the exercise of an
option to renew by the CITY, for 2 additional terms of 1 year each. In any event, this
Agreement shall remain in effect until the services to be provided by COLORBURST to
the CITY under each work order have been fully performed in accordance with the
requirements of the CITY; provided, however, that, the indemnification provisions and
insurance provisions of the standard contractual terms and conditions referenced herein
shall not terminate and the protections 'afforded to the CITY shall continue in'effect
subsequent to such services being provided by COLORBURST No services have
commenced prior to the execution of this Agreement that would entitle COLORBURST
for any compensation therefor.
Section 5. Compensation. The parties agree to compensation as set forth
in the attachments hereto and as may be set forth in each purchase/work order issued
by the CITY.
Section 6. Standard Contractual Terms and Conditions. All "Standard
Contractual Terms and Conditions", as provided on the CITY's website, apply to this
Agreement. Such Terms and Conditions may be found at the CITY's website
(www. Sanford F L.gov). The parties shall also be bound by the purchasing policies and
procedures of the CITY as well as the controlling provisions of Florida law. Work orders
shall be used, in accordance therewith, in the implementation of this Agreement to the
extent deemed necessary by the CITY in its sole and absolute discretion.
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Section 7. COLORBURST' Mandatory Compliance with Chapter 119,
Florida Statutes, and Public Records Requests.
(a). In order to comply with Section 119.0701, Florida Statutes, public records
laws, COLORBURST must:
(1). Keep and maintain public records that ordinarily and necessarily would be
required by the,CITY in order to perform the service.
(2). Provide the public with access to public records on the same terms and
conditions that the CITY would provide the records and at a cost that does not exceed
the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.
(3). Ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as authorized by
law.
(4). Meet all requirements for retaining public records and transfer, at no cost,
to the CITY all public records in possession of COLORBURST upon termination of the
contract and destroy any duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements. All records stored electronically
must be provided to the CITY in a format that is compatible with the information
technology systems of the CITY.
(b). If CULORBURST does 'not comply with a public records request, the CITY
shall enforce the contract provisions in accordance with this Agreement.
(c). Failure by COLORBURST to grant such public access and comply with
public records requests shall be grounds for immediate unilateral cancellation of this
Agreement by the CITY. COLORBURST shall promptly provide the CITY with a copy of
any request to inspect or copy public records in possession of COLORBURST and shall
promptly provide the CITY with a copy of COLORBURST response to each such
request.
(d).
IF THE CONTRACTORIVENDOR HAS QUESTIONS
REGARDING THE APPLICATION OF CHAPTER 119,
FLORIDA STATUTES, TO THE CONTRACTOR'S
(VENDOR'S) DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTACT THE
CUSTODIAN OF PUBLIC RECORDS AT (407) 688-5012,
CYNTHIA PORTER, CITY CLERK, CITY OF Sanford, CITY
31Page
HALL, 300 NORTH PARK AVENUE, SANFORD, FLORIDA
32771, PORTERC@SANFORDFL.GOV.
Section 8. Time is of the Essence. Time is hereby declared of the essence
as to the lawful performance of all duties and obligations set forth in this Agreement.
Section 9. Entire Agreement/Modification. This Agreement, together
with all "Standard Contractual Terms and Conditions", as provided on the CITY's
website and the attachments hereto (the documents relative to the procurement activity
of the CITY leading to the award' of this Agreement)' constitute the entire integrated
agreement between the CITY and COLORBURST and supersedes and controls over
any and all prior agreements, understandings, representations, correspondence and
statements whether written or oral in connection therewith and all the terms and
provisions contained herein constitute the full and complete agreement between the
parties hereto to the date hereof. This Agreement may only be amended, supplemented
or modified by a formal written amendment of equal dignity herewith. In the event that
COLORBURST issues a purchase order, memorandum, letter, or any other instrument
addressing the services, work, and materials to be provided and performed pursuant to
this Agreement, it is hereby specifically agreed and understood that any such purchase
order, memorandum, letter, or other instrument shall have no effect on this Agreement
unless agreed to by the City, specifically and in writing in a document of equal dignity
herewith, and any and all terms, provisions, and conditions contained therein, whether
printed or written or referenced on a Web site or otherwise, shall in no way modify the
covenants, terms, and provisions of this Agreement and shall have no force or effect
thereon.
Section 10. Severability. If any term, provision or condition contained in
this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of
this Agreement, or the application of such term, provision or condition to persons or
circumstances other than those in respect of which it is invalid or unenforceable, shall
not be affected thereby, and each term, provision and condition of this Agreement shall
be valid and enforceable to the fullest extent permitted by law when consistent with
equity and the public interest.
Section 11. Waiver. The failure of the CITY to insist in any instance upon
the strict performance of any provision of this Agreement, or to exercise any right or
privilege granted to the CITY hereunder shall not constitute or be construed as a waiver
of any such provision or right and the same shall continue in force.
Section 12. Captions. The section headings and captions of this Agreement
are for convenience and reference only and in no way define, limit, describe the scope
or intent of this Agreement or any part thereof, or in any way affect this Agreement or
construe any provision of this Agreement.
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Section 13. Counterparts. This Agreement may be executed in any
number of counterparts, each of which shall be deemed an original, but all of which,
taken together, shall constitute one and the same document.
Section 14. Binding Effect. This Agreement shall be binding upon and
inure to the benefit of the successors in interest, transferees and assigns of the parties.
Each party hereto represents to the other that it has undertaken all necessary actions to
execute this Agreement, and that it has the legal authority to enter into this Agreement
and to undertake all obligations imposed on it. The signatories hereof represent that
they have the, requisite and legal, authority to execute this Agreement and bind the
respective parties herein.
Section 15. Remedies. The rights and remedies of the parties, provided for
under this Agreement, are in addition to any other rights and remedies provided by law
or otherwise necessary in the public interest.
Section 16. Governing law, Venue and Interpretation. This Agreement is
to be governed by the laws of the State of Florida. Venue for any legal proceeding
related to this Agreement shall be in the Eighteenth Judicial Circuit Court in and for
Seminole County, Florida. This Agreement is the result of bona fide arms length
negotiations between the CITY and COLORBURST, and all parties have contributed
substantially and materially to the preparation of the Agreement. Accordingly, this
Agreement shall not be construed or interpreted more strictly against any one party.
than against any other party and all provisions shall be applied to fulfill the public
interest.
IN WITNESS WHEREOF, the CITY and COLORBURST have executed this
instrument for the purpose herein expressed.
ATTEST.
-
CITY OF SANFORD
By: _
Cyn is Porter Jeff Triplett
City Clerk Mayor
Date: I — LUST
Approved as to form and
legal sufficiency.
5 11) a e
ATTEST:
Richard B. Turton
Secretary
COLORBURST,INC.
By-!
V A. urton
President nn
Dated: -
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