R23-096 1 RESOLUTION NO. R23-096
2
3
4 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA APPROVING
5 AND AUTHORIZING THE CITY MANAGER TO SIGN A PIGGY-BACK
6 AGREEMENT UTILIZING THE CITY OF DALLAS'S CONTRACT#POM -2021-
7 00015158 FOR THE PERIOD OF THE CONTRACT WHICH EXPIRES ON
8 AUGUST 10, 2026 AND AUTHORIZING THE CITY MANAGER TO ISSUE A
9 BLANKET PURCHASE ORDER WITH A & ASSOCIATES OF WEST PALM
10 BEACH, FL WITH AN ANNUAL EXPENDITURE OF $150,000 FOR GENERAL
11 LABORERS NEEDED AT VARIOUS CITY DEPARTMENTS; AND PROVIDING
12 AN EFFECTIVE DATE.
13
14
15 WHEREAS, the Solid Waste Division created an annual blanket with A & Associates for
16 general laborers needed to assist with Solid Waste services using the City of Tampa's contract
17 #11110320; however, The City of Tampa contract is no longer available and therefore we are
18 requesting to utilize the City of Dalla's contract POM-2021-00015158 to piggyback; and
19 WHEREAS, due to labor shortages and vacancies, the Division has been utilizing A &
20 Associates to fill positions and assist to complete the solid waste routes; and
21 WHEREAS, the blanket would allow us to continue requesting the assistance of the
22 general laborers and service the customers/residents of the City.; and
23 WHEREAS, the City Commission of the City of Boynton Beach, Florida deems it to be in
24 the best interests of the citizens and residents of the City of Boynton to approve and authorize
25 the City Manager to sign a Piggy-back Agreement utilizing the City of Dallas's Contract#POM -
26 2021-00015158 for the period of the contract which expires on August 10, 2026 and authorizing
27 the City Manager to issue a blanket Purchase Order with A &Associates of West Palm Beach, FL
28 with an annual expenditure of$150,000 for general laborers needed at various City departments.
29 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
30 BOYNTON BEACH, FLORIDA, THAT:
31 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
32 being true and correct and are hereby made a specific part of this Resolution upon adoption
33 hereof.
34
S'.\CA\RESO\Agreements\Piggy-Back Agmts With A&Associates(Laborers) -Reso Docx
Section 2. The City Commission hereby approves and authorizes the City Manager
35 to sign a Piggy-back Agreement utilizing the City of Dallas's Contract #POM -2021-00015158
36 for the period of the contract which expires on August 10, 2026 and authorizing the City
37 Manager to issue a blanket Purchase Order with A &Associates of West Palm Beach, FL with an
38 annual expenditure of$150,000 for general laborers needed at various City departments. A copy
39 of the Piggy-back Agreement is attached hereto and incorporated herein by reference as Exhibit
40 "A".
41 Section 3. This Resolution shall become effective immediately upon passage.
42 PASSED AND ADOPTED this 1st day of August, 2023.
43 CITY OF BOYNTON BEACH, FLORIDA
44 YES NO
45 /
46 Mayor—Ty Penserga ✓/
47 Vice Mayor— Thomas Turkin
48 Commissioner-Angela Cruz
49 Commissioner-Woodrow L. Hay
50 Commissioner-Aimee Kelley
51 VOTE
52 ATTEST:
53
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56 Mayle: D: esus, MPA, MC Ty ga
57 City Cler May
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59 O 0/�&�� APPROVED S TO FORM:
60 (Corporate Seal) o.40ORArF .. •0'1,! CKJ
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U' PORASED:
63 INCOR i David N. Tolces
;
920.E Interim City Attorney
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S:\CA\RESO\Agreements\Piggy-Back Agmts With A&Associates(Laborers) -Reso.Docx
AGREEMENT FOR PURCHASING
TEMPORARY LABOR SERVICES-SANITATION
INDUSTRIAL AND DAY LABOR
This Agreement is made as of this /__- day o A— ,2023 by and between A &
ASSOCIATES, INC. with a principal address 951 Sansbu ' Way, West Palm Beach, FL 33411
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,FL 33435,
hereinafter referred to as"City".
RECITALS
WHEREAS, in order to maintain Temporary Labor Services — Sanitation Industrial and
Day Labor to the public, the City's Public Works/Solid Waste Department is requesting the City
enter into an Agreement with A & Associates, Inc. to provide Temporary Labor Services —
Sanitation Industrial and Day Labor; and
WHEREAS, A & Associates, Inc. has agreed to allow the City to piggyback the City of
Dallas,TX/Temporary Labor Services—Sanitation Industrial and Day Labor Agreement pursuant
to Contract No. POM-2021-0015158 to provide Temporary Labor Services—Sanitation Industrial
and Day Labor for a five (5) year term commencing August 11,2021, and terminating on August
10,2026; and
NOW,THEREFORE, in consideration of the mutual covenants contained herein,and for
other valuable consideration received, the receipt and sufficiency of which are hereby
acknowledged,the parties agree as follows:
AGREEMENT
Section 1. The foregoing recitals are true and correct and are hereby incorporated in this
Agreement.
Section 2. The City and A&Associates, Inc. agree that A &Associates, Inc. shall provide
Temporary Labor Services— Sanitation Industrial and Day Labor based upon the City of Dallas,
TX /Temporary Labor Services— Sanitation Industrial and Day Labor Contract No. POM-2021-
0015158 for a five(5)year term commencing August 11,2021,a copy of which is attached hereto
as Exhibit"A",except as hereinafter provided:
A. All references to the City of Dallas, TX / Temporary Labor Services— Sanitation
Industrial and Day Labor Contract No. POM-2021-0015158 shall be deemed as
references to the City of Boynton Beach.
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Piggyback Contract—A&Associates,Inc. I
B. All Notices to the City shall be 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: David N. Tolces, City Attorney
Weiss Cerota Helfman Cole+Bierman
2255 Glades Road, Suite 200 E
Boca Raton, FL 33431
Telephone: (561) 835-2111
C. The following terms and conditions are hereby incorporated into the Agreement:
TAX EXEMPT.Prices applicable to 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 CITY will provide VENDOR with proof of tax-exempt status.
SOVEREIGN IMMUNITY. Nothing contained in Agreement nor contained herein shall be
considered nor construed to waive CITY's rights and immunities under the common law or Section
768.28, Florida Statutes, as may be amended.
BINDING AUTHORITY. Each person signing this Addendum on behalf of either Party
individually warrants that he or she has full legal power to execute the Addendum on behalf of the
Party for whom he or she is signing, and to bind and obligate such Party with respect to all
provisions contained in this Addendum.
ATTORNEY'S FEES.In the event that either Party brings suit for enforcement of the Agreement,
each Party shall bear its own attorney's fees and court costs.
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 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;
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;
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Piggyback Contract—A&Associates,Inc. 2
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.
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
SCRUTINIZED COMPANIES - 287.135 AND 215.473. By execution of 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.
E-VERIFY. VENDOR certifies that it is aware of and complies with the requirements of Section
448.095, Florida Statutes, as may be amended from time to time and briefly described herein
below.
1. Definitions for this Section:
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Piggyback Contract—A&Associates,Inc 3
A. "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 a salary, wages, or other
remuneration. "Contractor" includes, but is not limited to, a vendor or
consultant.
B. "Subcontractor" means a person or entity that provides labor, supplies, or
services to or for a contractor or another subcontractor in exchange for a
salary, wages,or other remuneration.
C. "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.
2. Registration Requirement; Termination: Pursuant to Section 448.095, Florida Statutes,
effective January 1, 2021, Contractors, shall register with and use the E-Verify System in
order to verify the work authorization status of all newly hired employees.Contractor shall
register for and utilize the U.S. Department of Homeland Security's E-Verify System to
verify the employment eligibility of:
A. All persons employed by a Contractor to perform employment duties within
Florida during the term of the contract; and
B. 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
C. 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.
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Piggyback Contract—A&Associates,Inc. 4
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.
EXECUTION OF THE AGREEMENT. This Agreement will take effect once signed by both
parties. This Agreement may be signed by the parties in counterparts which together shall
constitute one and the same agreement among the parties.A facsimile signature shall constitute an
original signature for all purposes.
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.
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.
INDEMNIFICATION. Vendor shall indemnify and hold harmless the City, its elected and
appointed officers, agents, assigns and employees, consultants, separate Vendors, any of their
subcontractors, or sub-subcontractors, from and against claims, demands, or causes of action
whatsoever, and the resulting losses, damages, costs and expenses, including but not limited to
attorneys' fees, including paralegal expenses, liabilities,damages,orders,judgements, or decrees,
sustained by the City 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's 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,judgements,and attorneys' fees which may issue thereon.The
obligations of this section shall survive indefinitely regardless of termination of Agreement.
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 for lost profits or consequential damages.
INDEPENDENT CONTRACTOR. The Agreement does not create an employee/employer
relationship between the Parties. It is the intent of the Parties that Contractor is an independent
contractor pursuant to the Agreement and shall not be considered the City's employee for any
purpose.
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Piggyback Contract—A&Associates,Inc. 5
COUNTERPARTS AND EXECUTION. This Addendum may be executed by electronic
signature or by hand, in multiple originals or counterparts,each of which shall be deemed to be an
original and together shall constitute one and the same agreement. Execution and delivery of this
Addendum by the Parties shall be legally binding,valid and effective upon delivery of the executed
documents to the other Party through facsimile transmission, email,or other electronic delivery.
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, local laws, rules and regulations, including Section 501.171, Florida Statutes. Non-
compliance may constitute a material breach of the Agreement.
ASSIGNMENT. In the event 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) days before such transfer. For purposes of Agreement, any
change of ownership of Company shall constitute an assignment which requires 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)days of such event.
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. Early termination by City due
to loss of funding shall not obligate Vendor to refund any prepaid fees.
Section 1. Entire Agreement. The Agreement and this Addendum, and any subsequent
amendments or purchase orders signed by the Parties hereto shall constitute the entire
understanding of the Parties.
Section 2. Severability. If any provision of this Addendum or application thereof to any
person or situation shall to any extent, be held invalid or unenforceable, the remainder of
this Addendum, 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.
Section 3. In the event that the A & Associates, Inc. agreement with the City of Dallas,
TX is amended, or terminated, A & Associates, Inc. shall notify the City within ten (10)
days. In the event the A&Associates,Inc.agreement with the City of Dallas,TX amended
or terminated prior to its expiration, this Contract shall remain in full force and effect,and
not be deemed amended or terminated until specifically amended or terminated by the
parties hereto.
Section 4. A & Associates, Inc. agrees that in the event it enters into a Contract for the
same (or substantially similar) scope of services with another local government in Florida
which contains a term or condition, including fees, charges, or costs, which the City
)00533394.1 306-9001821)
Piggyback Contract—A&Associates,Inc. 6
determines to be more favorable than the terms in this Contract,the parties shall enter into
an Addendum to provide those terms to the City.
Section 5.The insurance required shall require that the Certificate of Insurance name the
City of Boynton Beach as an additional insured.
Section 6. In all other aspects, the terms and conditions of the A & Associates, Inc. with
the City of Dallas, TX agreement are hereby ratified and shall remain in full force and
effect under this Contract, as provided by their terms.
Signature Page to follow
100533394.1 306-9001821 i
Piggyback Contract—A&Associates,Inc. 7
IN WITNESS OF THE FOREGOING,the parties have set their hands and seals the day
and year first written above.
CITY OF BOYN N BE CH, F ORIDA A & ASSOCIAT ,7/
A41. ,./4,
Daniel Dugger. City Manag (Signature), Company
Mr. Andrew Luchey
Print Name of Authorized Official
CEO
Title
Approved as to Form:
David N. Tolces, City Attorney AOA (Corporate Seal)
Attest/Authenticated:
Attested/Authenticated:
(Signature), CIF3kaLl
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City Cler El Print Name
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Piggyback Contract—A&Associates.Inc 8
IN WITNESS OF THE FOREGOING,the parties have set their hands and seals the day
and year first written above.
CITY OF BOYN N BE CH, F ORIDA A & ASSOCIATES, INC.
Daniel Dugger, City Manag= (Signature), Company
Print Name of Authorized Official
Title
Approved as to Form:
ellarCk____
David N. Tolces, City Attorney (Corporate Seal)
Attest/Authenticated:
Attested/Authenticated:
(Signature), Witness
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Piggyback Contract—A&Associates,Inc. 8
EXHIBIT A
AGREEMENT BETWEEN THE CITY OF DALLAS,TX.
AND
A&ASSOCIATES,INC.
(00333394.1 306-9001821(
Piggyback Contract—A&Associates,Inc. 9