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R26-183
RESOLUTION NO. R26-183 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 2 BEACH, FLORIDA, APPROVING AN AGREEMENT BETWEEN THE CITY 3 AND STAR CONTROLS, INC., FOR SUPERVISORY CONTROL AND DATA 4 ACQUISITION SYSTEM SUPPORT, MAINTENANCE, AND 5 PROFESSIONAL SERVICES ON AN AS-NEEDED BASIS IN AN ANNUAL 6 AMOUNT NOT TO EXCEED 150,000; AND FOR ALL OTHER PURPOSES. 7 8 WHEREAS,the City operates a Supervisory Control and Data Acquisition ("SCADA")system 9 that monitors and controls its water and wastewater treatment, distribution, and collection 10 facilities; and 11 WHEREAS, Star Controls, Inc. ("Vendor") has provided SCADA system integration, 12 programming, and technical support services for the City's existing system and possesses 13 specialized knowledge of the system configuration, components, and operational requirements; 14 and 1; WHEREAS, the Vendor is deemed a single source in order to maintain continuity with the 16 existing system configuration, thereby minimizing operational disruptions and ensuring reliable 17 utility operations; and 18 WHEREAS, the City desires to engage Vendor to provide SCADA system support, 19 maintenance, and professional services (the "Services") on an as-needed basis; and 20 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 21 best interests of the City's citizens and residents to approve an Agreement between the City and 22 Star Controls, Inc., for SCADA System Support, Maintenance, and Professional Services on an as- 23 needed basis in an annual amount not to exceed 150,000. 24 25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 26 BEACH, FLORIDA, THAT: 27 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 28 being true and correct and are hereby made a specific part of this Resolution upon adoption. 29 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 30 approve an Agreement between the City and Star Controls, Inc., for SCADA System Support, 31 Maintenance, and Professional Services on an as-needed basis in an annual amount not to exceed RESOLUTION NO. R26-183 32 150,000 (the "Agreement"), in form and substance similar to that attached as Exhibit A. 33 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 34 authorizes the Mayor to execute the Agreement.The Mayor/City Manager is authorized to execute 35 any ancillary documents required under the Agreement or necessary to accomplish the purposes 36 of the Agreement, including any term extensions as provided in the Agreement, provided such 37 documents do not modify the financial terms or material terms. 38 SECTION 4. The City Commission of the City of Boynton Beach, Florida, hereby 39 authorizes the City Manager to execute any Task Orders in accordance with the City's procurement 40 policy thresholds. 41 SECTION 5. The City Clerk shall retain the fully executed Agreement as a public record 42 of the City. A copy of the fully executed Agreement shall be provided to Joshua McDermott to 43 forward to the Vendor. 44 SECTION 6. This Resolution shall take effect in accordance with the law. 45 46 [SIGNATURES ON THE FOLLOWING PAGE] 47 RESOLUTION NO. R26-183 48 PASSED AND ADOPTED this G day of 00-kc:>\3ZC'_7" 2026. 49 CITY OF BOYNTON BEACH, FLORIDA 50 YES NO 51 Mayor- Rebecca Shelton G... �•^"\-' 52 53 Vice-Mayor-Thomas Turkin ✓ 54 55 Commissioner-Angela Cruz 56 57 Commissioner- Mack McCray ✓ 58 59 Commissioner-Aimee Kelley 60 61 VOTE 'O 62 ATTEST: � 63 / 64 !iii//L.'.�1 i 65 Tammy Stanzir e, CMC Rebecca Shelton 66 City Clerk Mayor 67 68 0.�c1TOry e‘,� APPROVED AS TO FORM: 69 (Corporate Seal) ;i�Q'.••QoRarF••.7 0'i 70 , o 71 # -•72I .• ai1 ) Shawna G. Lamb 73 � '• City Attorney 1��.. FLO _: AGREEMENT BETWEEN THE CITY OF BOYNTON BEACH AND STAR CONTROLS, INC., FOR SCADA SYSTEM SUPPORT, MAINTENANCE, AND PROFESSIONAL SERVICES This Agreement is made as of this L day of , 202 .t, , by and between Star Controls, Inc., with a principal address of 11555 Heron Bay Blvd., Suite 200, Coral Springs, FL 33076, hereinafter referred to as "Vendor," and the CITY OF BOYNTON BEACH, a municipal corporation organized and existing under the laws of Florida, with a business address of 100 East Ocean Avenue, Boynton Beach, Florida 33435, hereinafter referred to as "City." In consideration of the mutual benefits, terms, and conditions hereinafter specified, the Parties agree as set forth below. WHEREAS, the City operates a Supervisory Control and Data Acquisition (SCADA) system that monitors and controls its water and wastewater treatment, distribution, and collection facilities; and WHEREAS, Star Controls, Inc. has provided SCADA system integration, programming, and technical support services for the City's existing system and possesses specialized knowledge of the system configuration, components, and operational requirements; and WHEREAS, the Vendor is deemed a single source in order to maintain continuity with the existing system configuration, thereby minimizing operational disruptions and ensuring reliable utility operations; and WHEREAS, the City desires to engage Vendor to provide SCADA system support, maintenance, and professional services (the "Services") on an as-needed basis; and WHEREAS, Vendor has agreed to provide the Services in accordance with the terms and conditions set forth herein. NOW THEREFORE, for and in consideration of the mutual covenants and promises as hereinafter set forth and of the faithful performance of such covenants and conditions, the City and Vendor do hereby agree as follows: 1. SERVICES: Vendor shall provide all equipment, materials, tasks, and labor necessary to provide annual support services on an as-needed basis. The Services are described in further detail in Exhibit A. Vendor shall perform all Services diligently, carefully, and thoroughly consistent with good business practice. Time shall be of the essence 26-104SS—Star Controls,Inc. concerning all matters outlined in this Agreement. Vendor shall warrant that the Services be free from improper workmanship and defective materials for the period specified in each quote or Task Order. 2. METHOD OF ORDERING SERVICES: a. Direct Orders. Remote Services, or Services which, in the City's determination, requires immediate acquisition, may be ordered by the City under this Agreement, as needed, without issuing a Task Order. For clarity, support required outside of normal business hours and operational emergency support (including Unscheduled Support as defined in Exhibit A) may be ordered under this subsection without first issuing a Task Order, whether provided remotely or at a City facility. City staff shall confirm such request for Services via email or Purchase Order to the Vendor describing the scope of work, fee, schedule, and deliverables and reference to this Agreement. All such Services shall be provided and invoiced under the terms of this Agreement. Orders shall not be broken out into smaller direct orders to avoid the issuance of a Task Order. Upon completion of each scope of work, the Vendor will submit an individual invoice of said order indicating the date the Services were rendered,the description and quantity of the Services, and the rates charged in accordance with the Agreement. b. Task Orders. The City may issue a Task Order for on-site Services, scheduled Services, or project-based Services and/or for specific orders that may require a detailed scope of work, specific completion dates, or other special terms necessary for the task. Such Task Orders will be in a format similar to the Task Order attached to this Agreement as Exhibit B. All terms and conditions of the Agreement will apply to each Task Order. The Mayor is authorized to execute Task Orders up to the aggregate annual not-to-exceed amount described herein. Any Task Order in excess of the threshold shall require approval of the City Commission. Upon completion of each work task, the Vendor will submit an individual invoice for each Task Order, a copy of the related Task Order, and any other documents required by this Agreement or the applicable Task Order. 3. TIME FOR PERFORMANCE: Work under the Agreement and any applicable Task Order shall commence upon the City giving written notice to the Vendor to proceed along with a purchase order. Vendor shall perform all services required pursuant to this Agreement. Time is of the essence for Vendor's performance of the duties, obligations, and responsibilities required by this Agreement. 4. FEE: As compensation for Services rendered by Vendor to the City, the City shall pay the Vendor an annual amount not to exceed One Hundred Fifty Thousand Dollars ($150,000) ("Fee"). The Fee is based on the Rates outlined in the Fee Schedule attached hereto as Exhibit A and incorporated into this Agreement by reference. The Fee shall be the sole compensation paid to Vendor in connection with the rendition of the Services and the performance of any and all of its other obligations under this Agreement and shall include 26-I04SS—Star Controls,Inc. 2 any out-of-pocket or other expenses, including travel expenses, incurred by Vendor. 5. TERM: This Agreement shall be for an initial term of three (3) years, commencing on October 6, 2026, and shall remain in effect through October 5, 2029 ("Initial Term"), unless otherwise terminated or extended as provided in this Agreement.The City reserves the right to renew the Agreement for two (2) additional one-year renewal terms (each an "Extension Term") on the same terms and conditions stated in this Agreement, subject to Vendor's satisfactory performance as determined by the City, determination by the City that renewal will be in the best interest of the City, and confirmation that Vendor is the single source to provide the Services. The Mayor is authorized to execute the term extension amendment(s). If Vendor requests a rate change at the time of renewal, such change shall not become effective until a written amendment is approved by the City Commission and duly executed by the Parties. 6. NOTICES: All Notices to the City shall be in writing by certified mail return receipt requested, or customarily used overnight transmission with proof of delivery, sent to: City: Daniel Dugger, City Manager City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/ Facsimile: (561) 742-6090 Copy: Shawna G. Lamb, City Attorney City of Boynton Beach P.O. Box 310 Boynton Beach, Florida 33425 Telephone: (561) 742-6010/ Facsimile: (561) 742-6090 Vendor: Tzvi Magril, President Star Controls, Inc. 11555 Heron Bay Blvd., Suite 200 Coral Springs, FL 33076 Telephone: 954-288-7954 Email: tmagril@star-controls.com 7. INVOICES AND PAYMENT: Invoices must identify the PO number and should be mailed to: Boynton Beach Finance Department Attn: Accounts Payable P.O. Box 310 Boynton Beach, FL 33425. 26-I04SS—Star Controls,Inc. 3 Invoices shall show the nature of the service and dates(s) of service. Invoices based on hourly rates shall show the actual hours worked, the person performing Services, the nature of the service, hourly rate, and date(s) of service. Invoices may be submitted after such Services are performed; however, all Services provided before September 30th of any given year must be invoiced by September 30th of that year. Vendor shall provide a W-9 with the first invoice. Payment shall only be made for Services actually ordered and received pursuant to this Agreement. The fee shall be paid based on receipt of a proper invoice in accordance with the invoice schedule indicated above. Payment will be made within 45 days of receipt of a proper invoice in accordance with the Local Government Prompt Payment Act, Section 218.70, et al., Florida Statutes. No payment made under this Agreement shall be conclusive evidence of the performance of this Agreement by Vendor, either wholly or in part, and no payment shall be construed to be an acceptance of or to relieve Vendor of liability for the defective, faulty, or incomplete rendition of the Services. 8. TAX EXEMPT: Prices applicable to the City do not include applicable state and local sales, use, and related taxes. The City is exempt from state and local sales and use taxes and shall not be invoiced for the same. Upon request, the City will provide the Vendor with proof of tax-exempt status. 9. SOVEREIGN IMMUNITY: Nothing contained in this Agreement nor contained herein shall be considered nor construed to waive the City's rights and immunities under the common law or section 768.28, Florida Statutes, as may be amended. 10.ATTORNEY'S FEES: If either Party sues to enforce the Agreement, each Party shall bear its own attorney's fees and court costs. 11. PUBLIC RECORDS:The City is a public agency subject to Chapter 119, Florida Statutes. The Vendor 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 when utilizing non-City-owned equipment; 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 26-104SS—Star Controls,Inc. 4 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 compatible with the City's information technology systems. E. IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CITY CLERK OFFICE 100 E. OCEAN AVENUE BOYNTON BEACH, FLORIDA, 33435 561-742-6060 CityClerk@bbfl.us 12. SCRUTINIZED COMPANIES-287.135 AND 215.473: By executing this Agreement, Vendor certifies that Vendor is not participating in a boycott of Israel.The 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 the Vendor of the City's determination concerning the false certification. The 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, the 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 the 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. 13. E-VERIFY: Vendor shall comply with Section 448.095, Fla. Stat., "Employment Eligibility," including the registration and use of the E-Verify system to verify the work authorization status of employees. Failure to comply with Section 448.095, Fla. Stat. shall result in termination of this Agreement. Any challenge to termination under this provision must 26-104SS—Star Controls,Inc. S be filed in the Circuit Court no later than 20 calendar days after the date of termination. If this Agreement is terminated for a violation of the statute by Vendor, Vendor may not be awarded a public contract for a period of one (1) year after the date of termination. 14. DISPUTES: Any disputes that arise between the parties regarding the performance of this Agreement and cannot be resolved through negotiations shall be submitted to a court of competent jurisdiction exclusively in Palm Beach County, Florida.This Agreement shall be construed under Florida Law. 15.TERMINATION FOR CONVENIENCE: This Agreement may be terminated for convenience by the City with at least fourteen (14) days' advance written notice to Vendor. Vendor acknowledges that it has received good, valuable, and sufficient consideration for City's right to terminate this Agreement for convenience, including in the form of City's obligation to provide advance written notice to Vendor of such termination in accordance with this section.This Agreement may also be terminated by the City Manager upon such notice as the City Manager deems appropriate under the circumstances if the City Manager determines that termination is necessary to protect the public health, safety, or welfare. If this Agreement is terminated by City pursuant to this section, Vendor shall be paid for any Services properly performed through the termination date specified in the written notice of termination, subject to any right of City to retain any sums otherwise due and payable, and City shall have no further obligation to pay Vendor for Services under this Agreement. In addition to any termination rights stated in this Agreement, City shall be entitled to seek any and all available contractual or other remedies available at law or in equity, including recovery of costs incurred by City due to Vendor's failure to comply with any term(s) of this Agreement. 16.TERMINATION FOR CAUSE: In addition to all other remedies available to the aggrieved Party,this Agreement shall be subject to cancellation by either Party for cause, should the other Party 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) calendar days after receipt by the defaulting Party of written notice of such neglect or failure. 17. INDEMNIFICATION: Vendor shall indemnify and hold harmless the City and its elected and appointed officers, agents, assigns and employees, consultants, separate Vendors, any of their subcontractors, or sub-subcontractors (collectively, "Indemnified Party"), 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 Indemnified Party arising out of or resulting from (A) Vendor's performance or breach of Agreement, (B) acts or omissions, negligence, recklessness, or intentional wrongful conduct by Vendor's, its agents, employees, subcontractors, participants, and volunteers, and (C) Vendor's failure to take out and maintain insurance as required under this Agreement. Vendor shall pay all claims and losses in connection 26-104SS—Star Controls,Inc. 6 therewith and shall investigate and defend all claims, suits, or actions of any kind or nature against an Indemnified Party, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorneys' fees which may issue thereon. The obligations of this section shall survive indefinitely regardless of termination of the Agreement. If considered necessary by the City and the City Attorney, any sums due Vendor under this Agreement may be retained by the City until all claims subject to this indemnification obligation have been settled or otherwise resolved.Any amount withheld shall not be subject to payment of interest by the City. 18. INSURANCE: At the time of execution of this Agreement, the Vendor shall provide the City with a copy of its Certificate of Insurance reflecting the following insurance coverage set forth in the Insurance Advisory attached hereto as Exhibit C and incorporated herein by reference. Vendor shall maintain insurance in the amounts as required in Exhibit C during the entire term of the Agreement. The Certificate of Insurance shall name the City of Boynton Beach and its officers, employees, and agents as additional insureds. 19. LIMITATION OF LIABILITY: Notwithstanding any provision of the Agreement to which it is applicable, City shall not be liable or responsible to Vendor beyond the amount remaining due to Vendor under the Agreement, regardless of whether said liability be based in tort, contract, indemnity or otherwise; and in no event shall City be liable to Vendor for punitive or exemplary damages or lost profits or consequential damages. 20. INDEPENDENT CONTRACTOR: The Agreement does not create an employee/employer relationship between the Parties. The Parties intend that Vendor is an independent contractor pursuant to the Agreement and shall not be considered the City's employee for any purpose. Vendor shall not have the right to bind City to any obligation not expressly undertaken by City under this Agreement 21. COMPLIANCE WITH LAWS: Vendor hereby warrants and agrees that at all times material to the Agreement, Vendor shall perform its obligations in compliance with all applicable federal, state, and local laws, rules, and regulations, including section 501.171, Florida Statutes. Non-compliance may constitute a material breach of the Agreement. 22. ASSIGNMENT: If this Agreement and any interests granted herein shall be assigned, transferred, or otherwise encumbered under any circumstances by Vendor, Vendor must gain prior written consent from City thirty (30) business days before such transfer. For purposes of this Agreement, any company ownership change shall constitute an assignment that requires the City's approval. Notwithstanding the foregoing, Vendor may, without City's consent, assign this Agreement in whole or in part as part of a corporate reorganization, consolidation, merger, or sale of substantially all of its assets related to this Agreement. Vendor shall provide City written notice of any such corporate reorganization, consolidation, merger, or sale of substantially all of its assets related to this Agreement within thirty (30) calendar days of such event. 26-104SS—Star Controls,Inc. 7 23. NO LIEN. The Vendor shall not at any time permit any lien, attachment, or any other encumbrance under the laws of the State of Florida, or otherwise, by any person or persons whomsoever to be filed or recorded against the City, against any City property or money due or to become due for any work done or materials furnished under this Agreement by Vendor. 24. AGREEMENT SUBJECT TO FUNDING: The 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 Boynton Beach in the annual budget for each fiscal year of this Agreement, and is subject to termination based on lack of funding. 25. NON-EXCLUSIVE: This Agreement is non-exclusive. City may retain additional entities to perform the same or similar work. 26. REPRESENTATION OF AUTHORITY: Vendor represents and warrants that this Agreement constitutes the legal,valid, binding, and enforceable obligation of Vendor and that neither the execution nor performance of this Agreement constitutes a breach of any agreement that Vendor has with any third party or violates applicable law. Vendor further represents and warrants that execution of this Agreement is within Vendor's legal powers, and each individual executing this Agreement on behalf of Vendor is duly authorized by all necessary and appropriate action to do so on behalf of Vendor and does so with full legal authority. 27. RIGHTS IN DOCUMENTS AND WORK: Any and all videos, photographs, documents, materials, data, or other work created by Vendor in connection with performing the Services,whether finished or unfinished ("Documents and Work"), shall be owned by City, and Vendor hereby transfers to City all right,title, and interest, including any copyright or other intellectual property rights, in or to the Documents and Work. Upon expiration or termination of this Agreement, the Documents and Work shall become the property of City and shall be delivered by Vendor to City within seven (7) days after expiration or termination. Any compensation due to Vendor may be withheld until all Documents and Work are received as provided in this Agreement. Vendor shall ensure that the requirements of this section are included in all agreements with all subcontractor(s). 28.THIRD-PARTY BENEFICIARIES: Neither Vendor nor City intends to primarily or directly benefit a third party by this Agreement. Therefore, the Parties acknowledge that there are no third-party beneficiaries to this Agreement and that no third party shall be entitled to assert a right or claim against either of them based upon this Agreement. 29. MATERIALITY AND WAIVER OF BREACH: Each requirement, duty, and obligation set forth in this Agreement was bargained for at arm's length and is agreed to by the Parties. Each requirement, duty, and obligation set forth in this Agreement is substantial and important to the formation of this Agreement, and each is, therefore, a material term. City's failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision 26-104SS—Star Controls,Inc. or modification of this Agreement. A waiver of any breach shall not be deemed a waiver of any subsequent breach and shall not be construed to be a modification of this Agreement. To be effective, any waiver must be in writing and signed by an authorized signatory of the Party granting the waiver. 30. COUNTERPARTS AND MULTIPLE ORIGINALS: This Agreement may be executed in multiple originals and may be executed in counterparts, whether signed physically or electronically, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement. 31. NON-DISCRIMINATION: Vendor and any subcontractors shall not discriminate on the basis of race, color, sex, religion, national origin, disability, age, marital status, political affiliation, sexual orientation, pregnancy, or gender identity and expression in the performance of this Agreement. 32. ENTIRE AGREEMENT: The Agreement between the City and the Vendor with respect to the subject matter of this Agreement. This Agreement supersedes all prior and contemporaneous negotiations, understandings, and agreements, written or oral, between the parties. This Agreement may not be modified except by the parties' mutual agreement set forth in writing and signed by the parties. 33. 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. 34. ANTI-HUMAN TRAFFICKING: On or before the effective date of this Agreement, Vendor shall provide City with an affidavit attesting that the Vendor does not use coercion for labor or services, in accordance with Section 787.06(13), Florida Statutes. 35. COUNTRIES OF CONCERN: The Vendor represents that it is and will remain in compliance with Section 286.101, Florida Statutes, for the duration of the term. 36. PUBLIC ENTITY CRIME ACT: Vendor represents that it is familiar with the requirements and prohibitions under the Public Entity Crime Act, Section 287.133, Florida Statutes, and represents that its entry into this Agreement will not violate that Act. Vendor further represents that there has been no determination that it committed a "public entity crime" as defined by Section 287.133, Florida Statutes, and that it has not been formally charged with committing an act defined as a "public entity crime" regardless of the amount of money involved or whether Vendor has been placed on the convicted vendor list. 26-104SS—Star Controls,Inc. 9 37. ENTITIES OF FOREIGN CONCERN: The provisions of this section apply only if Vendor or any subcontractor will have access to an individual's personal identifying information under this Agreement. Vendor represents and certifies: (i) Vendor is not owned by the government of a foreign country of concern; (ii) the government of a foreign country of concern does not have a controlling interest in Vendor; and (iii) Vendor is not organized under the laws of and does not have its principal place of business in, a foreign country of concern. On or before the effective date, Vendor and any subcontractor that will have access to personal identifying information shall submit to City executed affidavit(s) under penalty of perjury, in a form approved by City attesting that the entity does not meet any of the criteria in Section 287.138(2), Florida Statutes. Compliance with the requirements of this section is included in the requirements of a proper invoice for purposes of Section 7. Terms used in this section that are not otherwise defined in this Agreement shall have the meanings ascribed to such terms in Section 287.138, Florida Statutes. 26-104SS—Star Controls,Inc. 10 IN WITNESS OF THE FOREGOING, the parties have set their hands and seals the day and year first written above. CITY OF BOYNTON BEACH LORIDA STAR CONTROLS, INC. Rebecca Shelton, Mayor (Signature), Star Controls, Inc. Tzvi Magril Print Name of Authorized Official President Title Approved as to Form: GpN"!RQ `h: 0411'044).0 0 Shawna G. Lamb, City Attorney SEAL (Corporate Seal) ,,,,,�?005„ ���,�: Attest/Authenticated: Attested/Authenticated: (7)2,02. Li (Signature), Witness • • Emma Light Tammy Stanzi•ne, Interim,"Clerk _ Print Name y OF BO yN ;,r ••(•CORp;••., 0 11 l� :114 fvcop 44 S3.1 26-104SS—Star Controls,Inc. I I EXHIBIT A SCOPE OF SERVICES/FEE SCHEDULE 1. Purpose and Background This Scope of Services ("Scope") sets forth the responsibilities of the City of Boynton Beach ("City") and Star Controls ("Vendor" or "Contractor") in connection with the annual remote and on-site technical support, maintenance, training, and professional services for the City's SCADA system, as quoted under Star Controls Quote No. CBB20260626-01, dated June 26, 2026, and the accompanying Attachment to Star Controls Quote CBB20260626-01 ("Procedure and Method" document). This Scope is intended to be incorporated into, and read together with, the resulting Agreement/Purchase Order and the City's standard insurance and procurement requirements. 2. Definitions • "Scheduled Support" means non-urgent remote or on-site support requested with a minimum of one (1) week's notice, including improvements and non-urgent activities. • "Unscheduled Support" means urgent remote or on-site support required due to faults impacting critical operations, including recovery from failure of a major system component or an abnormal system condition. • "Tier 1, Tier 2, and Tier 3" refer to the three-tier escalation model described in Section 4 below. • "Contract Year" means the twelve (12) month period beginning on the effective date of the resulting Purchase Order/Agreement. 3. Vendor (Star Controls) Responsibilities 3.1 Remote Support Services Vendor shall provide the following remote support services in accordance with the notice, response time, and procedures described in the Attachment to Quote CBB20260626-01: • Scheduled Support: Respond to City requests submitted via email (support@star- controls.com) or phone (1-954-604-6656 Ext. 2) with a suggested support time, following a minimum of one (1) week's notice from the City. Vendor's Support Representative shall confirm scheduling and send a calendar invitation to the City and the assigned Vendor team member. • Unscheduled Support: Respond to urgent requests within one (1) hour of notice, with immediate support provided within twenty-four (24) hours, for faults impacting critical operations. The on-duty engineer shall provide support and may call in additional resources as needed. Vendor may implement a temporary fix and subsequently convert the ticket to Scheduled Support for permanent resolution. 3.2 On-Site Support Services 26-104SS—Star Controls,Inc 12 • Provide on-site scheduled and unscheduled technical support as ordered under the Quote (Items 3 and 4), staffed with qualified, experienced, and certified professionals. • Include all associated travel and lodging expenses within the quoted daily rates for on- site work, at no additional cost to the City, consistent with the Attachment's Travel & Lodging provision. 3.3 Three-Tier Escalation Model Vendor shall administer all support requests using its three (3) tier escalation process: 1. Tier 1 — Initial identification of the problem, either through the City's detection and reporting (via support ticket) or through Vendor's own remote diagnostics; resolution attempted remotely by City staff(with Vendor instruction) or by Vendor support staff. 2. Tier 2— Escalation to Vendor's Maintenance Experts (engineers and technicians trained on the SCADA system, including RTU/PLC, RF, and SCADA software) with secured remote access to the City's system. 3. Tier 3—Escalation to Vendor's Core Team of RTU/PLC, SCADA software, and RF experts, who may engage third-party component vendors to resolve product defects or recommend interim workarounds. 3.4 Training Vendor shall provide On-Site Tailored Training (Item 5 of the Quote), with content, schedule, and location coordinated jointly with the City's designated personnel. 3.5 Professional Services Vendor shall make available the following supplemental professional services at the rates held firm for the Contract Year, to be authorized by the City on an as-needed basis via written approval, purchase order change, or task order prior to performance: • Software and Application Development (STR-PS-SW) —$200/Hour or$1,600/Day • Engineering Services (STR-PS-ENG)—$200/Hour or $1,600/Day • Communications Design and Consultation (STR-PS-COMM)—$200/Hour or$1,600/Day • SCADA Design and Consultation (STR-PS-SCADA) —$200/Hour or$1,600/Day • Project Management (STR-PS-PM) —$200/Hour or $1,600/Day 3.6 Rate Guarantee Provided the City issues a Purchase Order within ninety (90) days of the Quote date (6/26/2026), Vendor shall hold the unit rates identified in Quote CBB20260626-01 firm for the entire Contract Year, inclusive of all support services and the professional services listed in Section 3.5. 3.7 Insurance and Compliance Vendor shall procure and maintain, throughout the term of the resulting Agreement, all insurance coverages required under the City's Vendor Insurance Requirements (Exhibit 26-104SS—Star Controls,Inc. l 3 "C"), including but not limited to Commercial General Liability, Business Automobile Liability, Workers' Compensation, and any other coverage applicable to the nature of the services performed, and shall furnish Certificates of Insurance naming the City as Additional Insured as required therein. 4. City of Boynton Beach Responsibilities • Submit support requests through the designated channels (email to support@star- controls.com or phone to 1-954-604-6656 Ext. 2), clearly identifying the request as Scheduled or Unscheduled and describing the scope or nature of the issue. • Provide a minimum of one (1) week's advance notice for Scheduled Support requests. • Designate appropriate City personnel to detect, report, and, where feasible, assist Vendor with initial (Tier 1) troubleshooting. • Provide Vendor's engineers with timely and secured remote access to the City's SCADA system, subject to the City's applicable IT security and access-control policies, to enable Tier 2/Tier 3 support. • Coordinate scheduling, location, and logistics for on-site support and on-site training with Vendor's assigned representative. • Issue a Purchase Order within ninety (90) days of the Quote date in order to secure the rate guarantee described in Section 3.6. • Authorize, in writing, any supplemental Professional Services (Section 3.5) prior to Vendor's performance of such services, and any quantities in excess of the estimated quantities described in Section 5. • Provide reasonable access to facilities, equipment, and City staff necessary for Vendor to perform on-site services safely and effectively. • Review and approve Vendor invoices in accordance with the Net 30 payment terms set forth in the Quote. 5. Estimated Quantities and Pricing The following reflects the estimated annual quantities and unit pricing set forth in Quote CBB20260626-01. Quantities are estimates only, based on anticipated annual usage, and do not constitute a guaranteed minimum or maximum purchase by the City. Item Model Description Est. Unit Price Total Qty 1 STR-TS-STD Remote Technical Support — Scheduled 96 $200.00 $19,200.00 (Hourly) 2 STR-TS-EME Remote Technical Support— Unscheduled 12 $225.00 $2,700.00 (Hourly) 3 STR-TSOS-STD On-Site Work—Scheduled (Daily) 5 $1,600.00 $8,000.00 26-104SS—Star Controls,Inc. 14 Item Model Description Est. Unit Price Total Qty 4 STR-TSOS- On-Site Work– Unscheduled (Daily) 2 $1,800.00 $3,600.00 EME 5 STR-TROS- Daily On-Site Tailored Training (Daily) 2 $2,000.00 $4,000.00 DAY-1 Total Estimated Contract Value (per Quote CBB20260626-01): $37,500.00 6. Quantity Overage/ Excess Usage Provision The quantities identified in Section 5 above are good-faith estimates of the City's anticipated annual usage and are provided for pricing and budgetary purposes only. In the event the City's actual usage of any line item — including, without limitation, Scheduled Remote Support hours, Unscheduled Remote Support hours, On-Site Scheduled or Unscheduled days, or Training days — exceeds the estimated quantity set forth in the Quote, Vendor shall continue to provide such services and shall invoice all quantities in excess of the estimated quantity at the same firm unit price(s) identified in Quote CBB20260626-01 (and, where applicable, Section 3.6 above), with no increase in unit rate, surcharge, or re-negotiation of price on account of the overage, for the duration of the Contract Year in which the rate guarantee applies. This provision applies equally to the Professional Services rates identified in Section 3.5, which shall likewise remain fixed regardless of the volume of hours or days ordered by the City during the Contract Year. 26-104SS—Star Controls,Inc. 15 STA CR ONTROLS Support Services Quote DATE: 6/26/2026 11555 Heron Bay Blvd Quote# CBB20260626-01 Coral Springs,FL 33076 Phone:954.604.6656 www.star-controls.com Contact:sales@star-controls.com Name City of Boynton Beach Address City State ZIP Phone REP PROJECT SHIPPING TERMS Theresa Gonzalez City of Boynton Beach-Customized Annual Support ITEM MODEL DESCRIPTION QTY UNIT PRICE TOTAL Services 1 STR-TS-STD Remote Technical Support-Scheduled;Hourly 96 $ 200.00 $ 19,200.00 2 STR-TS-EME Remote Technical Support-Unscheduled;Hourly 12 $ 225.00 $ 2,700.00 3 STR-TSOS-STD On-site Work-Scheduled;Daily 5 $ 1,600.00 $ 8,000.00 4 STR-TSOS-EME On-site Work-Unscheduled;Daily 2 $ 1,800.00 $ 3,600.00 5 STR-TROS-DAY-1 Daily On-site Tailored Training;Daily 2 $ 2,000.00 $ 4,000.00 Subtotal Services $ 37,500.00 Total Services $ 37,500.00 Term&Conditions Subtotal $ 37,500.00 Quote Validity:90 Days and with Signed Support Contract Shipping $ - Payment Terms:Net 30 Tax $ - Invoicing:Upon delivery of service Travel&Lodging $ - Attachment:Please refer to the attached file for complementary information TOTAL $ 37,500.00 Rates:If we receive the PO within the next 90 days from the date of the quote, Star Controls will keep the rates for the entire year,including any additional support services.During that time Star Controls will also keep the rates for the following additional professional services: P/N Description Price ($) Professional Services Hourly Daily STR-PS-SW Software and Application Development $200/Hour $1,600/Day STR-PS-ENG Engineering Services $200/Hour $1,600/Day STR-PS-COMM Communications Design and Consultation $200/Hour $1,600/Day STR-PS-SCADA SCADA Design and Consultation $200/Hour $1,600/Day STR-PS-PM Project Management $200/Hour $1,600/Day 26-104SS Star Controls.Inc_ 16 Page 1 of 3 STARCONTROLS Attachment to Star Controls Quote CBB20260626-01 Star Controls Remote Support Service— Procedure and Method Background Star Controls provide annual or on-demand support.This document describes the procedure and method of our Remote Support Scheduled Support Service • Notice and Response Time-Minimum of one-week notice • Example of service—improvements and non-urgent activities • Procedure o Send an email to Star Controls Support(support@star-controls.com),or call (1-954- 604-6656 Ext.2),and describe the scope of the support o Support Representative will return via email with the suggested time for the support. Once it's confirmed an invite will be sent to you and our team member that will provide the remote support. Unscheduled Support Service • Mainly urgent calls,with faults that impact on critical operations • Notice and Response Time—1 hour for unscheduled services and immediate support within 24 hours. • Example—recovery from failure of major component in the system,or abnormal situation. • Procedure o Send an urgent email,with description of problem,to support@star-controls.com, and (optional)leave a message at 1-954-604-6656 Ext.2(our support line) o The engineer on duty will support it,and if it's required,he/she will call in additional resources. • The immediate fix can be temporary,and then the support can be switched to scheduled(non-urgent) Travel &Lodging Travel&Lodging expenses are included. Training The training and the on-site scheduled training will be decided with the City's personnel and Star Controls. Rates If Star Controls receive the PO within the next 90 days from the date of the quote,Star Controls will keep the rates for the entire year,including any additional support services. 11555 Heron Bay Blvd,Suite 200.Cord Springs.FL 33076 ♦ Phone,954 6046656 ♦ www.star•controls corn 26-104SS—Star Controls,Inc. 17 Page 2of3 STARCONTROLS During that time Star Controls will also keep the rates for the following additional professional services as included in the quote: Professional Services P/N Description Price($) Professional Services Hourly Daily STR-PS-SW Software and Application Development $200/Hour $1,600/Day STR-PS-ENG Engineering Services $200/Hour $1,600/Day SW-PS-COMM Communications Design and Consultation $200/Hour $1,600/Day STR-PS-SCADA SCADA Design and Consultation $200/Hour $1,600/Day SW-PS-PM Project Management $200/Hour $1,600/Day Star Controls Support Method Star Controls offers a comprehensive portfolio of maintenance products and services that meet different needs and budgets. In addition, recognizing that each customer is unique,we tailor services and products to specific needs. Star Controls has the highest qualifies, experienced and certified professionals. In many cases the vendors refer customers to Star Controls, counting on our professionals to address the customer's use. Controls offers Maintenance plan that includes Tier 2 and Tier 3 Remote and On-Site support, as needed. Tiers and Escalation Process Star Controls Call service is based on a Three(3)Tiers model. Tier 1-identify that there is a problem,and first attempt to fix it will be through one of the following cases. • Customer staff will detect and report on failure event to Star Controls and open support ticket. • Star Controls'diagnostics will detect a failure or degradation of performance event. The problem can be fixed by remotely, either by the customer, with Star Controls instructions, or by Star Controls'support. If the problem is not solved than the ticket is escalated to Tier 2. • Tier 2- Maintenance Experts of engineers and technicians that have been trained on SCADA system. Tier 2 team has all knowledge and resources to address most of problems in the SCADA system, including RTU/PLC,RI and SCADA software.The engineers of Tier 2 will have secured remote access to the customer's system. In the case that Tier 2 will not be able to resolve the problem it will escalate it to Tier 3. • Tier 3-Core Team Core Team of RTU/PLC,SCADA Software and RF experts.The team has many years of experience in designing,implementing and maintaining SCADA systems.Tier 3 may need to involve 11555 Heron Bay Blvd,Suite 200 Cord Springs FL 33076 • Phone'954 6046656 • www.star•controls.com 26-104SS-Star Controls,Inc. 1 Page 3 of 3 STARCONTROLS the vendors of the SCADA components in order to fix bug in the product.The support team may also suggest work around,in the event the bug is not fixed by the vendor. The engineers will have secured remote access to the customer's system. This will reduce substantially Mean Time To Repair(MTTR),and increase System's Availability. 11555 Heron Bay Blvd,Suite 200 Coral Springs FL 33076 A Phone 954 604-6656 ♦ www star-controls.corn 26-104SS—Star Controls,Inc. 19 EXHIBIT B FORM OF TASK ORDER .cyo . °L. <C TON CITY OF BOYNTON BEACH Task Order Vendor: Procurement: 1. Task/Project. 2. Scope of Services. The scope of services under this Task Order is attached as Exhibit A. 3. Deliverables and Schedule. Vendor shall complete the Services and provide the deliverables specified within (days/weeks/months) after complete execution of this Task Order and issuance of a PO by the City. 4. Compensation. The total Fee to be paid to the Vendor under this Task Order shall not exceed $ based on the detailed fee schedule attached as Exhibit A. 5. Agreement Reference. This Task Order shall be performed under the terms and conditions described within the Agreement, dated , by and between the City of Boynton Beach and 6. Insurance. Vendor shall maintain insurance coverages in accordance with the Agreement and hereby confirms that Certificate(s) of Insurance evidencing current policies meeting the requirements of the Agreement are on file with the City as of the date of this Task Order. 7. Exhibits. All attached Exhibits are incorporated fully into this Task Order and the Agreement. 26-104SS-Star Controls,Inc. 20 8. Notice to Proceed. Vendor's receipt of a fully executed copy of this Task Order and a PO issued by the City shall serve as the Notice to Proceed under this Task Order, effective as of the date the fully executed Task Order and PO were emailed to the Vendor. VENDOR: CITY OF BOYNTON BEACH By: By: Rebecca Shelton, Mayor Print Name: Date: , 202 Date: , 202 Attest: City Clerk City Attorney's Office Approved as to form and legality By: 26-104SS—Star Controls,Inc. 21 EXHIBIT C INSURANCE REQUIREMENTS The City of Boynton Beach rDIVISION� OF RISK MANAGEMENT 7 " 100 E.Ocean Avenue Boynton Beach,Florida 33435 J, (P):561-742-6271 I(F):561-742-6274 \��r www.bovnton-beach.in ly ti VENDOR INSURANCE REQUIREMENTS — PROCUREMENT 1. INSURANCE REOUIREMENTS: The successful bidder/contractor/firm or individual entering a resulting contract with the City shall provide,pay for and maintain in full force and affect at all times during the services to be performed the applicable insurance as set forth below. (Proof that insurance meets the City's requirements must be provided prior to providing services to the City of Boynton Beach.) Commercial General Liability Coverage must be afforded under a Commercial General Liability policy with limits not less than: • $1,000,000 each occurrence • $3,000,000 annual aggregate for Bodily Injury,Personal Injury,and Advertising Injury • $1,000,000 per occurrence for Property Damage • $1,000,000 each occurrence and $2,000,000 project aggregate for Products and Completed Operations Policy must include coverage for Contractual Liability,Independent Contractors. Business Automobile Liability Coverage must be afforded for all Owned,Hired,Scheduled,and Non-Owned vehicles for Bodily Injury and Property Damage in an amount not less than$1,000,000 combined single limit each accident. If the Contractor does not own vehicles, the Contractor shall maintain coverage for Hired and Non-Owned Auto Liability,which may be satisfied by way of endorsement to the Commercial General Liability policy or separate Business Auto Liability policy. Professional Liability/Malpractice Coverage must be afforded under a Professional/Allied Health/Malpractice Liability policy with limits not less than: • $2,000,000 each occurrence • $3,000,000 annual aggregate Workers' Compensation and Employer's Liability Coverage must be afforded per Chapter 440,Florida Statutes.Any contractor performing work on behalf of the City must provide Workers' Compensation insurance of at least the statutory requirements in addition to Employer's Liability in the amount not less than$1,000,000 per accident. Exceptions and exemptions will be allowed by the City's Risk Management Department,if they are in accordance with Florida Statute. The Contractor and its insurance carrier waive all subrogation rights against the City, a political subdivision of the State of Florida,its ofiiciaLs,employees,and volunteers for all losses or damages.The City requires the policy to be endorsed with WC00 03 13 Waiver of our Right to Recover from others or equivalent. Contractor must be in compliance with all applicable State and federal workers' compensation laws, including the U.S.Longshore and Harbor Workers'Compensation Act or Jones Act,if applicable. AMERICA'S GATEWAY TO THE GTJLFSTREAM 26-104SS—Star Controls,Inc. 22 For any Contractor who has exempt status as an individual, the City requires proof of Workers' Compensation insurance coverage for that Contractor's employees, leased employees,volunteers,and any workers performing work in execution of this Contract. If the Contractor has applied for a workers' compensation exemption, the City does not recognize this exemption to extend to the employees of the Contractor. The Contractor is required to provide proof of coverage for their employees,leased employees,volunteers and any workers performing work in execution of this Contract. This applies to all contractors including but not limited to the construction industry. Contractors Pollution Liability Coverage For sudden and gradual occurrences and in an amount not less than $1,000,000 per claim arising out of this Contract,including but not limited to,all hazardous materials identified under the Contract. Contractor must keep insurance in force until the third anniversary of expiration of this Contract or the third anniversary of acceptance of work by the CITY. Property Coverage (Builder's Risk) Coverage must be afforded in an amount not less than 100%of the total project cost,including soft costs,with a deductible of no more than$25,000 each claim.Coverage form shall include, but not be limited to: • All Risk Coverage including Flood and Windstorm with no coinsurance clause • Guaranteed policy extension provision • Waiver of Occupancy Clause Endorsement,which will enable the City to occupy the facility under construction/renovation during the activity • Storage and tram port of materials,equipment,supplies of any kind whatsoever to be used on or incidental to the project • Equipment Breakdown for cold testing of all mechanized,pressurized,or electrical equipment For installation of property and/or equipment, Contractor must provide Builder's Risk Installation insurance to include coverage for materials or equipment stored at the project site, while in transit,or while stored at a temporary location.Coverage limit must be no less than replacement cost. This policy shall insure the interests of the owner, contractor, and subcontractors in the property against all risk of physical loss and damage,and name the City as a loss payee.This insurance shall remain in effect until the work is completed and the property has been accepted by the City. Insurance Certificate Requirements a. The Contractor shall provide the City with valid Certificates of Insurance (binders are unacceptable)no later than thirty(30)days prior to the start of work contemplated in this Contract. b. The Contractor shall provide a Certificate of Insurance to the City with a thirty(30)day notice of cancellation;len(10)days'notice if cancellation is for nonpayment of premium. c. In the event that the insurer is unable to accommodate the cancellation notice requirement, it shall be the responsibility of the Contractor to provide the proper notice. Such notification will be in writing by registered mail,return receipt requested,and addressed to the certificate holder. d. In the event the Contract term goes beyond the expiration date of the insurance policy,the Contractor shall provide the City with an updated Certificate of Insurance no later than ten(10)days prior to the expiration of the insurance currently in effect.The City reserves the right to suspend the Contract until this requirement is met. e. The certificate shall indicate if coverage is provided under a claims-made or occurrence form. If any coverage is provided on a claims-made form, the certificate will show a retroactive date,which should be the same date of the initial contract or prior. AMERICA'S GATEWAY TO THE GULFSTREAM 26-104SS—Star Controls,Inc. 23 f. The City shall be named as an Additional Insured on all liability policies,with the exception of Workers'Compensation. g. The City shall be granted a Waiver of Subrogation on the Contractor's Workers' Compensation insurance policy. h. The Contract,Bid/Contract number,event dates,or other identifying reference must be listed on the certificate. The Certificate Holder should read as follows: City of Boynton Beach Attn: Risk Management 100 E.Ocean Ave. Boynton Beach,FL 33435 The Contractor has the sole responsibility for all insurance premiums and shall be fully and solely responsible for any costs or expenses as a result of a coverage deductible,co-insurance penalty,or self-insured retention;including any loss not covered because of the operation of such deductible, co-insurance penalty, self-insured retention, or coverage exclusion or limitation.Any costs for adding the City as an Additional Insured shall be at the Contractor's expense. If the Contractor's primary insurance policy/policies do not meet the minimum requirements, as set forth in this Contract, the Contractor may provide an Umbrella/Excess insurance policy to comply with this requirement. The Contractor's insurance coverage shall be primary insurance as respects to the City, a political subdivision of the State of Florida, its officials, employees, and volunteers. Any insurance or self-insurance maintained by the City,its officials,employees,or volunteers shall be excess of Contractor's insurance and shall be non-contributory. Any exclusions or provisions in the insurance maintained by the Contractor that excludes coverage for work contemplated in this Contract shall be deemed unacceptable and shall be considered breach of contract. All required insurance policies must be maintained until the contract work has been accepted by the City, and/or this Contract is terminated. Any lapse in coverage shall be considered breach of contract.In addition,Contractor must provide confirmation of coverage renewal via an updated certificate should any policies expire prior to the expiration of this Contract.The City reserves the right to review, at any time, coverage forms and limits of Contractor's insurance policies. All notices of any claim/accident(occurrences)associated with this Contract,shall be provided to the Contractor's insurance company and the City's Risk Management 0111ce as soon as practical. It is the Contractor's responsibility to ensure that all independent and subcontractors comply with these insurance requirements.All coverages for independent and subcontractors shall be subject to all of the requirements stated herein.Any and all deficiencies are the responsibility of the Contractor. NOTE: These are minimal insurance requirements. Additional insurance, (e.g., Cyber Liability) may be required based upon the type of event, event location, and/or number of participants. Revised 06/17/2025 AMERICA'S GATEWAY TO THE GULFSTREAM 26-104SS-Star Controls,Inc. 24 A C O R DCERTIFICATE OF LIABILITY INSURANCE DATE 01120/YYYY) 09'01!2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Colleen Sparkman Vermost&Associates,LLC PHONE (727)748-2886 FAX No): (727)577-4991 WC.No.Eat): 1200 Belcher Rd S E-MAILl csparkman@vermost.com Suite 1 INSURERS)AFFORDING COVERAGE NAIC N Largo FL 33771 INSURER A: Hartford Fire Insurance Company 19682 INSURED INSURER B: Lloyd's Of London Star Controls Inc INSURER C: 11555 Heron Bay Blvd INSURER D: Suite 200 INSURER E: Coral Springs FL 33076 INSURER F: COVERAGES CERTIFICATE NUMBER: Master REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.'LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.LIMITS SHOWN ARE INCLUSIVE OF AMOUNTS REQUESTED BY THE CERTIFICATE HOLDER AND MAY NOT REFLECT POLICY LIMIT AMOUNTS IN EXCESS OF THOSE REQUESTED Not Applicable in WY ADDL SUER POLICY EFF POLICY EXP ILTRR TYPE OF INSURANCE INS° WVD POLICY NUMBER (MMJDD/YYYY) (MM/DDIYYYY) LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE r$ 2,000,000 DAMAGE TO RENTED 300,000 CLAIMS-MADE X OCCUR PREMISES(Ea occurrence) $ MED EXP(Any one person) S 10,000 A Y 84SBMBW6797 03/25/2026 03/25/2027 PERSONAL&ADV INJURY S 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE S 4.000,000 PRO- �r--II PRODUCTS-COMP/OP AGG S 4,000,000 POLICY JECT ` I LOC OTHER S COM AUTOMOBILE LIABILITY (Ea aBINEDtSINGLE LIMIT S 2,000.000 — ANY AUTO BODILY INJURY(Per person) S A OWNED - SCHEDULED 84SBMBW6797 03/25/2026 03/25/2027 BODILY INJURY(Per accident) S AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE S X AUTOS ONLY X AUTOS ONLY (Per accident) S X UMBRELLA LIAB _ OCCUR _EACH OCCURRENCE S 2,000,000 A EXCESS UAB CLAIMS-MADE 84SBMBW6797 03/25/2026 03/25/2027 AGGREGATE $ 2.000,000 DED RETENTION S S WORKERS COMPENSATIONNei PER OTH- STATUTE ER AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YNN NIA 84WECBY9866 06/26/2026 0612612027 E.L.EACH ACCIDENT S 1' 000,000 A OFFICER/MEMBER EXCLUDED? 1.000,000 i (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE S II yes describe under1,000,000 DESCRIPTION OF OPERATIONS below E L DISEASE-POLICY LIMIT S Professional Liability E&O B and Cyber Liability ESP0540923232 08/29/2026 08/29/2027 Limit of Liability 52.000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The City of Boynton Beach is named as additional insured per the General Liability policy. 30 Days Notice of Cancellation Applies. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Boynton Beach Attn:Risk Management AUTHORIZED REPRESENTATIVE 100 E Ocean Ave Boynton Beach FL 334352ty" ©r �7� l (j ACORD 25(2025/12) ©1988-2025 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 84 SBM BW6797 Form Numbers of Forms and Endorsements that ply: SS 00 01 03 14 SS 00 05 12 06 SS 00 08 04 05 SS 00 38 04 04 SS 00 64 09 16 SS 01 58 09 24 SS 89 93 07 16 SS 00 60 09 15 SS 04 38 09 09 SS 40 58 03 16 SS 41 63 06 11 SS 05 18 07 92 SS 05 47 09 15 SS 51 10 03 17 IH 12 05 02 21 SS 09 01 12 14 SS 09 67 09 14 SS 09 70 12 14 SS 09 71 12 14 SS 09 85 12 14 SS 12 15 03 00 IH 99 40 04 09 SX 80 01 06 97 SS 25 80 09 24 SS 51 33 12 23 SS 51 34 09 24 SS 51 35 09 24 SS 83 76 12 20 IH 12 00 11 85 ADDITIONAL INSURED - PERSON-ORGANIZATION IH 12 00 11 85 30 DAY NOTICE OF CANCELLATION IH 12 00 11 85 WAIVER OF SUBROGATION IH 12 00 11 85 ADDITIONAL INSURED - OWNER, LESSEES OR CONTRACTOR Form SS 00 02 12 06 Page 006 Process Date: 01/26/26 Policy Expiration Date: 03/25/27 V BUSINESS LIABILITY COVERAGE FORM (b) Rented to, in the care, custody or b. Coverage under this provision does not control of, or over which physical apply to: control is being exercised for any (1) "Bodily injury" or "property damage" purpose by you, any of your that occurred; or "employees", "volunteer workers", any partner or member (if you are (2) "Personal and advertising injury" a partnership or joint venture), or arising out of an offense committed any member (if you are a limited before you acquired or formed the liability company). organization. b. Real Estate Manager 4. Operator Of Mobile Equipment Any person (other than your "employee" or With respect to "mobile equipment" registered in "volunteer worker"), or any organization your name under any motor vehicle registration while acting as your real estate manager. law, any person is an insured while driving such c. Temporary Custodians Of Your equipment along a public highway with your Property permission. Any other person or organization responsible for the conduct of such person is Any person or organization having proper also an insured, but only with respect to liability temporary custody of your property if you arising out of the operation of the equipment, and die, but only: only if no other insurance of any kind is available (1) With respect to liability arising out of the to that person or organization for this liability. maintenance or use of that property; and However, no person or organization is an insured (2) Until your legal representative has with respect to: been appointed. a. "Bodily injury" to a co-"employee" of the d. Legal Representative If You Die person driving the equipment; or Your legal representative if you die, but b. "Property damage" to property owned by, only with respect to duties as such. That rented to, in the charge of or occupied by representative will have all your rights and you or the employer of any person who is duties under this insurance. an insured under this provision. e. Unnamed Subsidiary 5. Operator of Nonowned Watercraft Any subsidiary and subsidiary thereof, of With respect to watercraft you do not own that yours which is a legally incorporated entity is less than 51 feet long and is not being used of which you own a financial interest of to carry persons for a charge, any person is an more than 50% of the voting stock on the insured while operating such watercraft with effective date of this Coverage Part. your permission. Any other person or organization responsible for the conduct of The insurance afforded herein for any such person is also an insured, but only with subsidiary not shown in the Declarations respect to liability arising out of the operation as a named insured does not apply to of the watercraft, and only if no other injury or damage with respect to which an insurance of any kind is available to that insured under this insurance is also an person or organization for this liability. insured under another policy or would be an insured under such policy but for its However, no person or organization is an termination or upon the exhaustion of its insured with respect to: limits of insurance. a. "Bodily injury" to a co-"employee" of the 3. Newly Acquired Or Formed Organization person operating the watercraft; or Any organization you newly acquire or form, b. "Property damage" to property owned by, other than a partnership, joint venture or rented to, in the charge of or occupied by limited liability company, and over which you you or the employer of any person who is maintain financial interest of more than 50% of an insured under this provision. the voting stock, will qualify as a Named 6. Additional Insureds When Required By Insured if there is no other similar insurance Written Contract, Written Agreement Or available to that organization. However: Permit a. Coverage under this provision is afforded only until the 180th day after you acquire The person(s) or organization(s) identified in Paragraphs a. through f. below are additional or form the organization or the end of the insureds when you have agreed, in a written policy period, whichever is earlier; and Form SS 00 08 04 05 Page 11 of 24 BUSINESS LIABILITY COVERAGE FORM (6) When You Are Added As An When this insurance is excess over other Additional Insured To Other insurance, we will pay only our share of Insurance the amount of the loss, if any, that That is other insurance available to exceeds the sum of: you covering liability for damages (1) The total amount that all such other arising out of the premises or insurance would pay for the loss in the operations, or products and completed absence of this insurance; and operations, for which you have been (2) The total of all deductible and self- added as an additional insured by that insured amounts under all that other insurance; or insurance. (7) When You Add Others As An We will share the remaining loss, if any, with Additional Insured To This any other insurance that is not described in Insurance this Excess Insurance provision and was not That is other insurance available to an bought specifically to apply in excess of the additional insured. Limits of Insurance shown in the However, the following provisions Declarations of this Coverage Part. apply to other insurance available to c. Method Of Sharing any person or organization who is an If all the other insurance permits additional insured under this Coverage contribution by equal shares, we will follow Part: this method also. Under this approach, \ (a) Primary Insurance When each insurer contributes equal amounts Required By Contract until it has paid its applicable limit of This insurance is primary if you insurance or none of the loss remains, have agreed in a written contract, whichever comes first. written agreement or permit that If any of the other insurance does not permit this insurance be primary. If other contribution by equal shares, we will insurance is also primary, we will contribute by limits. Under this method, each share with all that other insurance insurer's share is based on the ratio of its by the method described in c. applicable limit of insurance to the total below. 1 applicable limits of insurance of all insurers. (b) Primary And Non-Contributory 8. Transfer Of Rights Of Recovery Against To Other Insurance When Others To Us Required By Contract a. Transfer Of Rights Of Recovery If you have agreed in a written If the insured has rights to recover all or contract, written agreement or part of any payment, including permit that this insurance is Supplementary Payments, we have made primary and non-contributory with under this Coverage Part, those rights are the additional insured's own transferred to us. The insured must do insurance, this insurance is nothing after loss to impair them. At our primary and we will not seek request, the insured will bring "suit" or contribution from that other transfer those rights to us and help us insurance. enforce them. This condition does not Paragraphs (a) and (b) do not apply to apply to Medical Expenses Coverage. other insurance to which the additional b. Waiver Of Rights Of Recovery (Waiver insured has been added as an Of Subrogation) additional insured. If the insured has waived any rights of When this insurance is excess, we will recovery against any person or have no duty under this Coverage Part to organization for all or part of any payment, defend the insured against any"suit" if any including Supplementary Payments, we other insurer has a duty to defend the have made under this Coverage Part, we insured against that "suit". If no other also waive that right, provided the insured insurer defends, we will undertake to do waived their rights of recovery against so, but we will be entitled to the insured's such person or organization in a contract, rights against all those other insurers. agreement or permit that was executed prior to the injury or damage. Form SS 00 08 04 05 Page 17 of 24