CONTRACT TO PROVIDE HEALTHY SNACK VENDING SERVICESCONTRACT
THIS CONTRACT, entered into this )( %m day of �Zu u� f- ,
2015, by and between the CITY OF CLEARWATER, a Florida municipal
corporation, hereinafter referred to as "City, " P.O. Box 4748, Clearwater, Florida
33758 and Bureau of Business Enterprise, Division of Blind Services,
Department of Education, a Florida corporation, hereinafter referred to as "BBE,"
325 W Gaines Street, Turlington Bldg, Suite 1114, Tallahassee, Florida 32399.
WHEREAS, the City desires to provide healthy snack vending services,
promoting a culture of wellness for the benefit of employees and the general
community; and
WHEREAS, BBE agrees to provide healthy snack vending services at the
lowest possible costs (no commissions to be paid to the City);
NOW THEREFORE, in consideration of the promises stated herein, the
City and BBE mutually agree as follows:
1. SCOPE OF PROJECT.
BBE agrees to provide snack vending services under the terms and
conditions set forth in RFP #11 -15 Vending Machine Services, and BBE's
RFP response dated March 19, 2015, including but not limited to the
following priorities:
• Compliance with the USDA's Smart Snacks in Schools Nutrition
Standards guidelines are mandatory at City locations where youth
are served (recreational facilities)
• An 80/20 product split (USDA compliant/non- compliant,
respectively) is allowed at City employee locations
• All equipment requirements are the responsibility of BBE
• No commissions will be paid in order to promote access to
affordable, healthier snacks, which typically have higher vend
prices than non - healthy items
2. TIME OF PERFORMANCE.
The initial Contract Term shall commence September 1, 2015 and end
August 31, 2017. One (1), two (2) -year renewal term is provided.
3. COMPENSATION.
In exchange for provided services the City forgoes the payment of
commissions in order to maintain lower vending prices.
4. NOTICES AND CHANGES OF ADDRESS.
Any notice required or permitted to be given by the provisions of this
contract shall be conclusively deemed to have been received by a party
hereto on the date it is hand delivered to such party at the address
indicated below (or at such other address as such party shall specify to
the other party in writing), or if sent by registered or certified mail (postage
prepaid) on the fifth (5th) business day after the day on which such notice
is mailed and properly addressed.
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Bureau of Business Enterprises (BBE) City of Clearwater (City)
William Findley Alyce Benge, CPPO
Bureau Chief Purchasing Manager
325 W. Gaines Street
Turlington Bldg. Suite 1114
Tallahassee, FL 32399
P.O. Box 4748
Clearwater, Florida 33758
Phone: 850 - 245 -0343 Phone: 727 - 562 -4633
Fax: 850 - 245 -0364
5. TERMINATION OF CONTRACT.
Termination by the City is pursuant to RFP 11 -15 terms and conditions.
BBE shall have the right to terminate this Contract, without penalty, if a
state -owned building becomes available to BBE for occupancy and given
six (6) months advance written notice to the City by Certified mail,
Return Receipt Requested.
6. TERMS AND CONDITIONS, INSURANCE, INDEMNIFICATION.
BBE agrees to comply with all terms, provisions, and requirements
contained in RFP 11 -15 Vending Services made a part hereof as if said
document were fully set forth at length herein.
Neither City nor BBE elects to indemnify the other or third parties from any
claim, suit, judgment, debt, or damages, arising out of performance or
failure to perform or negligent or wrongful acts or omissions under this
Contract of any of its employees, servants, or agents acting within the
employee's, servant's or agent's office under this Contract. Neither City
nor BBE waives its sovereign immunity. Nothing in this Contract may
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be construed as the consent of the parties to be sued by the other or third
parties in any matter arising out of this Contract. This section shall
survive the termination of this Contract.
7. INTERESTS OF PARTIES.
BBE covenants that its officers, employees and shareholders have no
interest and shall not acquire any interest, direct or indirect, which would
conflict in any manner or degree with the performance and /or provision of
services required under the terms and conditions of this Contract.
8. CONFORMANCE WITH LAWS.
BBE agrees to comply with all applicable federal, state and local laws
during the life of this Contract.
Per F.S. 119.0701(2), BBE is required to comply with public records laws,
specifically to:
(a) Keep and maintain public records that ordinarily and necessarily
would be required by the public agency in order to perform the service.
(b) Provide the public with access to public records on the same terms
and conditions that the public agency would provide the records and at a
cost that does not exceed the cost provided in this chapter or as otherwise
provided by law.
(c) Ensure that public records that are exempt or confidential and
exempt from public records disclosure requirements are not disclosed
except as authorized by law.
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(d) Meet all requirements for retaining public records and transfer, at no
cost, to the public agency all public records in possession of the contractor
upon termination of the contract and destroy any duplicate public records
that are exempt or confidential and exempt from public records disclosure
requirements. All records stored electronically must be provided to the
public agency in a format that is compatible with the information
technology systems of the public agency.
9. AVAILABILITY OF FUNDS.
As provided in F.S. Section 255.2502, BBE's performance and obligation
to pay under this contract is contingent upon an annual appropriation by
the Legislature.
10. ATTORNEY FEES.
In the event that either party seeks to enforce this Contract through
attorneys at law, then the parties agree that each party shall bear its own
attorney fees and costs.
11. GOVERNING LAW AND VENUE.
The laws of the State of Florida shall govern this Contract, and any action
brought by either party shall lie in Pinellas County, Florida.
12. MISCELLANEOUS.
This Contract shall be subject to all applicable laws, rules, orders,
permits, and regulations of any federal, state, or local governmental
authority having jurisdiction over the parties, their facilities, or the
transactions contemplated.
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This Contract constitutes the entire understanding and agreement between the
Parties and supersedes any and all prior negotiations, understandings or
agreements.
No failure to exercise, delay in exercising, or single or partial exercise of any
right, power or remedy by either party shall constitute a waiver of, or shall
preclude any other or further exercise of, the same or any other right, power or
remedy.
Whenever possible, each provision of this Contract shall be interpreted in such a
manner as to be effective and valid under applicable law, but if any provision of
this Contract or the application thereof to any party hereto or circumstance is
prohibited by or invalid under applicable law, that provision shall be effective only
to the extent of such prohibition or invalidity, without invalidating the remainder of
such provision or the remaining provisions of this Contract or the application of
the same.
This Contract may be executed in any number of counterparts, and all the
counterparts taken together shall be deemed to constitute one (1) and the same
instrument. The captions, headings, titles, and subtitles herein are inserted for
convenience of reference only and are to be ignored in any construction of the
provisions of this Contract.
Any exhibit attached to this Contract is incorporated by reference herein.
Nothing contained herein shall be construed as a joint venture, partnership or
any other similar relationship between City and BBE. Nothing in this Contract
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shall be construed as creating any rights, benefits or interests in a person or
group that is not a party to this Contract.
IN WITNESS WHEREOF, the parties hereto have executed this Contract
as of the date set forth above.
Countersigned:
—4e,oret (rt\tV4s
George N. Cretekos
Mayor
Appro ed
M - hew M. ith
Assistant City Attorney
Attest:
Print Name:
Secretary
[04 -9821 R /167563/1]
CITY OF CLEARWATER, FLORIDA
By: C�,. ✓1� ,
William B. Horne II
City Manager
Attest:
ltii.t u_ `
Rosemarie Call
City Clerk
Florida Department of Education
By:
att,Aiebki
Pam Stewart, Commission
Date:
4/Q.19/43—
Florida Division of, lind Services
By: ( ✓�-' I ���
Robert L. Doyle I , Director
Date: (a3 d1)
Approved as to Form and Legal
Sufficiency for DBS
By: '' C ' Lid
Printed:
r 1
I,�.y /,_ ( O)t-
Date: r
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