R23-057 1 RESOLUTION NO. R23-057
2
3 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA,
4 APPROVING AND AUTHORIZING THE CITY MANAGER TO SIGN
5 AN AGREEMENT WITH ZAMBELLI FIREWORKS MANUFACTURING
6 CO. OF BOCA RATON, FL AS A RESULT OF RFP NO. EV23-023 FOR
7 THE FOURTH OF JULY FIREWORKS DISPLAYS FOR 2023 AND
8 2024, WITH AN ADDITIONAL THREE (3) ONE-YEAR OPTIONS TO
9 RENEW;AND PROVIDING AN EFFECTIVE DATE.
10
11 WHEREAS, on April 25, 2023, Procurement services received and opened one (1)
12 proposal in response to the RFP, which was reviewed by Purchasing Services to ensure
13 the proposal met the RFP requirements; and
14 WHEREAS, on May 2, 2023, in a public noticed evaluation meeting, the Selection
15 Committee, composed of City Staff from Events, Police Department, and Fire Department,
16 discussed and reviewed their scoring of the proposal and the Evaluation Committee was
17 unanimous in their decision to make a recommendation to the City Commission to
18 approve the ranking and award the contract to Zambelli Fireworks Manufacturing Co.;
19 and
20 WHEREAS, City staff recommends to the City Commission that it approve the City
21 Manager to sign an agreement with Zambelli Fireworks Manufacturing Co. of Boca Raton,
22 FL as a result of RFP No. EV23-023 for the Fourth of July Fireworks displays for 2023 and
23 2024, with an additional three (3) one-year options to renew.
24 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY
25 OF BOYNTON BEACH, FLORIDA, THAT:
26 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed
27 as being true and correct and are hereby made a specific part of this Resolution upon
28 adoption hereof.
29 Section 2. The City Commission of the City of Boynton Beach, Florida, hereby
30 approves and authorizes the City Manager to sign an agreement with Zambelli Fireworks
31 Manufacturing Co. of Boca Raton, FL as a result of RFP No. EV23-023 for the Fourth of
32 July Fireworks displays for 2023 and 2024, with an additional three (3) one-year options
S:\CA\RESO\Agreements\Fireworks Display-Zambelli(2023)-Reso.docx
1 to renew. A copy of the Agreement is attached hereto and incorporated herein as Exhibit
2 "A".
3 Section 3. That this Resolution shall become effective immediately.
4 PASSED AND ADOPTED this 16th day of May, 2023.
5
6 CITY OF BOYNTON BEACH, FLORIDA
7
8 YES NO
9
10 Mayor—Ty Penserga
11
12 Vice Mayor—Thomas Turkin
13
14 Commissioner—Angela Cruz
15
16 Commissioner—Woodrow L. Hay
17
18 Commissioner—Aimee Kelley
19
20 VOTE
21
22
23
24 ATTE
25 1 / 41(
26 I� �'_ �� _,/ .
27 Maylee l e J • 's, MPA, M C Ty Pens- •a
28 City Cler Mayt
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30 ; O4;.RPO....• � APPROVED AS TO For :
31 (Corporate Seal)i�:� •SEAL o rF�•7_'��; /
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INCORPORATED: •
33 ••••••
1920
34 �, • Michael D. Cirullo, Jr.
35 City Attorney
.
S:\CA\RESO\Agreements\Fireworks Display-Zambelli(2023)-Reso.docx
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SERVICE AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH
AND ZAMBELLI FIREWORKS MANUFACTURING CO.
THIS AGREEMENT("Agreement"), is entered into between the City of Boynton Beach, a municipal
corporation organized and existing under the laws of Florida, with a business address of 100 East Ocean
Ave., Boynton Beach, FL 33435, hereinafter referred to as "CITY", and Zambelli Fireworks Manufacturing
Co. a corporation authorized to do business in the State of Florida, with a business address of 1060
Holland Drive, Suite J, Boca Raton, FL 33487, hereinafter referred to as the "VENDOR". In consideration
of the mutual benefits,terms, and conditions hereinafter specified the Parties agree as set forth below.
1. PROJECT DESIGNATION. The VENDOR is retained by the City to provide labor, parts, and materials
related to the Fireworks Displays.
2. SCOPE OF SERVICES. VENDOR agrees to perform the services required for the Fireworks Displays.
3. TIME FOR PERFORMANCE. Work under this Agreement shall commence upon the giving of written
notice by the CITY to the VENDOR to proceed. VENDOR shall perform all services and provide all
work product required pursuant to this Agreement.
4. TERM. The initial Agreement period shall be for an initial term of two(2) years, commencing on May
17, 2023 and shall remain in effect through May 16, 2025. The CITY reserves the right to renew the
agreement for three (3) one-year renewals subject to vendor acceptance, satisfactory performance as
determined by the CITY, and determination by the CITY that renewal will be in the best interest of the
CITY.
5. PAYMENT. The VENDOR shall be paid by the CITY for completed work and for services rendered in
accordance with the Schedule of Prices to this Agreement as follows:
A. Payment for the work provided by VENDOR shall be made promptly on all invoices submitted to
the CITY properly, provided that the total amount of payment to VENDOR shall not exceed the
total contract price without express written modification of the Agreement signed by the CITY
Manager or designee.
B. The VENDOR may submit invoices to the CITY once per month during the progress of the work
for partial payment. Such invoices will be checked by the CITY, and upon approval thereof,
payment will be made to the VENDOR in the amount approved.
C. Final payment of any balance due the VENDOR of the total contract price earned will be made
promptly upon its ascertainment and verification by the CITY after the completion of the work
under this Agreement and its acceptance by the CITY.
D. Payment as provided in this section by the CITY shall be full compensation for work performed,
services rendered, and for all materials, supplies, equipment and incidentals necessary to
complete the work.
E. The VENDOR's records and accounts pertaining to this Agreement are to be kept available for
inspection by representatives of the CITY and State for a period of five (5) years after the
termination of the Agreement. Copies shall be made available upon request.
F. All payments shall be governed by the Local Government Prompt Payment Act, as set forth In
Part VII,Chapter 218, Florida Statutes.
6. OWNERSHIP AND USE OF DOCUMENTS. All documents,drawings, specifications and other
materials produced by the VENDOR in connection with the services rendered under this agreement
shall be the property of the CITY whether the project for which they are made is executed or not.The
VENDOR shall be permitted to retain copies, including reproducible copies, of drawings and
specifications for information, reference and use in connection with VENDOR's endeavors.
7. COMPLIANCE WITH LAWS, VENDOR shall, in performing the services contemplated by this
Agreement,faithfully observe and comply with all federal, state of Florida and CITY of Boynton
Beach, ordinances and regulations that are applicable to the services to be rendered under this
agreement.
8. INDEMNIFICATION.
A. The VENDOR shall indemnify and hold harmless the CITY, its officers, employees, agents and
instrumentalities from any and all liability, losses or damages, including attorneys' fees and costs
of defense, which the CITY or its officers, employees, agents or instrumentalities may incur as a
result of claims, demands, suits,causes of actions or proceedings of any kind or nature arising out
of, relating to and resulting from the performance of this Agreement by the VENDOR, its
employees, agents, partners, principals or subcontractors. The VENDOR 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. Neither party to this
Agreement shall be liable to any third party claiming directly or through the other respective party,
for any special, Incidental, indirect, or consequential damages of any kind, including but not limited
to lost profits or use that may result from this Agreement or out of the services or goods furnished
hereunder.
B. The parties understand and agree that the covenants and representations relating to this
indemnification provision shall survive the term of this Agreement and continue in full force and
effect as to the party's responsibility to indemnify.
C. Nothing contained herein is intended nor shall be construed to waive C1TY's rights and immunities
under the common law or§768.28, Fla. Stat., as may be amended from time to time.
9. INSURANCE
A. During the performance of the services under this Agreement, VENDOR shall maintain the
following insurance policies, and provide originals or certified copies of all policies to CITY's
Director of Human Resources and Risk Management. All polices shall be written by an insurance
company authorized to do business in Florida. VENDOR shall be required to obtain all applicable
insurance coverage, as indicated below, prior to commencing any service pursuant to this
Agreement:
i. Worker's Compensation Insurance: The VENDOR shall procure and maintain for the
life of this Agreement,Worker's Compensation Insurance covering all employees with limits
meeting all applicable state and federal laws. This coverage shall include Employer's
Liability with limits meeting all applicable state and federal laws. This coverage must
extend to any subcontractor that does not have their own Worker's Compensation and
Employer's Liability Insurance. The policy must contain a waiver of subrogation in favor of
the CITY of Boynton Beach, executed by the insurance company.
ii. Comprehensive General Liability: The VENDOR shall procure and maintain for the life
of this Agreement, Comprehensive General Liability Insurance. This coverage shall be on
an "Occurrence" basis. Coverage shall Include Premises and Operations; Independent
consultants, Products-Completed Operations and Contractual Liability with specific
reference to Article 7, °Indemnification° of this Agreement. This policy shall provide
coverage for death, personal injury, or property damage that could arise directly or
indirectly from the performance of this Agreement. VENDOR shall maintain a minimum
coverage of$1,000,000 per occurrence and$1,000,000 aggregate for personal injury/and
$1,000.000 per occurrence/aggregate for property damage.The general liability Insurance
shall include the CITY as an additional insured and shall include a provision prohibiting
cancellation of the policy upon thirty(30)days prior written notice to the CITY.
iii. Business Automobile Liability: The VENDOR shall procure and maintain, for the life of
this Agreement, Business Automobile Liability Insurance. The VENDOR shall maintain a
minimum amount of$1,000,000 combined single limit for bodily injury and property damage
liability to protect the VENDOR from claims for damage for bodily and personal injury,
including death, as well as from claims for property damage, which may arise from the
ownership, use of maintenance of owned and non-owned automobile, included rented
automobiles, whether such operations be by the VENDOR or by anyone directly or
indirectly employed by the VENDOR.
iv. Professional Liability(Errors and Omissions) Insurance: The VENDOR shall procure
and maintain for the life of this Agreement in the minimum amount of $1,000,000 per
occurrence.
v. Umbrella/Excess Liability Insurance: in the amount of $1,000,000.00 as determined
appropriate by the CITY depending on the type of Job and exposures contemplated.
Coverage must be follow form of the General Liability, Auto Liability and Employer's
Liability. This coverage shall be maintained for a period of no less than the later of three
(3)years after the delivery of goods/services or final payment pursuant to the Agreement.
B. VENDOR shall provide the CITY with all Certificates of Insurance required under this section prior
to beginning performance under this Agreement. Failure to maintain the required Insurance will be
considered a default of the Agreement.
C. The CITY shall be named as an additional insured. The coverage shall contain no limitations on
the scope of protection afforded the CITY, its officers,officials, employees or volunteers.A current
valid insurance policy meeting the requirements herein identified shall be maintained during the
duration of this Agreement, and shall be endorsed to state that coverage shall not be suspended,
voided or cancelled by either party, reduced in coverage in limits except after thirty(30)days prior
written notice by either certified mail, return receipt requested, has been given to the CITY.
D. The CITY reserves the right to reasonably require any additional insurance coverage or increased
limits as determined necessary by the Director of Human Resources and Risk Management. The
CITY reserves the right to review, modify, reject, or accept any required policies of insurance,
including limits, coverage, or endorsements throughout the term of the Agreement.
10. INDEPENDENT CONTRACTOR. The VENDOR and the CITY agree that the VENDOR is an
independent contractor with respect to the services provided pursuant to this Agreement. Nothing in
this Agreement shall be considered to create the relationship of employer and employee between the
parties hereto. Neither VENDOR nor any employee of VENDOR shall be entitled to any benefits
accorded CITY employees by virtue of the services provided under this Agreement. The CITY shall
not be responsible for withholding or otherwise deducting federal income tax or Social Security or for
contributing to the state industrial insurance program, otherwise assuming the duties of an employer
with respect to VENDOR, or any employee of VENDOR.
11. COVENANT AGAINST CONTINGENT FEES. The VENDOR warrants that he has not employed or
retained any company or person, other than a bona fide employee working solely for the VENDOR, to
solicit or secure this contract, and that he has not paid or agreed to pay any company or person,
other than a bona fide employee working solely for the VENDOR any fee, commission, percentage,
brokerage fee,gifts, or any other consideration contingent upon or resulting from the award or making
of this contract. For breach or violation of this warranty, the CITY shall have the right to annul this
contract without liability or, in its discretion to deduct from the contract price or consideration, or
otherwise recover, the full amount of such fee,commission, percentage,brokerage fee, gift, or
contingent fee.
12. DISCRIMINATION PROHIBITED. The VENDOR,with regard to the work performed by it under this
agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex
or the presence of any physical or sensory handicap in the selection and retention of employees or
procurement of materials or supplies.
13. ASSIGNMENT. The VENDOR shall not sublet or assign any of the services covered by this
Agreement without the express written consent of the CITY.
14. NON-WAIVER. Waiver by the CITY of any provision of this Agreement or any time limitation
provided for in this Agreement shall not constitute a waiver of any other provision.
15. TERMINATION.
A. Termination for Convenience. This Agreement may be terminated by the CITY for convenience,
upon fourteen (14) days of written notice by the terminating party to the other party for such
termination in which event the VENDOR shall be paid its compensation for services performed to
the termination date, including services reasonably related to termination. In the event that the
VENDOR abandons the Agreement or causes it to be terminated,the VENDOR shall indemnify the
CITY against loss pertaining to this termination.
B. Termination for Cause. In addition to all other remedies available to CITY, this Agreement shall
be subject to cancellation by CITY for cause,should VENDOR 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 thirty (30) days after receipt by VENDOR of written notice of such
neglect or failure.
16. DISPUTES. Any disputes that arise between the parties with respect to the performance of this
Agreement, which cannot be resolved through negotiations, shall be submitted to a court of
competent jurisdiction in Palm Beach County, Florida. This Agreement shall be construed under
Florida Law.
17. NOTICES. Notices to the CITY shall be sent to the following address:
Daniel Dugger, City Manager
City of Boynton Beach
100 E. Ocean Avenue
Boynton Beach, FL 33435
Notices to VENDOR shall be sent to the following address:
Zambelli Fireworks Manufacturing Cc.
Tony Sawdey
1060 Holland Drive, Suite J
Boca Raton, FL 33487
18. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents
the entire and integrated agreement between the CITY and the VENDOR and supersedes all prior
negotiations, representations,or agreements written or oral.This agreement may be amended only
by written instrument signed by both CITY and VENDOR.
19. PUBLIC RECORDS. Sealed documents received by the CITY in response to an invitation are exempt
from public records disclosure until thirty (30)days after the opening of the Bid unless the CITY
announces intent to award sooner, In accordance with Florida Statutes 119.07. The CITY is public
agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public
Records Law. Specifically,the VENDOR shall:
A. Keep and maintain public records required by the CITY to perform the service;
B. 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, Fla. Stat. or as otherwise provided by law;
C. 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, VENDOR shall destroy all copies of such
confidential and exempt records remaining in its possession once the VENDOR transfers the
records in its possession to the CITY; and
D. Upon completion of the contract, VENDOR shall transfer to the CITY, at no cost to the CITY, all
public records in VENDOR's possession All records stored electronically by VENDOR 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.
IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUES, TO THE VENDOR'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS:
CITY CLERK
100 E. OCEAN AVE.
BOYNTON BEACH, FLORIDA, 33435
561-742-6060
CITYCLERK@BBFL.US
20. SCRUTINIZED COMPANIES. By execution of this Agreement, VENDOR certifies that VENDOR is
not participating In a boycott of Israel. VENDOR further certifies that VENDOR is not on the
Scrutinized Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in
Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector
List,or has VENDOR been engaged in business operations in Syria. Subject to limited exceptions
provided in state law, the CITY will not contract for the provision of goods or services with any
scrutinized company referred to above. Submitting a false certification shall be deemed a material
breach of contract. The CITY shall provide notice, in writing, to VENDOR of the CITY's determination
concerning the false certification. VENDOR shall have five(5) days from receipt of notice to refute the
false certification allegation. If such false certification is discovered during the active contract term,
VENDOR shall have ninety (90)days following receipt of the notice to respond in writing and
demonstrate that the determination of false certification was made in error. If VENDOR does not
demonstrate that the CITY's determination of false certification was made in error then the CITY shall
have the right to terminate the contract and seek civil remedies pursuant to Section 287.135, Florida
Statutes; as amended from time to time.
21. E-VERIFY. VENDOR 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.
A. Definitions for this Section:
i. '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. ''Contractor" includes, but is not limited to, a vendor or
consultant.
ii. "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.
iii. "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.
B. 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:
i. All persons employed by a Contractor to perform employment duties within Florida during the
term of the contract;
ii. All persons(including sub-vendors/sub-consultants/sub-contractors)assigned by Contractor to
perform work pursuant to the contract with the CITY of Boynton 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 Boynton Beach; and
iii. 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 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.
THE REMAINDER OF THE PAGE IS INTENTIONALLY LEFT BLANK
IN WITNESS OF THE FOREGOING, the Parties have set their hands and seals the day and year
written below.
DATED this ` U,,��,}}'"',,
day of , 2023.
CITY OF BOYNTON BEACH ZAMBELLI FIREWORKS MANUFACTURING CO.
Daniel Dugger, Ci IHIillily (Signature),Authorized Official
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Printed Name of Authorized Official
Attest/Authenticated: �r 4\ l
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R11L / 1Maylee DeJ:sus ity Clerkjv T _',INf
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Approv:: - t• Fo• / Attest/Authenticated:
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Michael D. Cirullo, Jr. Witness
Office of the City Attorney