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08.c EDB Piggyback City of Tallahassee Contract- Beck
EXECUTIVE SUMMARY AGENDA ITEM: Request for advance approval to piggyback the City of Tallahassee Contract #5180 and Beck Auto Sales, Inc. (Beck) Agreement for New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks. Date: February 27, 2025 BACKGROUND: CCUA currently purchases fleet vehicles through the Florida Sheriffs Association and Sourcewell purchasing contracts.For the past two(2)years,the participating vendors have taken up to one(1)year to fulfil CCUA vehicle purchase requests. Staff is requesting authorization to enter into a contractual arrangement with Beck by "piggybacking" with their existing contract with the City of Tallahassee for the purchase of New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks. The City of Tallahassee competitively bid and awarded the agreement to Beck. The vehicles have been received within a reasonable time frame. Staff reviewed the requirements of the City of Tallahassee Contract#5180 and received confirmation from Beck as well as the City of Tallahassee that CCUA can utilize the contract. Beck informed staff that they can fulfil the request in a timely manner by utilizing the City of Tallahassee Contract for procurement. BUDGET: In the FY 24/25 fiscal year departmental capital budget staff budgeted $602,500 for the purchase of twelve (12) fleet vehicles. These vehicles will serve as replacements for existing fleet vehicles that are past their useful life. RECOMMENDATION: Staff respectfully requests approval from the Board of Supervisors to piggyback the City of Tallahassee Contract #5180 with Beck Auto Sales, Inc. for New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks. ATTACHMENTS: City of Tallahassee Contract#5180 Contract between CCUA and Beck Auto Sales, Inc. //AW, DR(Author) //AB (Review) //DM(Final) AGREEMENT FOR NEW MUNICIPAL VEHICLES, CARS, VANS, SPORT UTILITY VEHICLES, AND LIGHT TRUCKS Agreement No. 5180 This Agreement for New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks (the "Agreement") is entered into and effective this 01 day of 01 2022, (the "Effective Date") by and between the City of Tallahassee, a Florida municipal corporation (the "City"), whose principal place of business is 300 South Adams Street, Tallahassee, FL 32301, and Beck Auto Sales, Inc. (the "Vendor"), whose principal place of business is 256 Hwy 17 North, Palatka, Florida 32177. The City and the Vendor may be referred to individually as a "Party" and together as the "Parties." 1. DEFINITIONS. Certain capitalized terms in the Agreement have the meanings set forth below. Other terms used in this Agreement, but not defined in this Section, are defined elsewhere within the Agreement. A. "Vehicles and Services" means the complete product line of new municipal vehicles, cars, vans, sport utility vehicles, light trucks with related equipment, parts, service, training, and supplies as sought in City Solicitation RFP No. 096-21-KM and more fully described in its Section 3, Scope of Work/Specifications. B. "Purchase Order" means the purchase order commitment for Vehicles and Services made by the City through a Purchase Order and subject to the terms of this Agreement. It is anticipated that this Agreement will be executed prior to the issuance of any Purchase Order or associated quote and build sheets. C. "Agreement Documents" are the City Solicitation RFP No.096-21-KM, its associated Scope of Work/Specifications and any associated addenda; the Vendor's Solicitation Response dated September 22, 2021, including any associated addenda and pricing sheets; and the Purchase Orders arising from this Agreement, including any associated quote and build sheets. These documents are incorporated by reference and made a part of this Agreement and given the same force and effect as if they were incorporated in full text. 1 2. ORDERS. A. City Solicitation RFP No. 096-21-KM sought multiple vendors for Vehicles and Services. Although the City plans to order needed Vehicles and Services under this Agreement, the City makes no commitment to order any minimum or maximum quantities from any Vendor or to place orders at all. This Agreement is non-inclusive. The City reserves the right to order or purchase from other vendors, manufacturers, dealers, and other local, state, or national government agencies and/or associations when deemed in the best interest of the City. Orders under this Agreement will be initiated, at the sole discretion of the City, by submitting a request for quote and build sheet (if applicable) to the Vendor. B. Upon receipt of the completed quote and build sheet, the City and the Vendor agree to discuss production schedules, product availability, and due dates prior to ordering Vehicles and Services through a City Purchase Order. The Vendor's quote MUST be dated and reference the Agreement Number. C. Any future Vehicles or Services not currently available or offered can be added as they become available. 3. PURCHASES MADE BY OTHER PUBLIC AGENCIES. A. With the consent and agreement of the Vendor and the City, purchases may be made by other local, state, or national governmental agencies, political subdivisions, or other public entities under this Agreement. Purchaser(s) MUST contact the City's procurement office to request utilization prior to purchasing under this Agreement. Such purchases shall be governed by the same terms and conditions stated herein. (1) The City charges an administrative fee of$100.00 per vehicle sold. The Vendor shall be responsible for the reporting, collection, and remittance of the administrative fee(s) paid by other local, state, or national governmental agencies, political subdivisions, or other public entities to the City. Should any such purchases by other local, state, or national governmental agencies or political subdivisions be made, the Vendor shall submit a report of such purchase(s) within thirty (30) calendar days of receiving payment via email to kathy.crum@talgov.com. The subject line of the email should reference Reporting Administrative Fee - Agreement No. 5180 with a copy of the purchase order attached to the email. 2 (2) The Vendor shall remit all administrative fees no later than ten (10) calendar days after the end of each fiscal quarter to the following address: Fleet Management Admin Attn: Kathy Crum 400 Dupree Street Tallahassee, Florida 32304 Payments should be made by check with Payment Administrative Fee —Agreement No. 5180 referenced on the check. For questions, please contact: Kathy Crum - Fleet Management Contract Manager (850) 891-5229 B. This Agreement in no way restricts or interferes with the right of any local, state, or national government agency or political subdivision or other public entity to respond to any or all of these terms independently if required by law or to supplement the Agreement if a specific term is not addressed herein. 4. PRICES AND PAYMENT. A. Prices. The City agrees to pay the Vendor for Vehicles and Services ordered under this Agreement as set forth in the Vendor's price lists submitted as part of its Solicitation Response. The Vendor's pricing shall be updated accordingly based on pricing for the current year. Any and all future pricing MUST be approved by the Fleet Management Director. B. Payment. All fees are due and payable in U.S. dollars. Payment for orders for Vehicles and Services will be made in accordance with the Local Government Prompt Payment Act (Section 218.70, et. seq., Florida Statutes), unless the Parties make other arrangements as documented either by addendum to this Agreement or through a Purchase Order. Under the terms of the Prompt Payment Act, the payment due date for a local government entity for the purchase of goods or services is 45 days after the date on which a proper invoice is received by the City or, if no proper invoice is received, the due date is calculated based on other trigger dates identified in Section 218.73, Florida Statutes. No C.O.D shipments will be accepted. If the City fails to make payment within the statutory time frame, the unpaid amount shall bear interest from thirty (30) days after the due date at the rate of 1% per month on the 3 unpaid balance. (1) Disputes. In the event a dispute occurs between the Vendor and the City, the Parties shall attempt to settle the dispute informally and in good faith prior to instituting formal legal action. If the dispute is resolved in favor of the Vendor, interest shall begin to accrue as of the original date the payment became due. (2) Proper Invoice. Invoices may be submitted via E-mail to: invoices@talgov.com with a copy to fleetadmin@talgov.com or by mail to: City of Tallahassee - Accounts Payable — City Hall 300 S. Adams Street, Box A-28 Tallahassee, Florida 32301-1731 with a copy of the original invoice identified as a "copy" submitted to: City of Tallahassee - Fleet Management Administration 400 Dupree Street Tallahassee, Florida 32304 Any invoice or payment request which is received by the City must conform to the following requirements and contain the information listed below: a. The invoice must be in compliance with the terms of this Agreement; b. The invoice must be an original invoice; c. The invoice must not be under dispute; d. The invoice must include the authorizing City Purchase Order and/or Agreement number; e. The invoice must be dated; f. The invoice must include the number of the invoice to facilitate identification; g. The invoice must include the name and address of the Vendor; and provide the remittance address for payment, if different; h. The invoice must include the Purchase Order or Schedule line item number, including a description, quantity, unit of measure, until price, and extended price of the item; i. The invoice must include the terms of any prompt payment discount offered; and j. The invoice must include Vendor' Federal Identification Number (if applicable). 4 C. Payment Methods. The City may pay invoices via wire transfer, check, or ACH transfer. Subscription Services may also be paid by credit card. D. Taxes. Amounts quoted by the Vendor do not include any applicable taxes or similar fees now in force or enacted in the future resulting from any transaction under the Agreement unless otherwise expressly stated. The Vendor understands that the City is entitled to an exemption from any applicable taxes and shall provide the Vendor with a valid exemption certificate upon request. 5. DELIVERY, INSPECTION, AND ACCEPTANCE. A. Delivery does not constitute acceptance for the purpose of payment or warranty start time. The City shall inspect all Vehicles or Services to determine whether such Vehicles or Services meet all specifications and requirements set forth in the Agreement Documents. The City agrees to notify the Vendor within three (3) days of delivery or completion of Services if the Vehicles or Services do not meet all specifications and requirements for acceptance. B. The Vendor shall deliver the Vehicles or Services in accordance with the terms and time frame listed on the quote. Should there be an issue with delivering the Vehicles or Services in the time frame listed on the quote, the Vendor and City agree to discuss, and confirm in writing, a mutually acceptable time frame. In the event delivery of the Vehicles or Services is delayed past the agreed upon time frame, the Vendor agrees the City has the right to cancel the order and obtain the Vehicles or Services elsewhere without penalty to the City. C. The Vendor shall deliver all Vehicles or Services FOB to: City of Tallahassee- Fleet Management 400 Dupree Street Tallahassee, Florida 32304 Equipment shall be delivered with the following documents completed or included: a. Any and all applicable documentation required by the Florida Department of Highway Safety and Motor Vehicles; b. Temporary registration and tag (when applicable); c. All manuals (electronic & paper Copy); d. All warranty certifications; e. Original Invoice; f. A copy of pre-delivery service report; 5 g. A copy of applicable equipment specifications; and h. A copy of build sheet or documentation that verifies what components are included on the equipment being delivered. 6. WARRANTY. A. The warranty becomes effective when the Vehicles or Services are put into use by the City or at a maximum of thirty (30) days after delivery, whichever occurs first. 7. TERM. A. Initial Term. The initial term of this Agreement shall commence on the Effective Date and shall continue for a period of three (3) years (the "Initial Term"). B. Extension Term. Upon written, mutual agreement by the Vendor and the City, this Agreement may be extended at the conclusion of the Initial Term for an additional two (2) years (the "Extension"). The Vendor and the City must agree to extend the Agreement no later than thirty (30) days prior to the expiration of the Initial Term of the Agreement. 8. TERMINATION. A. Termination for Cause. If the Vendor fails to fulfill any of its obligations under this Agreement and does not cure such default within thirty (30) days after receipt of written notice from the City, such failure shall be considered a default and shall entitle, but not obligate, the City to suspend performance under this Agreement or to terminate this Agreement, in whole or in part, wholly at the City's discretion. B. Termination for Convenience. Additionally, the City shall have the right to terminate this Agreement for convenience, in whole or in part, upon 90-day notice, without the Vendor being in default thereunder. In the event of termination for convenience, the City shall pay the Vendor (i) the full amount due for services satisfactorily rendered, (ii) approved costs and expenses incurred which remain unpaid at the time of such termination, and (iii) such other costs of termination, if any, as may be mutually agreed by the parties. C. Termination Process. Termination shall be effected by (i) delivery of written notice to the Vendor from the City specifying whether termination is for default or convenience, (ii) providing detail as to the extent to which services under this Agreement are to be terminated, and (iii) specifying the date 6 upon which such termination becomes effective. After receipt of the written termination notice, and except as otherwise directed in writing by the City, the Vendor shall promptly stop work under this Agreement on the date and to the extent specified in the termination notice, terminate all subcontracts that relate to the performance of the services terminated by the termination notice, and complete performance of any services which have not been terminated. In the event the Agreement is canceled for default under the Agreement, the City may withhold funds owed to the Vendor in an amount sufficient to compensate for damages suffered from the default resulting in termination of the Agreement. 9. FINANCIAL CONSEQUENCES OF NON-PERFORMANCE. A. The City may apply financial consequences if the Vendor fails to perform in accordance with the terms of the Agreement. If the Vendor fails to remedy performance deficiencies within thirty (30) days of being provided notice of such deficiency by the City, the Vendor may be assessed a non- performance retainage equivalent to 10% or$1,000.00, whichever is less, of the total invoice amount for the task or project. The retainage will be applied to the invoice for the then-current billing period. The retainage will be withheld until the Vendor resolves the deficiency. If the deficiency is subsequently resolved, the Vendor may invoice the City for the retained amount during the next billing period. If the Vendor is unable to resolve the deficiency, the retained funds will be forfeited. B. The Vendor shall not be charged retained funds when the non-performance is a result of delay in delivery or performance arising out causes beyond the control and without vault or negligence of the Vendor due to manufacturer delays. To substantiate a delay in manufacturer product delivery, the Vendor is required to submit written proof of delay to the City in the form of a letter or email sent from the manufacturer to the Vendor. The City agrees that no retained funds will be withheld from the Vendor after written proof of the manufacturer's product delivery delay is provided to the City and, if necessary, regularly updated if the delay continues past any date which may be included in the written communication from the manufacturer. 10. LIQUIDATED DAMAGES. A. If the Vendor fails to provide the Vehicles or Services within the time specified in this Agreement, any applicable Purchase Order, or any negotiated extension, the Vendor shall pay the minimum sum of$100.00 for each calendar day of delay, not to exceed $1,500.00 per month, to the City as fixed and liquidated damages. In the event the City is penalized monetarily by federal, state, or local entities as a result of the Vendor delay, error, and/or poor performance issues, the Vendor may be required to reimburse the City the full amount of the assessed penalty. B. Alternatively, if delivery or performance is delayed, the City may terminate this Agreement in whole or in part, under the Termination provision in this Agreement. In the event of termination for delivery or performance delay, the Vendor may be liable for (i) reimbursement to the City for costs spent to procure the Vehicles or Services from another vendor or (ii) for payment of liquidated damages as provided in above until such time as the City may reasonably obtain delivery or performance of similar Vehicles or Services. C. The Vendor shall not be charged with liquidated damages when the delay in delivery or performance arises out of causes beyond the control and without the fault or negligence of the Vendor caused by delay in manufacturer product delivery. 11. INDEMNIFICATON. The Vendor shall hold harmless and indemnify the City and its officials, officers, and employees from all claims, damages, losses, expenses, suits or actions against all third- party claims, losses, expenses, suits, or actions against the City, including, without limitation, costs of defending the action and attorney's fees, to the extent the claims arise out of or result from the performance and furnishing of the work, services, materials, goods, or equipment under the Agreement (including, but not limited to, claims regarding defects in materials, goods, equipment, and patent infringement) and such claim is caused in whole, or in part, by any breach of contract, act, or omission of the Vendor, its subcontractors, anyone directly or indirectly employed by any of them, or anyone whose acts any of them may be liable. In any and all claims against the City, or any of its agents or employees by any employee of the Vendor, its subcontractors, anyone directly or indirectly employed by any of them of anyone for whose acts any of them may be liable, the indemnification obligation under this clause shall not be limited in any way by limitation on the amount or type of damages, compensation or benefits payable by or for the Vendor or its subcontractors under any Workers' Compensation Act, Disability Act, or other Employee Benefit Act. 12. AVAILABILTY OF FUNDS. City funds may not be available for performance under this Agreement beyond September 30 of each year of this Agreement. The City's obligation for performance 8 of this Agreement beyond that date is contingent upon the availability of appropriated funds from which payment for contract purposes can be made. No legal liability on the part of the City for any payment may arise for performance under this Agreement beyond the referenced date until funds are made available. 13. NOTIFICATION OF INSOLVENCY. In the event the Vendor enters into a proceeding relating to bankruptcy or an assignment for the benefit of creditors, whether voluntary or involuntary, the Vendor agrees to furnish, by certified mail or other method authorized by the Agreement, written notification of the proceeding to the City. This notification shall be furnished within five (5) days of the initiation of the proceedings relating to bankruptcy filing or transfer of legal and equitable title of assets to a third party under an assignment for the benefit of creditors. This notification shall include the date on which the bankruptcy petition was filed or the transfer consummated, the identity of the court in which the bankruptcy petition was filed or the name of the entity holding Vendor's assets, and a listing of City contract or purchase order numbers for all City contracts against which final payment has not been made. This obligation remains in effect until final payment of net receipts under this Agreement has been made to the Vendor. 14. CHOICE OF LAW AND VENUE. All questions concerning the construction, validity, and interpretation of this Agreement shall be governed by the law of the State of Florida. Any dispute arising out of, concerning, or relating to this Agreement between the Parties shall be resolved exclusively in a federal or state court of competent jurisdiction located in Tallahassee, Leon County, Florida. To the extent necessary, the Parties hereby submit to, and agree not to contest, the jurisdiction of such courts. The Parties also agree to waive any right to trial by jury in any dispute or litigation arising from, concerning, or relating to this Agreement. 15. REMEDIES. No remedy herein conferred upon any Party is intended to be exclusive of any other remedy. Each and every remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or at equity by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. 9 16. NO WAIVER; SEVERABILITY; SECTION HEADINGS. No failure of either Party to exercise or enforce any of its rights under this Agreement shall act as a waiver of such rights. If any provision of this Agreement is determined in any proceeding binding upon the Parties to be invalid or unenforceable, that provision will be deemed severed from the remainder of the Agreement and the remaining provisions shall continue in full force and effect; provided however, that if a court by limiting such provision determines that the provision would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited so long as the result is consistent with the Parties' expressed intentions herein. The section headings in this Agreement are solely for the convenience of the Parties and have no legal or contractual effect. This Agreement is entered into by sophisticated entities with access to counsel and shall not be construed against either Party as the "drafting" party. 17. RELATIONSHIP BETWEEN THE PARTIES. The Vendor and the City acknowledge and agree that this Agreement is not and shall not be construed as an agreement of joint venture, partnership, agency, franchise, or employment between the Parties or their respective employees. For all purposes under this Agreement, each Party shall be and act as an independent contractor to the other and shall not be authorized to, and shall not, bind or attempt to bind the other to any contract or agreement. 18. NOTICES. All notices required to be given under this Agreement shall be given in writing and sent to the following: For the City: For the Vendor: Attn: Fleet Management Director Attn: Brandy Sloan 400 Dupree Street 256 Hwy 17 North Tallahassee, FL 32304 Palatka, FL 32177 with a copy via email to: with a copy via email to: Jeffery.Shepard@talgov.com branysloan©checkbeck.com All notices shall be given by certified or registered mail, overnight carrier, or personal delivery. Such notices shall be deemed given on the date of receipt of delivery of (or refusal to accept) said notice. Notwithstanding the foregoing, any day-to-day operational correspondence may be made by phone, email, or other mutually agreeable mechanism. io 19. ASSIGNMENT. Neither Party may sell, assign, or transfer this Agreement without the prior written consent of the other Party; provided, however, that either Party may (with notice but without the prior consent of the other Party) assign this Agreement by operation of law, pursuant to a merger or acquisition of all or substantially all of its stock or assets, or to its affiliate. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. The Vendor shall notify the City, in writing, thirty (30) calendar days prior to any assignment or transfer as allowed by this paragraph. 20. PUBLIC RECORDS. The Parties acknowledge that the City is a governmental entity and is subject to Florida's Public Records Law, Chapter 119, Florida Statutes. The Parties further acknowledge that some, or all, of the information, materials, documents provided to the City by the Vendor may be public records and, as such, may be subject to disclosure to, and copying by, the public unless otherwise exempted by statute. This provision shall constitute the City's sole obligation relating to maintaining confidentiality of any information or proprietary material of any kind submitted by the Vendor. The Vendor also recognizes that by doing business with the City, its records relating to the Agreement may also be subject to the Public Records Act. 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 Agreement, the Vendor may contact the City's Custodian of Public Records at: City Treasurer-Clerk (850) 891-8130 records@talgov.com Mailing Address: City Hall 300 S. Adams Street c/o Records Division, Box A-31 Tallahassee, Florida 32301 21. SUBCONTRACTORS. Subcontractors are not allowed under this Agreement. 22. FORCE MAJEURE. Neither Party shall be liable for non-performance or delay, other than the payment of fees due hereunder, due in whole or in part to any Force Majeure Event. Force Majeure Event shall be defined as occurrence of an event which is outside the reasonable control of a party and 11 which prevents that party from performing its obligations under a contract. In the event a Party is hindered or prevented from performing hereunder due to a Force Majeure Event, such Party shall notify the other Party of the Force Majeure Event and the extent of its suspension as soon as reasonably practicable. Failure to give notice as timely as practicable under the circumstances shall result in the forfeiture of a Party's right to suspend its obligations hereunder. If a Force Majeure Event prevents, hinders, or delays performance of a Party's obligations hereunder for more than thirty (30) days, the Party not prevented from performing may, at its sole option, terminate this Agreement upon notice to the other Party. 23. INSURANCE COVERAGE. Prior to commencing work, the Vendor shall procure and maintain, at the Vendor's own cost and expense, throughout the Term of the Agreement, the following types and limits of insurance coverage in relation to the performance of work or provision of services hereunder by the Vendor, its agents, representatives, employees or subcontractors. A. Commercial General/Umbrella Liability Insurance. $1,000,000 limit per occurrence for property damage and bodily injury. The Vendor should indicate whether the coverage is provided on a claims-made or, preferably, on an occurrence basis. The insurance shall include coverage for the following: * Premise/Operations; * Explosion Collapse and Underground Property Damage Hazard (only where applicable to the project); * Products/Completed Operations; * Contractual; * Independent Contractors; * Broad Form Property Damage; and * Personal Injury. B. Business Automobile/Umbrella Liability Insurance. $1,000,000 limit per accident for property damage and personal injury, including coverage for: * Owned/Leased Autos; * Non-owned Autos; and * Hired Autos. 12 C. Workers' Compensation and Employers'/Umbrella Liability Insurance. Workers' Compensation coverage with benefits and monetary limits as set forth in Chapter 440, Florida Statutes. This policy shall include Employers'/Umbrella Liability coverage for $1,000,000 per accident. Workers' Compensation coverage is required as a condition of performing work or services for the City whether the Vendor is otherwise required by law to provide such coverage. D. Professional Liability Insurance. $1,000,000 or as per project (ultimate loss value per occurrence). E. Commercial General Liability and Automobile Liability Coverage. * The City, members of its City Commission, boards, commissions and committees, officers, agents, employees and volunteers (together, "City Insureds") are to be covered as additional insured as respects: liability arising out of activities performed by or on behalf of the Vendor; products and completed operations of the Vendor; premises owned, leased, or used by the Vendor; or premises on which the Vendor is performing services on behalf of the City. The coverage shall not contain special limitations on the scope of protection afforded the City Insureds. * The Vendor's insurance coverage shall be primary insurance for the City Insureds. Any other insurance or self-insurance maintained by or on behalf of the City Insureds shall be excess of the Vendor's insurance and shall not contribute to it. * Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City Insureds. * Coverage shall state that the Vendor's insurance shall apply separately to each insured against whom a claim is made, or suit is brought, except with respect to the limits of the insurer's liability. F. Worker's Compensation and Employers' Liability and Property Coverage. The insurer shall agree to waive all rights of subrogation against the City Insureds for losses arising from activities and operations of the Vendor in the performance of services under this Agreement. G. Garage Liability Coverage. A minimum of$1,000,000.00 limit per occurrence. H. Garage Keepers Coverage. A minimum of$500,000 per accident. 13 I. All Coverage. * Each insurance policy shall name the City as an additional insured. * Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice has been given to the City Contract Administrator. * If the Vendor, for any reason, fails to maintain insurance coverage which is required pursuant to this Agreement, it shall be deemed a material breach of the Agreement. The City, at its sole option, may terminate this Agreement and obtain damages from the Vendor resulting from said breach. * Alternatively, the City may purchase such required insurance coverage (but has no special obligation to do so) and, without further notice to the Vendor, the City may deduct any premium costs advanced by the City for such insurance from sums due to the Vendor. J. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City Insureds; or the Vendor shall procure a bond guaranteeing payment of losses, related investigation, claim administration, and defense expenses. K. Acceptability of Insurers. Insurance is to be placed with Florida insurers rated B+X or better by A.M. Best's rating service. L. Verification of Coverage. The Vendor shall furnish the City with certificates of insurance and with original endorsements providing evidence of required coverage. The certificates and endorsements for each policy must be signed by a person authorized by that insurer to bind coverage on the Vendor's behalf. The certificates and endorsements must be received and approved by the City before work commences. Certificates of Insurance must be annotated with the applicable contract number. 14 24. SOVEREIGN IMMUNITY. Nothing contained herein shall constitute a waiver by the City of any applicable sovereign immunity as described under the provisions of Section 768.28, Florida Statutes. 25. COUNTERPARTS. This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. The Parties agree that electronic signatures of the Parties, whether digital or encrypted, have the same force and effect as manual signatures. Delivery of a copy of this Agreement or any other document contemplated hereby bearing an original or electronic signature by facsimile transmission, by electronic mail in portable document format (.pdf) form, or by any other electronic means intended to preserve the original textual, graphic and pictorial appearance of a document, have the same effect as physical delivery of the paper document bearing an original or electronic signature. 26. ORDER OF PRECEDENCE. In the event of any inconsistency between any provisions of this Agreement and the Agreement Documents, and unless specifically stated otherwise, the inconsistency shall be resolved by giving precedence in the following order: A. This Agreement, and any written attachments and future written Amendments or Purchase Orders. B. Purchase Orders arising from this Agreement, including any associated quote and build sheets. C. City Solicitation RFP No.069-21-KM, including all addenda. D. Vendor's Response to the City's Solicitation. 27. E-VERIFY. The Contractor, and its subcontractors, must register with and utilize, the U.S. Department of Homeland Security's E-Verify system to verify the work authorization status of all newly hired employees, pursuant to Section 448.095, Florida Statutes. Registration must take place prior to execution of this contract. If the Contractor enters into any agreement with a subcontractor for performance of services under this contract, the subcontractor must provide an affidavit to the Contractor which states that the subcontractor does not employ, contract with, or subcontract with any unauthorized aliens. The Contractor is required to maintain a copy of such affidavit throughout the term of this contract. The Contractor agrees to adhere to the requirements of Section 448.095, Florida Statutes, and understands that failure to comply with the statute will result in termination of this contract. If such 15 termination occurs, the Contractor will not be awarded another City contract for at least one (1) year from the termination date and will be liable for any additional costs incurred by the City as a result of the termination. 28. ENTIRE AGREEMENT. This Agreement, including its attachments and associated documents, constitutes the entire Agreement between the Parties pertaining to the subject matter hereof, and supersedes in their entirety all written or oral agreements previously existing between the Parties with respect to such subject matter. No supplement, modification, addendum, or amendment of this Agreement shall be binding unless executed in writing by both Parties. In the event of any conflict between any terms of this Agreement and any terms of any attachment, the terms of this Agreement shall supersede, govern, and control to the extent of the inconsistency. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement by their duly authorized representatives. CITY OF TALLAHASSEE BECK AUTO SALES, INC. y: aoa ,a,.o=o,as«r By: (1oa0s.ont,r Reese Goad, City Manager Print Name: Preston B Sloan Title: President Approved by the Department By: Jeff Shepard, Fleet Management Director Attest: �tY.• B aO eg NcO '0R i D Y — L : --- :_ James 0. Cooke, IV, City Treasurer-Clerk , A.D.1840 :(,) • ......... Approved as to form: By: Cassandra K. Jackson, City Attorney 16 CITY OF TALLAHASSEE Legal Routing Memo Date: 1/6/2022 To: City Attorney's Office From: Administration & Professional Subject: Legal Review of (]CONTRACT NO. 5180 ❑AMENDMENT NO. ❑MEMORANDUM OF UNDERSTANDING OR AGREEMENT ❑OTHER This document relates to Agreement for New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks. Document has been reviewed and considered ready for execution by either or both: Procurement Signature: Department Signature: K047 Cam GoZa �? � - A "i?o,, &,. TO BE COMPLETED BY LEGAL Legal review completed on: 1/6/2022 Legal review performed by: Kellie Scott Approved for execution: ❑X yes ❑no CITY OF TALLAHASSEE AMENDMENT 1 TOAGREEMENT NO. 5180 CONTRACT FOR NEW MUNICIPAL VEHICLES, CARS VANS, SPORT UTILITY VEHICLES, AND LIGHT TRUCKS THIS AMENDMENT is made this 01/16/2025 , between the CITY OF TALLAHASSEE, a Florida municipal corporation (the"City"), and BECK AUTO SALES, INC., a Florida profit corporation (the"Vendor"). The City and the Vendor may be referred to individually as a "Party" and together as the "Parties." RECITALS WHEREAS, the Parties entered into Agreement No. 5180 ("Agreement") dated January 1, 2022, for the purchase of New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks, under RFP No. 096-21-KM; and, WHEREAS, the Parties desire to amend the Agreement to address changes to Section 3, Purchases Made by Other Public Agencies, and to extend the Agreement term pursuant to Section 7, Term. NOW, THEREFORE, in consideration of the following mutual covenants set forth herein and other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree to amend the Agreement as follows: 1. Section 3. PURCHASES MADE BY OTHER PUBLIC AGENCIES, is hereby deleted, and replaced with the following: A. With the consent and agreement of the Vendor and the City, purchases may be made by other local, state, or national governmental agencies, political subdivisions, or other public entities under this Agreement. Potential purchaser(s) MUST submit their request for utilization to Fleet Contract Manager, Kathy Crum via email at kathy.crum@talgov.com prior to purchasing under this Agreement. These purchases shall be governed by the same terms and conditions stated herein. Amendment 1 to Agreement No.5180 Beck Auto Sales,Inc. Page 1 of 3 (1) The City charges an administrative fee of$200.00 per vehicle sold. The Vendor shall be responsible for reporting, collecting, and remitting the administrative fee(s) to the City for purchase(s) made by other local, state, or national governmental agencies, political subdivisions, or other public entities pursuant to this Agreement. Should any such purchases be made, the Vendor is responsible for submitting a quarterly report identifying all sales made during the applicable quarter via email to the Fleet Financial Team at fleetadmin@talgov.com, with a copy to Fleet Contract Manager, Kathy Crum at kathy.crum@talgov.com. The subject line of the email should reference: Reporting Administrative Fees - Agreement No. 5180. (2) The Vendor shall remit all administrative fees to the City at the end of the quarter in which payment is received from the purchaser. An email identifying the amount(s) and check number(s) MUST also be submitted to the Fleet Financial Team, with a copy to Fleet Contract Manager, Kathy Crum prior to mailing. For questions or requests for Agreement Documents, please contact Kathy Crum at (850) 891-5229. (3) Administrative fee payments shall be made by check with Payment Administrative Fees-Agreement No. 5180 referenced on the check. Administrative fees should be mailed to the following address: Fleet Management Administration Attn: Fleet Financial Team 400 Dupree Street Tallahassee, FL 32304 B. This Agreement in no way restricts or interferes with the right of any local, state, or national governmental agency or political subdivision or other public entity to independently address any or all these terms as required by law or to supplement the Agreement if a specific term is not addressed herein. 2. Section 7.B. Extension Term, is hereby deleted, and replaced with the following: B. Extension Term. Upon written, mutual agreement by the Vendor and the City, this Agreement may be extended at the conclusion of the Initial Term for an additional two (2) years (the "Extension"). Amendment 1 to Agreement No.5180 Beck Auto Sales,Inc. Page 2 of 3 3. The term of the Agreement is hereby extended for two (2) additional years through December 31, 2026, unless earlier terminated in accordance with the original terms of the Agreement. This is the final extension permitted under this Agreement. 4. Except as specifically amended hereby, the terms and conditions of the Agreement shall continue in full force and effect. IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed by their duly authorized representatives as of the date set forth in the introductory clause. BECK AUTO SALES, INC. CITY OF TALLAHASSEE By: P,PzaR ,„ os„, =r, By: Name: Preston B Sloan Veronica McCrackin, Procurement Manager Title: President Attest: By: r •Ncoae ortqFo,_y James 0. Cooke, IV, City Treasurer-Clerk Approved as to form: B Krr�l2rzd e tide-' y. Kristen M for 16,20251 24 EST Breanna Green, Assistant City Attorney Amendment 1 to Agreement No.5180 Beck Auto Sales,Inc. Page 3 of 3 CITY OF TALLAHASSEE Legal Routing Memo Date: 1/7/2025 To: City Attorney's Office From: Fleet Subject: Legal Review of ❑CONTRACT NO. 5180 ❑XAMENDMENT NO. 1 ❑MEMORANDUM OF UNDERSTANDING OR AGREEMENT ❑OTHER This document relates to solicitation RFP-096-21-KM Municipal Vehicles, Cars Vans, Sport Utility Vehicles, And Light Trucks Document has been reviewed and considered ready for execution by either or both: Procurement Signature: Keith Milton Department Signature: Kathy Crum TO BE COMPLETED BY LEGAL Legal review completed on: 1/9/2025 Legal review performed by: Breanna Green Approved for execution: ❑Ryes ❑no L CONTRACT BETWEEN CLAY COUNTY UTILITY AUTHORITY AND BECK AUTO SALES,INC. For NEW MUNICIPAL VEHICLES, CARS, VANS, SPORT UTILITY VEHICLES,AND LIGHT TRUCKS THIS CONTRACT is made and entered into effective as of the day of March , 2025 by and between CLAY COUNTY UTILITY AUTHORITY, an independent special district of the State of Florida (hereinafter referred to as "CCUA") through an inter-local agreement with the CITY OF TALLAHASSEE and BECK AUTO SALES, INC., with its principal office located at 256 Hwy 17 Nort, Palatka, Florda 32177, The ("CONTRACTOR"). WHEREAS, CCUA requires New Municipal Vehicles, Cars, Vans, Sport Utility Vehicles, and Light Trucks on an as needed basis for its operations in Clay County, Florida. WHEREAS, CCUA is required by its enabling legislation, and its purchasing policies and procedures, to obtain competitive bids, and in certain instances publish formal invitations for bids and conduct a bid opening, for its purchase of certain commodities used in its operations. WHEREAS, CCUA is authorized by its enabling legislation and by Florida law to enter into inter-local agreements with other governmental entities. WHEREAS, City of Tallahassee, which operates in Leon County, Florida, issued an Request for Proposal No. 096-21-KM with a bid opening date at 2:00 p.m. on September 22, 2021 to establish a contract for new municipal vehicles, cars, vans, sport utility vehicles, and light trucks with the intent to award to a Primary and a Secondary Contractor to provide services in accordance with the specifications of the Request for Proposal. WHEREAS, the City of Tallahassee awarded the bid to CONTRACTOR, and thereafter entered into its Agreement No. 5180, a true copy of which is attached hereto and hereby incorporated by reference. WHEREAS, CCUA has confirmed that the unit prices set forth in the City of Tallahassee Contract No. 5180 are current and competitive, and has obtained the offer of an inter-local agreement by the City of Tallahassee to allow CCUA to directly contract as needed quantities pursuant to the City of Tallahassee Contract No. 5180 from CONTRACTOR, for direct delivery to and direct payment by CCUA, and CONTRACTOR has consented to such inter-local agreement. WHEREAS, the competitive bidding procedures employed by the City of Tallahassee in connection with procuring the City of Tallahassee Contract No. 5180 are sufficient to satisfy CCUA's own competitive bid requirements imposed by applicable law and regulation. CCUA&Beck New Municipal Vehicles,Cars,Vans,Sport Utility Vehicles,and Light Trucks February 2025 1 of 3 NOW, THEREFORE, IN CONSIDERATION of the foregoing premises, hereby expressly acknowledged, the undersigned hereby agree as follows: 1. CONTRACTOR shall perform for CCUA, as directly ordered by CCUA, new municipal vehicles, cars, vans, sport utility vehicles, and light trucks in accordance with the prices bid by CONTRACTOR and as obligated to be provided under the City of Tallahassee Contract No. 5180. All work shall be completed for CCUA in its service area at such location specified in CCUA's separate purchase orders under this contract. 2. CCUA shall directly pay to CONTRACTOR the sums due for the faithful performance of this Contract the prices set forth by the CONTRACTOR's bid and the City of Tallahassee Contract No. 5180. Payment of any amount due on this Contract shall be made by CCUA to CONTRACTOR within thirty (30) days of receipt of the CCUA verified and approved invoice. 3. As reflected by CONTRACTOR's attached correspondence, this contract initial term shall commence effective on March , 2025 and expiring on September 22, 2025. Upon written, mutual agreement by the Contractor and the City of Tallahassee, this Agreement may be extended at the conclusion of the Initial Term for an additional one (1)year. 4. CCUA hereby accepts the City of Tallahassee's offer of an inter-local agreement to rely on the City of Tallahassee's bid procedures and pricing terms under Contract No. 5180. CCUA's inter-local agreement with the City of Tallahassee shall be deemed to terminate upon the earlier of(a) the expiration of the term or (b) September 22, 2026. 5. CCUA shall be solely responsible and liable for its orders, payment and performance under this contract. CONTRACTOR shall not hold the City of Tallahassee responsible for CCUA's orders, payment and performance hereunder, and hereby waives any claim or cause of action that it may have against the City of Tallahassee in connection with CCUA's orders, payment and performance under this contract. 6. Commencing with Fiscal Year 2024-2025 for CCUA (Oct. 1, 2024 - Sept. 30, 2025), this contract shall be contingent upon and subject to the existence of lawfully appropriated funds for each such Fiscal Year of CCUA. CCUA&Beck New Municipal Vehicles,Cars,Vans,Sport Utility Vehicles,and Light Trucks February 2025 2 of 3 IN WITNESS WHEREOF, CCUA and CONTRACTOR have executed this contract in two (2) counterparts effective on the day first written above, each of which shall without proof or accounting for the other counterparts be deemed an original contract. CLAY COUNTY UTILITY AUTHORITY K ALES, INC. By: Title: Executive Director \(2,>c APPROVED AS TO FORM BY CCUA ATTORNEY: GRADY H. WILLIAMS, JR. CCUA&Beck New Municipal Vehicles,Cars,Vans,Sport Utility Vehicles,and Light Trucks February 2025 3 of 3 EXHIBIT A PRICING Year Make Model Bed Code Option Vehicle Veh + Opt Piggy Subtotal Mark up Delivery Concession 2025 Price Cost Base Back Fee 2% 2025 Ford F-350 Flatbed w/boxes X3H $ 8,591.00 $ 55,778.00 $ 64,369.00 $ 200.00 $ 64,569.00 $ 1,291.38 $ 100.00 $ (350.00) $ 65,610.38 2025 Ford F-350 Reading Box X3H $ 13,295.00 $ 55,778.00 $ 69,073.00 $ 200.00 $ 69,273.00 $ 1,385.46 $ 100.00 $ (350.00) $ 70,408.46 2025 Ford F-350 PU W3D $ 795.00 $ 52,744.80 $ 53,539.80 $ 200.00 $ 53,739.80 $ 1,074.80 $ 100.00 $ (1,600.00) $ 53,314.60 2025 Ford Explorer SUV K8D $ 795.00 $ 40,571.00 $ 41,366.00 $ 200.00 $ 41,566.00 $ 831.32 $ 100.00 $ (1,600.00) $ 40,897.32 2025 Ford Transit Cargo Van R1Y $ 795.00 $ 49,526.00 $ 50,321.00 $ 200.00 $ 50,521.00 $ 1,010.42 $ 100.00 $ (1,000.00) $ 50,631.42 2025 Ford Maverick PU W8H $ 795.00 $ 28,061.08 $ 28,856.08 $ 200.00 $ 29,056.08 $ 581.12 $ 100.00 $ (1,600.00) $ 28,137.20 2025 Ford F-250 Reading Box F2B $ 13,698.00 $ 47,535.00 $ 61,233.00 $ 61,233.00 $ 1,224.66 $ 100.00 $ (300.00) $ 62,257.66 2025 Ford F-250 Reading Box W2B $ 13,698.00 $ 54,273.00 $ 67,971.00 $ 67,971.00 $ 1,359.42 $ 100.00 $ (300.00) $ 69,130.42