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HomeMy WebLinkAbout2005 04 25 Consent 201, Pyrotecnico Fireworks Display for July 3, 2005 COMMISSION AGENDA ITEM 201 Consent X Informational Public Hearing Regular 04/25/05 Regular Meeting ~L\? Mgr. 1 Dept. Authorization REQUEST: The Parks and Recreation Department is requesting the City Commission to accept the proposal of Pyrotecnico and authorize the City Manager to execute a contract with the approved proposal for a fireworks display on July 3, 2005. PURPOSE: The purpose of this agenda Item is to obtain Commission Approval to accept and execute a contract for a fireworks display on July 3, 2005. CONSIDERATIONS: . Last year Pyrotecnico again came to Winter Springs and provided a very good Computer Choreographed and Computer Fired Fireworks Display at a total cost of $ 26,000. . Proposals were requested for the Winter Springs 3rd of July Display 2005. . Three (3) Firework Display Companies submitted a total of Five (5) Proposals. PROPOSER PRICE TOTAL SHELL COUNT SHELL COUNT D1SPLA Y MAIN SHOW GRAND FINALE SHELLS PYROTECNICO $ 24,000 2.5 " 3 " 4" 5" 6" 8" 2.5 " 3 " 4" 5" 6" 8" AERIAL I 0 I 100 I 368 I 215 I 112 I 20 I I 0 I 700 I 42 I 20 I 12 I 4 I 1,593 D1SPLA Y Bid #1 MS TOTAL = 815 GF TOTAL = 778 PYROTECNICO $ 24,000 2.5 " 3 " 4" 5" 6" 8" 2.5 " 3" 4" 5" 6" 8" AERIAL I 0 I 250 I 3 I 2 I 207 I 86 I 15 I I 950 I 0 I 42 I 20 I 12 I 4 I 1,898 D1SPLA Y Bid #2 MS TOTAL = 870 GFTOTAL = 1,028 2.5 " 3 " 4" 5" 6" 8" 2.5 " 3 " 4" 5" 6 " 8" MELROSE $ 22,000 I 330 I 360 I 140 I 126 I 80 I II I I 144 I 600 I 35 I 42 I 36 I 2 I 1,906 MS TOTAL = 1,047 GF TOTAL = 859 CENTRAL FLORIDA 2.5 " 3 " 4" 5" 6" 8" 2.5" 3 " 4" 5" 6 " 8" 10" CREATIVE $ 20,000 10" I 0 I 550 I 40 I 20 I 15 I 3 I I I 1,502 PRODUCTIONS Bid #1 I 0 I 315 I 275 I 185 I 90 I 6 I 2 I LLC. GF TOTAL = 629 MS TOTAL = 873 CENTRAL FLORIDA 2.5" 3 " 4" 5" 6" 8" 2.5" 3 " 4" 5" 6 " 8" 10" CREATIVE $ 25,000 10" I 0 I 600 I 40 I 25 I 15 I 3 I I I 1,600 PRODUCTIONS Bid #2 I 0 I 300 I 300 I 200 I 100 I 12 I 4 I LLC. GFTOTAL=684 MS TOTAL = 916 All proposals are computer choreographed and fired with a 30 minute duration. FUNDING: $ 24,000 from Account - Promotional Activities, July 3rd. RECOMMENDATIONS: Authorization of the City Manager to enter into a contract with Pyrotecnico to provide fireworks for July 3, 2005 at a cost of $ 24,000. IMPLEMENTATION SCHEDULE: May, 2005 May, 2005 July 1, & 2, 2005 July 3, 2005 Execute Contract. Pyrotecnico checks and marks site and obtain and review sound track. Initial Setup. Final Setup, Coordination, Display of Show, and Removal. ATTACHMENTS: 1. Request for proposals. 2. Comparison of proposals. 3. Pyrotechnico Proposal. 4. 3rd of July Fireworks Display Contract COMMISSION ACTION: ATTACHMENT #1 r- REQUEST FOR PROPOSALS Winter Springs 4th of July Fireworks Display, 2005 (RFP 002-05-CP) Proposal Due Date: Thursday, January 27,2005 3:00 PM City of Winter Springs 1126 East State Road 434 Winter Springs, FL 32708 OVERVIEW The City of Winter Springs, Florida, wishes to provide a comprehensive 4th of July fireworks display in conjunction with its entertainment extravaganza for the year 2005. The display will cap off a 4-hour event that will include live music children's activities, concessions, and select vendor demonstrations. The evening would conclude with fireworks productions that would have a guaranteed 30 minutes of continuous fireworks displays. The entire period of fireworks displays would be accompanied by prerecorded musical scores with themes appropriate for the occasion. THE CITY OF WINTER SPRINGS. FLORIDA The City of Winter Springs is an upscale residential suburb of30,866 residents, located 15 miles northeast of Orlando in Seminole County, Florida. The City prides itself on its comprehensive park system, and 4th of July Celebration from 1999 - 2004 attracted an average of 30,000 people from the city and surrounding communities during the four hour period between 5 p.m. and 9 p.m. SCOPE OF SERVICES I. The successful proposer will provide all necessary equipment, personnel, and material for set up, display of show, tear down and provide a complete fIreworks display lasting no less than thirty (30) minutes. 2. There shall be a two-phase display with a main body of the show lasting no less than 20 minutes, and a finale lasting no less than 10 minutes. 3. At a minimum, a total shell count of 1,500 shall be provided, and shells shall be "racked" or trenched and may be hand or electronically fIred. 4, During the main body of the show, a minimum of750 shells shall be used, of varying sizes from 2 ~-3 inches to 8 inches. 5. During the finale of the show, a minimum of750 shells shall be used, of varying sizes from 2 ~-3 inches to 8 inches. 6, The successful proposer will provide complete liability insurance coverage, with the City of Winter Springs named as additional Insured, The liability insurance limits shall be no less than 5 Million dollars. 7. The successful proposer will indicate how they will provide a "World Class" Firework Display for the City of Winter Springs. CITY OF WINTER SPRINGS RESPONSIBILITIES WILL INCLUDE: 1, All necessary City approvals and permits. 2. The use of Central Winds Park for preparation, production, and breakdown. 3. Restroom facilities. 4. Parking facilities, and parking coordination near site. ADDITIONAL PROVISIONS: . 1. Proposers shall quote an all-inclusive fee for all services. Payment will be 100% due on July 4,2005. 2. Proposer will provide a listing of the amount of2 W'- 3", 4",5",6", and 8" shells to be provided for the main body fIreworks display and also the Grand Finale fIreworks display. Also indicate the entire fIreworks display will be computer choreographed and computer fIred. 3. Proposals must be submitted to the following by 3:00 P.M., Thursday, January 27,2005 City Clerk, City of Winter Springs City Hall 1126 East State Road 434 Winter Springs, Florida 32708 NOTE: Plainly mark on the outside of the sealed envelope the following information SEALED BID REP No.002-05-CP Winter Springs 4th of July Fireworks Display 2005 Bid Opening: Thursday, January 27, 2005 @ 3:00 PM 4. Proposals must be signed by a principal who has authority to bind the company or firm, and must be effective until March 31, 2005. 5. Proposers must be legally authorized to transact business in the state of Florida and the City of Winter Springs, Applicable state statutes and city ordinances and regulations will apply to any resulting agreement. 6. Proposals must include conditions under which cancellation of the day's events by the City for reasons it deems necessary will require compensation, and in what form or percentage. 7. Proposers may submit alternate proposals. 8. Oral representations by City staff which are outside the scope and content of this RFP and written addenda thereto should not be relied upon as legally binding, and should be viewed as guidance only. 9. Additional information about the City, its.facilities, or other general information can be obtained by contacting the Director of Parks and Recreation, Chuck Pula at 407-327-6590. >-r/J '" <(...l 00 '" N 0 ...l...l ~ ~ 0 0 0 B;~ "'- 00. ~ "'- "'. - - or/J ~- ~- - - r- - - 00..,. ~-.::t OoN 00", 00 '" - - f-- - - , 1-'" "'~ "'~ ",,,, "'~ "'~ 13~ '" - - - - 025 ""0 fn~ fn~ fn~ fn~ u"" ~~ N - - - - :;"N ~~ 00 ~~ ~~ ' 0 r/JO ..,. 00 N ~ ~ ..,...,. ..,. O. - r-- - - V; ~ N - 00 r-- 00 '" '" ;"0 II , " , 0 II , 0 " , 0 II 0 ~ ",0 ...l '" 0 ...l "'~ ~ '" 0 ~ r-- <( '" <( '" , - I- - l- I- e- I- - I- 0 0 0 0 0 V; I- ~~ I- :n..,. I- .,., I- .,., I- NO . ..,. NO NO "" N ~ "" N - "" "" "" - 0 - 0 0 C- O - 0 r- - 0 0 _ N - ..,. - - f-- - &o~ Oo~ 00_ 00 Co:::! - '" I- - - f-- - 5 ' N , , , 0 0 '" - "'''' "'0 ",0 "';: U~ - 00 00 ~ ...l0 I- - I- - ...l:r: , V; , r-- , '" , V; , 0 "'r/J V; _ V;o V;N V; 00 v;o ~~ N N - N I- - I- - ~~ ~~ ' 0 r-- ~~ ' 0 I- ..,...,. ""0 0 '" V; '" 0 - ..,. N '" '" '" ;;0 r-- O. r-- l- I- - 00 f-- 00 - ~ ;"0 II ;"0 II ;"0 II ;:..-, ~ " ;"0 II 0 ~ V; ~ '" ~ ~ 0 ...l N '" '" '" <( l- I- - l- I- f-- I- - I- , 0 , 0 , 0 , 0 0 V; l- V; l- V; 0 l- V; I- .,., I- NO NO . '" NO r/J r/J N", r/J r/J NO r/J ~ ~ - ~ - ~ '-- ~ - ~ >- >- <( <( ...l ...l e. e. r/J r/J Ci Ci 8~- 8~N 0 0 0 '" 0 0 8r~ ~C2~ 0 0- U -.:i~~ N . 'It C2 ~~iii ~~iii N ~~ ~~ e. "" ""ID ""ID cj cj ...l ...l ...l ...l r/J r/J Z Z 0 0 1= 1= <(U <(U O::J O::J -0 -0 0 0 "'0 "'0 U U 0", 0", '" Z Z tie. tie. '" U U '" ~~ ~~ r/J '" '" r/J 0 l- I- 0 ",l- e. 0 0 ::l 1-< 1-< 0 s: s: Gl:;! Gl:;! '" ~ e. e. e. UU UU ATTACHMENT #2 d o ";g ~ '1'::l ~ "Ej s::: 'S o ~ (lj ~ ..... .~ '1'::l ~ l-< ~ '1'::l 8 '1'::l ~ ~ g. l-< b1) o ~ l-< o ~ U l-< ~ "Ej 0.. S o u ~ ~ CIl - (lj CIl o 0.. o l-< 0.. - ~ Januaty 26, 2005 Chuck Pula City of Winter Springs Office of the Parks & Recreation 1126 East Road 434 Winter Springs, Florida 32708 ~ Bringing the night to light! Dear Chuck, Thanks for the opportunity to bid on this years /7/3/05/ fireworks display for the city I hope we can be of service. I have included two variations of our $24,000.00 quote. As your RFP stated, 2 0"-8" shells, I kept within these guidelines. Last year we had 10" shells and nothing smaller than 4" in the body. Your proposal represents a complete contract which includes all material and equipment to fire your display, along with our Ten Million A + 15 Insurance coverage. Also, included are the services of our highly trained and professional pyrotechnician teams to set up, fire your display, and provide all clean up at the conclusion of the program. Regarding your scope of services, we can comply with all that you request The show will be computer choreographed and fired This is HWor/d Class" fireworks entertainment We are using state of the art digital firing systems, providing the best of the best in product and bringing over 100 years of experience to the job. In 2004, we were selected for the following "World Class" events: I. NFL Super Bowl Halftime Show 2 NHL Stanley Cup Championship 3. Democratic National Convention Not many companies can make the same claim. Thanks again. I will talk with you soon. Sinceref: , ote n co HEADQUARTERS New Castle, PA Phone: 1-800-854-4705 1-724-652-9555 Fax: 1-724-652-1288 P,O. Box 149 New Castle, PA 16103 Montgomery, AL Phone: 1-800-255-1199 1-334-286-4044 Fax: 1-334-286-4037 Atlanta, GA Phone: 1-877-924-0102 1-770-924-0102 Fax: 1-770-924-2646 New Orleans, LA Phone: 1-800-783-2513 1-985-893-8800 Fax: 1-985-893-1215 Tampa, FL Phone: 1-727-857-9766 Fax: 1-727-857-9767 I www.pyrotecnico.coml Pyrotecnico 1/26/2005 CofWS 7/3 $24,000 0 Pg. 1 of 7 PROPOSAL .."'* Bringing the night to light! SPECIAL ENTERTAINMENT PRESENTATION CITY OF WINTER SPRINGS "FOURTH OF JULY" WINTER SPRINGS, FLORIDA JULY 3, 2005 $24,000.00 @ AERIAL DISPLAY PRESENT A liON THIS PRODUCTION INCLUDES: P.O. Box 149 New Castle, PA 16103 PHONE: 724-652-9555 800-854-4705 FAX: 724-652-1288 NEW CASTLE, PA "fireworks CapitaL of America." I www.pyrotecnico.com I ~~ All Necessary Insurance to include: Ten Million Dollar General Liability Insurance, . Ten Million in Commercial Transportation Insurance, and State Worker's Compensation. ~ .'~ Our Trained Technicians to Produce The Display. #~ All Transportation and Delivery Costs. Transportation provided by our Commercially Licensed Drivers #-~: All Materials and Equipment to Fire the Display. #~: All Necessary Safety Precautions to Provide a Safe and Spectacular Display. Assistance with Local and State Fireworks Display Permits. #-~ A Highly Choreographed Display Design. #-~ The Widest Variety of Top Quality Shells and Special Effects from around the Globe that includes our Own American Products. Pyrotecnlco 1/26/2005 CotwS 7/3 $24.000 8 Pg. 1 of 4 Pyrotecnico 1/26/2005 ryROTt( I (0 SPECIAL ENTERTAINMENT PRESENTATION CITY OF WINTER SPRINGS "FOURTH OF JULY" WINTER SPRINGS, FLORIDA JULY 3, 2005 $24,000.00 8 AERIAL DISPLAY PRESENTATION BODY mREE INCH SHELLS 5 - Extra Loud Titanium Salutes 100 - Multi Color Star Shells 100 - Fancy and Color Changing Shells 1 5 - Special Effect Shells 15 - Variegated Crackling Shells 1 5 - Assorted Stickless or Comets FOUR INCH SHELLS 100 - Multi Color Star Shells 100 - Fancy and Color Changing Shells 25 - Special Effect Shells 25 - Variegated Crackling Shells 25 - Pattern Shells 25 - Assorted Stickless or Comets FIVE INCH SHELLS 75 - Multi Color Star Shells 75 - Fancy and Color Changing Shells I 5 - Special Effect Shells 15 - Variegated Crackling Shells I 5 - Pattern Shells SIX INCH SHELLS 35 - Multi Color Star Shells 30 - Fancy and Color Changing Shells 5 - Special Effect Shells 5 - Variegated Crackling Shells 5 - Pattern Shells CofWS 7/3 $24,000 @ Pg. 2 of 4 ~yRO tC\\/(O EIGHT INCH SHELLS 5 - Color Changing Chrysanthemum Shells with Pistol and Tails 5 - Color Changing Peony Shells with Pistils and Tails 3 - Pattern Shells 2 - Assorted Color Changing: Kamuro, Diadems, and Willows with Large Raising Tails LOW LEVEL PRESENTATION I - 100 Shot Sino Fan Cake 1 - 1 50 Shot Happy Stars Cake 1 - 300 Shot Peacock Exercise Cake 1 - 600 Shot Silver Swallow Cake I - 600 Shot City Nights Cake I - 1000 Shot Whistling Comet Cake 2,750 Total Shots SPECIAL FLIGHT SCENES GOLDEN PALM TREES 4 - 4" Golden Palm Trees 4 - 5" Golden Palm Trees 2 - 6" Golden Palm Trees RED, WHITE AND BLUE WHISTLE 4 - 4" Red, White and Blue Whistle 4 - 5" Red, White and Blue Whistle 2 - 6" Red, White and Blue Whistle CRACKLING STAR SHELLS 4 - 4" Crackling Star Shells 4 - 5" Crackling Star Shells 2 - 6" Crackling Star Shells GRAND FINALE PRESENTATION 950 - 2 '/2 " Assorted Color Changing Star Shells and Titanium Salutes 42 - 4" Color Changing Chrysanthemum Shells 20 - 5" Two Color Peony Shells 12 - 6" Large Multi Colored Chrysanthemum Shells 4 - 8" Special Effect Shells Pyratecnico 1/26/2005 CafWS 7/3 $24,000 6 Pg. 3 of 4 Pyrotecnico 1/26/2005 p Y R 0 E( I (0 SPECIAL ENTERTAINMENT PRESENTATION CITY OF WINTER SPRINGS "FOURTH. OF JULY" WINTER SPRINGS, FLORIDA JULY 3, 2005 $24,000.008 PRESENTATION RECAP BODY 250 - Three Inch Shells 300 - Four Inch Shells 195 - Five Inch Shells 80 - Six Inch Shells 15 - Eight Inch Shells LOW LEVEL PRESENTATION 1 - 100 Shot Sino Fan Cake 1 - 1 50 Shot Happy Stars Cake 1 - 300 Shot Peacock Exercise Cake 1 - 600 Shot Silver Swallow Cake 1 - 600 Shot City Nights Cake 1 - 1000 Shot Whistling Comet Cake 2,750 Total Shots SPECIAL FLIGHT COMBINATIONS 12 - Four Inch Shells 12 - Five Inch Shells 6 - Six Inch Shells GRAND FINALE 950 - Two and One Half Inch Shells 42 - Four Inch Shells 20 - Five Inch Shells 12 - Six Inch Shells 4 - Eight Inch Shells CofWS 7/3 $24,000 @ Pg. 4 of 4 13500 Lake Vining Drive #16307 C# 407/808-9664 Orlando, FL 32821 E-mail: samedeo@pyrotecnico.com INDOOR SHOWS Louisiana Choppa-2002 Sugar Bowl-200t, 2002 Krewe ofLouisiane-2002 Franklinton Community Theatre, usa Show-2002 D-Day Museum, 1st Anniversary-2002 D-Day Museum, Grand Opening-2001 Southern Decadence-2001 Cooper T, Smith-2001 Legend Films Awards Ceremony-2001 Trahan Dance Company-200l Krewe ofEndymion-2001 License Holder- LA Disney On Ice-Jungle Stories Phantom of the Opera WWF WCW Bow-Wow Britney Spears Creed Jekyll and Hyde Florida Orlando Predators-20OJ Abracadabra-2002 Alabama Tuskegee Museum Opening-2002 13500 Lake Vining Drive #16307 C# 407/808-9664 Orlando, FL 32821 E-mail: samedeo@pyrotecnico.com Steven P. Aanedeo OBJECTIVE To obtain the "Fourth of July" show for 2005 for the city of Winter Springs utilizing Pyrotecnico's experience with professional fireworks shows. SUMMARY Five years+ experience with outdoor and indoor pyrotechnic and special effects productions including confetti, bubbles, snow, and fly guys, Positions held include lead technician, assistant technician, and production assistant. Trained in the use of Fire-One@, Pyrodigital@, Pyropak@, and Pyromat(l@ firing systems, Experience encompasses many areas such as football and baseball teams, festivals, conventions, and concert and theatrical tours. CAREER HIGHLIGHTS · Tech on "Wishes" at Walt Disney World in The Magic Kingdom. · Lead technician for outdoor fireworks for Super Bowl XXXIV, Atlanta, GA. · Former President George Bush, Tuskegee Museum Opening-2002, · Lead technician for Sugar Bowls 2001 and 2002. · New Orleans New Years Celebrations 2001 and 2003, · New Orleans Saints training camps 2000 and 2001. · Lead and assistant positions for New Orleans Zephyr's baseball seasons- 1999-present. PROFESSIONAL AND FREE-LANCE EXPERIENCE 1999-Present Pyrotecnico Show Producer · Production of outdoor and indoor events. · One-on-one client contact, · Lead technician on most events. New Castle, P A 2004 Walt Disney World Resorts Stage Tech III · Tech on "Wishes" as Magic Kingdom, · Trained on Spotters 2,5,6, and Mainsite shooter, · Trained on special event fireworks tech. Orlando, FL 2004 Universal Orlando Resorts Pyro Tech IV · Assist with daily objectives, · Assist on events and productions. Orlando, FL 1999-2004 Classic Effects Madisonville, LA Free-Lance Pyrotechnician · Production of indoor events. · One-on-one client contact, · Experience with the use of confetti, snow, bubble, and fly guys, 13500 Lake Vining Drive #16307 C# 407/808-9664 Orlando, FL 32821 E-mail: samedeo@pyrotecnico.com OUTDOOR SHOWS Louisiana Treasure Chest Casino New Year's Celebration-2004 New Orleans Zephyr's-1999, 2002 New Orleans Saints Training Camp-2000, 2001 Pitts Management Party-2000, 2002 Breaux Bridge Christmas Festival-1999, 2001 Sugar Bowl-2002 Baton Rouge Christmas Festival-2001 New Orleans New Years Celebration-2001, 2003 Chef Soiree-200 1, 2002 Baton Rouge Symphony Fourth ofJuly Celebration-2000, 2001 City of Monroe Jaycees- 2001 Bally's Casino Fourth of July Celebration-200 1 French Quarter Festival-2001 Gretna Heritage Festival-2001 Nicholls State University Homecoming-2001, 2002 Lundi Gras-2000 Aquarium of the Americas-2000 Jazzland Theme Park-2000 Fort Polk Fourth of July Celebration-2000 Contraband Days-2000 Alabama University ofMobile-2004 Mobile Bay Bears-2002 Season Florida Port St. Lucie Mets-2003, 2004 University of Jacksonville-2003, 2004 Boca Raton Boat Parade-2002, 2003 Vero Beach High School-2003 Boca Raton Yacht Club-2003 Lakeland Christmas Parade-2003 ME Productions-Dolphin Resort-2002 Sandestin Beach Hilton, Numerous Shows Mississippi Silver Star Casino Summertacular-2004 Season Silver Star Casino Fourth of July Celebration-2002, 2003 Dr, Brent Wedding-2002 Isle of Capri 10th Anniversary-2002 Oklahoma Target Opening-2002 Georl!ia Super Bowl XXXIV-2000 Atlanta Jazz Festival-2001 Texas Girl Scouts Corporate Birthday-2002 ATTACHMENT #4 CITY OF WINTER SPRINGS 3RD of JULY FIREWORKS DISPLAY CONTRACT THIS AGREEMENT is made this, _ day of , 2005 by and between the CITY OF WINTER SPRINGS, FLORIDA, a Florida Municipal Corporation, whose address is 1126 East State Road 434, Winter Springs, Florida ("City") and S. Vitale Pyrotechnic Industries, Inc., a Pennsylvania Corporation DIBI AlPyrotenico of Florida; 302 Wilson Road, New Castle, P A 16103 ("Contractor"). RECITALS: WHEREAS, the Contractor desires to provide to the City certain services under the terms and conditions set forth in this Agreement. IN CONSIDERATION of the mutual covenants and provisions hereof, and other good, and valuable considerations, the receipt and sufficiency all or which is hereby acknowledged, the parties desiring to be legally bound do hereby agree as follows: ARTICLE I GENERAL PROVISIONS 1.1 Definitions. For purposes of this Agreement, the following terms and words shall have the meaning ascribed to them, unless the context clearly indicates otherwise. (a) "Agreement" or "Contract" shall be used interchangeably and shall refer to this Agreement, as amended from time to time, which shall constitute authorization for the Contractor to provide the services stated herein to the City. (b) "City" is the City of Winter Springs, Florida, a Florida Municipal Corporation. (c) "Contractor" shall mean S. Vitale Pyrotechnic Industries, Inc, DIBI A Pyrotecnico of Florida, LLC of Tampa, its agents, employees and contractors thereof. (d) "Effective Date" shall be the date on which the last signatory hereto shall execute this Agreement, and it shall be the date on which this Agreement shall to into effect. The Agreement shall not be effective against any party until said date. (e) "Public Record" is as described in Section 119.011(1), Florida Statutes. (f) "Services" shall include the performance of the Services outlined III Article 2 of this Agreement. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page I of 10 1.2 Enea2ement. The City hereby engages the Contractor and the Contractor agrees to perform the Services outlined in this Agreement for the stated fee arrangement. No prior or present agreements or representations shall be binding upon any of the parties hereto unless incorporated in this Agreement. 1.3 Due Dilieence. The Contractor acknowledges that it has investigated prior to execution of the Agreement and satisfied itself, as to the conditions affecting the Services, the availability of materials and labor, the cost thereof, the requirements to obtain necessary to complete the Services within the time set forth herein. The Contractor warrants unto the City that it has the competence and abilities to carefully and faithfully complete the Services within the time set forth. The Contractor will perform it Services with due and reasonable diligence consistent with sound professional practices. ARTICLE 2 DESCRIPTION OF SERVICES TO BE PERFORMED 2.1 Scope of Services. The Services to be performed under this Agreement are as follows: (a) Contractor agrees to furnish the City an outdoor public exhibition of pyrotechnics (alk/a fireworks display) in a manner which is traditionally seen throughout the United States of America on the 3rd of July. The exhibition shall be at Central Winds Park on the lakefront on the evening of July 3, 2005 at 9:00 P.M. The specific areas for staging shall be at locations designated by the City and reasonably approved by Contractor. (b) Contractor agrees to furnish a duly qualified and experienced pyrotechnist and all labor necessary for exhibition of pyrotechnics The exhibition shall last approximately thirty (30) minutes and shall contain a minimum of 4,648 fireworks shells and effects, the size and type of which shall be as specifically described in Exhibit "A", attached hereto and incorporated herein. The exhibition shall be coordinated with a musical score which shall be played simultaneously with the exhibition of pyrotechnics. The score will be suitable for a traditional 4th of July fireworks event. (c) Contractor agrees to pay all freight, expenses and cartage charges. (d) Contractor agrees to pay all traveling and other expenses of pyrotechnist and assistants, which may be necessary for exhibition of pyrotechnics. (e) Contractor agrees to provide and operate a computer firing system and musical score produced by Steven Amedeo, no longer than June 10,2005. Contractor will review and coordinate musical score with City Equipment Contractor. 3rd of July fireworks Display Contract City of Winter Springs - S, Vitale Pyrotechnic Industries, Inc. Page 2 of 10 (f) Contractor agrees that, in the event of rain or inclement weather, a postponement may be made by the City, at its discretion, the rain date will take place on July 4,2005. Any additional reasonable and actual out-of- pocket expenses that are incurred by the Contractor due to the postponement may be added to the original contract price upon advance approval of the City provided, however, the total of such additional expenses shall not exceed ten (10%) percent of contract price. (g) Contractor may cancel or delay the start or completion of the fireworks display if in its professional opinion to continue the display would violate any laws of any governing bodies or pose any threat to human life, limb, or property, such as high winds, hazards in the firing area, and unauthorized persons entering the firing area. If Contractor cancels the display, in its professional judgment, the display shall be shown at a later date in accordance with the terms of this Agreement. (h) Contractor agrees, at its expense, to procure any and all permits or licenses that may be required by governmental authorities. 2.2 Professionalism. The Contractor shall do, perform and carry out III a professional manner all Services required to be performed by this Agreement. 2.3 Submittal of Proeress Reports. Upon request by the City, Contractor shall submit a written progress report as to the status of all Services set forth in the Agreement. The report shall in a sufficient manner demonstrate what services were performed under this Agreement. If the detail is not sufficient in the City Manager's reasonable discretion to permit the City to determine the Services performed or the manner in which it is being performed, the City may seek more detail from the Contractor. 2.4 Warranty of Professional Services. The Contractor hereby warrants unto the City that it has sufficient experience to properly complete the Services specified herein or as may be performed pursuant to this Agreement. In pursuit of any Services, the Contractor shall supervise and direct the Services, using it best skill and attention and shall enforce strict discipline and good order among it employees and agents. The Contractor shall comply with all laws, ordinances, rules, regulations, and lawful orders of any public authority bearing on performance of the Services. The Contractor shall pay all taxes, fees, license fees required by law, including but not limited to occupational fees and withholding taxes and assume all costs incident to the Services, except as provided herein. ARTICLE 3 COMPENSATION PAYMENT TERMS 3.1 Compensation. For the performance and full completion of the Services specified herein, City agrees to pay Contractor a total amount of $ 24,000.00. Full payment shall be made by the City to the Contractor prior to the display upon receipt of a 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc, Page 3 of 10 proper written invoice. There shall be no other compensation due contractor for the Services provided under this Agreement, unless specifically agreed to by the City in writing. 3.2 Invoices and Payment Terms. Contractor shall submit to the City detailed invoices for all Services performed and reimbursable expenses incurred under this Agreement. ARTICLE 4 GENERAL CONDITIONS OF SERVICES 4.1 City Inspection. Subject to a right of appeal to the City Commission of the City Winter Springs, the City Manager shall have authority to reject Services as not conforming to this Agreement. Prior to the commencement of the exhibition of the pyrotechnics, the City shall have the right, but not obligation, to inspect the fireworks to determine that the display is ready for public exhibition as required hereunder. 4.2 Services is a Private Undertakine. With regard to any and all Services performed hereunder, it is specifically understood and agreed to by and between the parties hereto that the contractual relationship between the City and Contractor is such that the Contractor is an independent contractor and is neither an agent nor employee of the City. Nothing in this Agreement shall be interpreted to establish any relationship other than that of an independent contractor, between the City, on one hand, and the Contractor, during or after the performance of the Services under this Agreement. 4.3 City's Responsibilities. The City shall cooperate with the Contractor by: (a) Designating a person with authority to act on the City's behalf on all matters concerning the Services being provided hereunder; (b) Arrange for access to public and private property by the Contractor as necessitated by the Services. (c) To provide, with the assistance of Contractor, the location of an area at Central Winds Park which can be considered a "Safe Firing Site". (d) City agrees to furnish and set up rope lines and other reasonable crowd control safeguards for the protection of the public and Contractor. (e) City agrees to furnish ample police presence to provide crowd control for the protection of the public and Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 4 of 10 ARTICLE 5 SUBCONTRACTS; ASSIGNMENT 5.1 Assienment and Subcontractine. Unless otherwise specifically required by this Agreement, the Contractor shall not assign, sublet, or transfer any rights of Services under or interest in (including, but without limitations, moneys that may become due) this Agreement without the written consent of the City, except to the extent that any assignments, sublet, or transfer is mandated by law or the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to any assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. Further, the Contractor shall not subcontract any portion or all of the Services without the written consent of the City. Nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to anyone other than the City and the Contractor, and all duties and responsibilities undertaken pursuant to this Agreement will be the sole and exclusive benefit of the City and the Contractor and not for the benefit of any other party. 5.2 Any costs caused by defective or ill-timed Services shall be borne by the party responsible therefore. ARTICLE 6 MISCELLANEOUS PROVISIONS 6.1 Governine Law: Venue. The Contract shall be governed by the law of the State of Florida. Venue of all disputes shall be properly placed in Seminole County, Florida. The parties agree that the Agreement was consummated in Seminole County, and the site of the Services is Seminole County. If any dispute concerning this Contract arises under Federal law, the venue will be Orlando, Florida. 6.2 Contractor's Representative. The Contractor shall be designate an individual to act as a representative for the Contractor under this Agreement with the authority to transmit instructions, receive information, and make or interpret the Contractor's decisions. This person shall be the Contractor's contract administrator. The Contractor may from time to time designate other individuals or delete individuals with the authority to act for the Contractor under this Agreement with the authority to transmit instructions, receive information, and make or interpret the Contractor's decisions. All deletions or designation of individuals to serve as a representative shall be given by written notice. 6.3 Notices. All projects hereunder, all notices, demands, requests, instructions, approvals, and claims shall be in writing. All notices of any type hereunder shall be given by U.S. mail or by hand delivery to an individual authorized to receive mail for the below listed individuals, all to the following individuals at the following locations: 3rd of July fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 5 of 10 TO THE CITY: Mr. Ronald W. McLemore City Manager City of Winter Springs 1126 East State Road 434 Winter Springs, FL 32708-2799 (407) 327-5957 (Phone) (407) 327-6686 (Fax) wlcopy to: Anthony A. Garganese City Attorney Brown, Salzman & Weiss, & Garganese, P .A. 225 E. Robinson S1., Ste. 660 P.O. Box 2873 Orlando, FL 32802-2873 (407) 425-9566 (Phone) (407) 425-9596 (Fax) TO THE CONTRACTOR: Stephen J. Vitale S. Vitale Pyrotechnic Industries, Inc. DIBIA Pyrotecnico of Florida 302 Wilson Road P.O. Box 149 New Castle, P A 16103 (877) 924-0102 (Phone) (770) 924-2646 (Fax) Notice shall be deemed to have been given and received on the date the notice is physically received if given by hand delivery, or if notice is given by first class U.S. mail, postage prepaid, then notice shall be deemed to have been given upon the date said notice was deposited in the U.S. Mail addressed in the manner set forth above. Any party hereto by giving notice in the manner set forth herein may unilaterally change the name of the person to whom notice is to be given or the address at which notice is to be received. 6.4 Public Record. It is hereby specifically agreed that any record, document, computerized, information and program, audio or video tape, photograph, or other writing of the Contractor related, directly or indirectly, to this Agreement, may be deemed to be a Public Record whether in the possession or control of the City or the Contractor. Said record, document, computerized information and program, audio or video tape, photograph, or other writing of the Contractor is subject to the provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the City. Upon request by the City, the Contractor shall promptly supply copies of said public records of the City. All books, cards, registers, receipts, documents, and other papers in connection with this Agreement shall at any and all reasonable times 3rd of July fireworks Display Contract City of Winter Springs - S, Vitale Pyrotechnic Industries, Inc, Page 6 of 10 during the normal working hours of the Contractor be open and freely exhibited to the City for the purpose of examination and/or audit. 6.5 Interpretation. Both the City and the Contractor have participated in the drafting of all parts of this Agreement. As a result, it is the intent of the parties that no portion of this Agreement shall be interpreted more harshly against either of the parties as the drafter. 6.6 Amendment of Al!reement. Modifications or changes in this Agreement must be in writing and executed by the parties bound to this Agreement. 6.7 Severability. If a word, sentence, or paragraph herein shall be declared illegal, unenforceable, or unconstitutional, the said word, sentence, or paragraph shall be severed from this Contract, and this Contract shall be read as if said illegal, unenforceable, or unconstitutional word, sentence, or paragraph did not exist. 6.8 Additional Assurances. The Contractor certifies that: (a) No principal (which includes officers, directors, or executive) or individual holding a professional license and performing Services under this Agreement is presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in any Services required by this Agreement by any Federal, State, or local governmental commission, department, corporation, subdivision, or agency; (b) No principal (which includes officers, directors, or executive), individual holding a professional license and performing Services under this Agreement, employee, or agent has employed or otherwise provided compensation to, any employee or officer of the City; and (c) No principal (which includes officers, directors, or executive), individual holding a professional license and performing Services under this Agreement, employee or agent has willfully offered an employee or officer of the City any pecuniary or other benefit with the intent to influence the employee or officer's official action or judgment. 6.9 Attorney's Fees. Should any litigation arise concerning this Agreement between the parties hereto, the parties agree to bear their own costs and attorney's fees. 6.10 Entire Al!reement. This Agreement represents the entire and integrated Agreement between the parties and supersedes all prior negotiations, representations, or Agreements, either oral or written, and all such matters shall be deemed merged into this Agreement. 3rd of July fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc, Page 7 of 10 6.11 Soverei2n Immunitv. Nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed regarding the City's potential liability under state or federal law. ARTICLE 7 TIME 7.1 Time is the Essence. The Contractor acknowledges and agrees that time is of the essence for the completion of the Services to be performed under this Agreement. ARTICLE 8 PROTECTION OF PERSONS AND PROPERTY: INSURANCE 8.1 Worker's Compensation. Upon the effective date of this Agreement, Contractor shall provide proof of worker's compensation insurance in the minimum amount required by law (if required). 8.2 Professional Liabilitv/Malpractice General Liabilitv. Upon the effective date of this Agreement, Contractor shall submit proof of general liability insurance to cover claims for general liability because of bodily injury or death of any person or property damage arising out of this Agreement or any Services provided hereunder. The insurance shall have minimum amount of coverage of $ 1,000,000.00 per occurrence. 8.3 Insurance Requirements. This paragraph shall be applicable to Sections 8.1 and 8.2. The insurance required by this Article shall include the liability and coverage provided herein, or .as required by law, whatever requirements afford greater coverage. All of the policies of insurance so required to be purchased and maintained for the certificates (or other evidence thereof) shall contain a provision or endorsement that the coverage afforded will not be canceled, materially changed or renewal refused until at least thirty (30) days' prior written notice has been given to the City and the Contractor by certified maiI, return receipt requested. All such insurance shall remain in effect until final payment. Unless agreed to by the City to the contrary, the City shall be named on the foregoing insurance policies as "additional insured". The Contractor shall cause its insurance carriers to furnish insurance certificates specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such policies, and a statement that no insurance under such policies will be canceled without thirty (30) days' prior written notice to the City in compliance with other provisions of this Agreement. All insurance policies or coverage's required to be maintained by Contractor under this Agreement shall be "no deductible" policies and coverage's. For all Services performed pursuant to this Agreement, the Contractor shall continuously maintain such insurance in the amounts, type, and quality as required by Sections 8.1 and 8.2. In the event Contractor fails to maintain said insurance, City, at its option, may elect to terminate this Agreement without penalty by written notice to Contractor. 3rd of July fireworks Display Contract City of Winter Springs - S, Vitale Pyrotechnic Industries, Inc. Page 8 of IO 8.4 Indemnification and Hold Harmless. For all Services performed pursuant to this Agreement, the Contractor agrees to the fullest extent permitted by law, to indemnify and hold harmless the City and its employees, officers, and attorneys form and against all claims, losses, damages, personal injuries (including but not limited to death), or liability (including reasonable attorney's fees), directly or indirectly arising from the negligent acts, errors, omissions, intentional or otherwise, arising out of or resulting from Contractor's performance of any Services provided pursuant to this Agreement. The indemnification provided above shall obligate the Contractor to defend at its own expense or to provide for such defense, at the option of the City, as the case may be, of any and all claims of or its employees, officers, and attorneys which may result from the Services under this Agreement whether the Services be performed by the Contractor or anyone directly or indirectly employed by them. In all events the City shall be permitted to choose legal counsel of it sole choice, the fees for which shall be reasonable and subject to and included with this indemnification provided herein. This paragraph 8.4 shall survive termination of this Agreement. 8.5 Standard of Care. In performing its Services hereunder, the Contractor will use that degree of care and skill ordinarily exercised, under similar circumstances by reputable members of its profession practicing in the same or similar locality. ARTICLE 9 TERMINATION OF THE CONTRACT 9.1 Termination Bv City. The City may terminate this Agreement for convenience, at any time, without pen~lty, by providing written notice of termination to Contractor. However, to the extent Services have been performed by Contractor, the City shall pay the Contractor, as full payment for all Services performed and all expenses incurred, the sums that are actually due and owing to the Contractor for payment of all Services completed to the City's satisfaction through the termination date, along with reimbursable expenses (if any) as provided in this Agreement, provided the amount will not exceed the contract price as provided in paragraph 3.1 above. Any payment due shall be subject to the Contractor supplying the City with detailed invoices as described in this Agreement. Upon notice of termination, the Contractor shall cease all Services being provided hereunder unless otherwise directed by City in writing. 9.2 Termination bv Contractor. With at least five (5) days written notice to the City, Contractor may terminate this Agreement if the City Fails to make any payment of compensation due Contractor under this Agreement. 9.3 Waiver. Failure of the City to insist upon performance within any time period or upon a proper level or quality of performance shall not act as a waiver of the City's right to later claim a failure to perform on the part of the Contractor. 3rd of July fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 9 of 10 ARTICLE 10 TERM OF AGREEMENT 10.1 Term. The term of this Agreement shall commence upon full execution of this Agreement by the parties and end at such time Contractor has fully performed all the Services required by this Agreement to the complete satisfaction of the City. IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by their duly authorized representatives as of the date first written above. CITY: CITY OF WINTER SPRINGS, FLORIDA WITNESSES By: Ronald W. McLemore Title: City Manager Print Name: Print Name: Dated: CONTRACTOR: WITNESSES S. Vitale Pyrotechnic Industries, Inc. DIBI A Pyrotecnico of Florida Print Name: By: Title: Print Name: Dated: 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 10 of 10 Date: April 25, 2005 The following Agreement (part of Consent "201") is partially executed and has been forwarded to the Department Director for the other party's signature ATTACHMENT #4 CITY OF WINTER SPRINGS 3RD of JULY FIREWORKS DISPLAY CONTRACT THIS AGREEMENT is made this, _ day of , 2005 by and between the CITY OF WINTER SPRINGS, FLORIDA, a Florida Municipal Corporation, whose address is 1126 East State Road 434, Winter Springs, Florida ("City") and S. Vitale Pyrotechnic Industries, Inc., a Pennsylvania Corporation DIBI AlPyrotenico of Florida; 302 Wilson Road, New Castle, P A 16103 ("Contractor"). RECITALS: WHEREAS, the Contractor desires to provide to the City certain services under the terms and conditions set forth in this Agreement. IN CONSIDERATION of the mutual covenants and provisions hereof, and other good, and valuable considerations, the receipt and sufficiency all or which is hereby acknowledged, the parties desiring to be legally bound do hereby agree as follows: ARTICLE I GENERAL PROVISIONS 1.1 Definitions. For purposes of this Agreement, the following terms and words shall have the meaning ascribed to them, unless the context clearly indicates otherwise. (a) "Agreement" or "Contract" shall be used interchangeably and shall refer to this Agreement, as amended from time to time, which shall constitute authorization for the Contractor to provide the services stated herein to the City. (b) "City" is the City of Winter Springs, Florida, a Florida Municipal Corporation. (c) "Contractor" shall mean S. Vitale Pyrotechnic Industries, Inc, DIBIA Pyrotecnico of Florida, LLC of Tampa, its agents, employees and contractors thereof. (d) "Effective Date" shall be the date on which the last signatory hereto shall execute this Agreement, and it shall be the date on which this Agreement shall to into effect. The Agreement shall not be effective against any party until said date. (e) "Public Record" is as described in Section 119.011(1), Florida Statutes. (f) "Services" shall include the performance of the Services outlined III Article 2 of this Agreement. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc, Page 1 of 10 1.2 En2a!!ement. The City hereby engages the Contractor and the Contractor agrees to perform the Services outlined in this Agreement for the stated fee arrangement. No prior or present agreements or representations shall be binding upon any of the parties hereto unless incorporated in this Agreement. 1.3 Due Dili!!ence. The Contractor acknowledges that it has investigated prior to execution of the Agreement and satisfied itself, as to the conditions affecting the Services, the availability of materials and labor, the cost thereof, the requirements to obtain necessary to complete the Services within the time set forth herein. The Contractor warrants unto the City that it has the competence and abilities to carefully and faithfully complete the Services within the time set forth. The Contractor will perform it Services with due and reasonable diligence consistent with sound professional practices. ARTICLE 2 DESCRIPTION OF SERVICES TO BE PERFORMED 2.1 Scope of Services. The Services to be performed under this Agreement are as follows: (a) Contractor agrees to furnish the City an outdoor public exhibition of pyrotechnics (a1k1a fireworks display) in a manner which is traditionally seen throughout the United States of America on the 3rd of July. The exhibition shall be at Central Winds Park on the lakefront on the evening of July 3, 2005 at 9:00 P.M. The specific areas for staging shall be at locations designated by the City and reasonably approved by Contractor. (b) Contractor agrees to furnish a duly qualified and experienced pyrotechnist and all labor necessary for exhibition of pyrotechnics The exhibition shall last approximately thirty (30) minutes and shall contain a minimum of 4,648 fireworks shells and effects, the size and type of which shall be as specifically described in Exhibit "A", attached hereto and incorporated herein. The exhibition shall be coordinated with a musical score which shall be played simultaneously with the exhibition of pyrotechnics. The score will be suitable for a traditional 4th of July fireworks event. (c) Contractor agrees to pay all freight, expenses and cartage charges. (d) Contractor agrees to pay all traveling and other expenses of pyrotechnist and assistants, which may be necessary for exhibition of pyrotechnics. (e) Contractor agrees to provide and operate a computer firing system and musical score produced by Steven Amedeo, no longer than June 10, 2005. Contractor will review and coordinate musical score with City Equipment Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 2 of 10 (f) Contractor agrees that, in the event ofrain or inclement weather, a postponement may be made by the City, at its discretion, the rain date will take place on July 4,2005. Any additional reasonable and actual out-of- pocket expenses that are incurred by the Contractor due to the postponement may be added to the original contract price upon advance approval of the City provided, however, the total of such additional expenses shall not exceed ten (10%) percent of contract price. (g) Contractor may cancel or delay the start or completion of the fireworks display if in its professional opinion to continue the display would violate any laws of any governing bodies or pose any threat to human life, limb, or property, such as high winds, hazards in the firing area, and unauthorized persons entering the firing area. If Contractor cancels the display, in its professional judgment, the display shall be shown at a later date in accordance with the terms of this Agreement. (h) Contractor agrees, at its expense, to procure any and all permits or licenses that may be required by governmental authorities. 2.2 Professionalism. The Contractor shall do, perform and carry out III a professional manner all Services required to be performed by this Agreement. 2.3 Submittal of Proeress Reports. Upon request by the City, Contractor shall submit a written progress report as to the status of all Services set forth in the Agreement. The report shall in a sufficient manner demonstrate what services were performed under this Agreement. Ifthe detail is not sufficient in the City Manager's reasonable discretion to permit the City to determine the Services performed or the manner in which it is being performed, the City may seek more detail from the Contractor. 2.4 Warranty of Professional Services. The Contractor hereby warrants unto the City that it has sufficient experience to properly complete the Services specified herein or as may be performed pursuant to this Agreement. In pursuit of any Services, the Contractor shall supervise and direct the Services, using it best skill and attention and shall enforce strict discipline and good order among it employees and agents. The Contractor shall comply with all laws, ordinances, rules, regulations, and lawful orders of any public authority bearing on performance of the Services. The Contractor shall pay all taxes, fees, license fees required by law, including but not limited to occupational fees and withholding taxes and assume all costs incident to the Services, except as provided herein. ARTICLE 3 COMPENSATION PAYMENT TERMS 3.1 Compensation. For the performance and full completion of the Services specified herein, City agrees to pay Contractor a total amount of $ 24,000.00. Full payment shall be made by the City to the Contractor prior to the display upon receipt of a 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 3 of 10 proper written invoice. There shall be no other compensation due contractor for the Services provided under this Agreement, unless specifically agreed to by the City in writing. 3.2 Invoices and Payment Terms. invoices for all Services performed and Agreement. Contractor shall submit to the City detailed reimbursable expenses incurred under this ARTICLE 4 GENERAL CONDITIONS OF SERVICES 4.1 City Inspection. Subject to a right of appeal to the City Commission of the City Winter Springs, the City Manager shall have authority to reject Services as not conforming to this Agreement. Prior to the commencement of the exhibition of the pyrotechnics, the City shall have the right, but not obligation, to inspect the fireworks to determine that the display is ready for public exhibition as required hereunder. 4.2 Services is a Private Undertakin2. With regard to any and all Services performed hereunder, it is specifically understood and agreed to by and between the parties hereto that the contractual relationship between the City and Contractor is such that the Contractor is an independent contractor and is neither an agent nor employee of the City. Nothing in this Agreement shall be interpreted to establish any relationship other than that of an independent contractor, between the City, on one hand, and the Contractor, during or after the performance of the Services under this Agreement. 4.3 City's Responsibilities. The City shall cooperate with the Contractor by: (a) Designating a person with authority to act on the City's behalf on all matters concerning the Services being provided hereunder; (b) Arrange for access to public and private property by the Contractor as necessitated by the Services. (c) To provide, with the assistance of Contractor, the location of an area at Central Winds Park which can be considered a "Safe Firing Site". (d) City agrees to furnish and set up rope lines and other reasonable crowd control safeguards for the protection of the public and Contractor. (e) City agrees to furnish ample police presence to provide crowd control for the protection of the public and Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 4 of 10 ARTICLE 5 SUBCONTRACTS; ASSIGNMENT 5.1 Assi2nment and Subcontractin2. Unless otherwise specifically required by this Agreement, the Contractor shall not assign, sublet, or transfer any rights of Services under or interest in (including, but without limitations, moneys that may become due) this Agreement without the written consent of the City, except to the extent that any assignments, sublet, or transfer is mandated by law or the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to any assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. Further, the Contractor shall not subcontract any portion or all of the .Services without the written consent of the City. Nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to anyone other than the City and the Contractor, and all duties and responsibilities undertaken pursuant to this Agreement will be the sole and exclusive benefit of the City and the Contractor and not for the benefit of any other party. 5.2 Any costs caused by defective or ill-timed Services shall be borne by the party responsible therefore. ARTICLE 6 MISCELLANEOUS PROVISIONS 6.1 Governin2 Law: Venue. The Contract shall be governed by the law of the State of Florida. Venue of all disputes shall be properly placed in Seminole County, Florida. The parties agree that the Agreement was consummated in Seminole County, and the site of the Services is Seminole County. If any dispute concerning this Contract arises under Federal law, the venue will be Orlando, Florida. 6.2 Contractor's Representative. The Contractor shall be designate an individual to act as a representative for the Contractor under this Agreement with the authority to transmit instructions, receive information, and make or interpret the Contractor's decisions. This person shall be the Contractor's contract administrator. The Contractor may from time to time designate other individuals or delete individuals with the authority to act for the Contractor under this Agreement with the authority to transmit instructions, receive information, and make or interpret the Contractor's decisions. All deletions or designation of individuals to serve as a representative shall be given by written notice. 6.3 Notices. All projects hereunder, all notices, demands, requests, instructions, approvals, and claims shall be in writing. All notices of any type hereunder shall be given by U.S. mail or by hand delivery to an individual authorized to receive mail for the below listed individuals, all to the following individuals at the following locations: 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 5 of 10 TO THE CITY: Mr. Ronald W. McLemore City Manager City of Winter Springs 1126 East State Road 434 Winter Springs, FL 32708-2799 (407) 327-5957 (Phone) (407) 327-6686 (Fax) wlcopy to: Anthony A. Garganese City Attorney Brown, Salzman & Weiss, & Garganese, P.A. 225 E. Robinson St., Ste. 660 P.O. Box 2873 Orlando, FL 32802-2873 (407) 425-9566 (Phone) (407) 425-9596 (Fax) TO THE CONTRACTOR: Stephen J. Vitale S. Vitale Pyrotechnic Industries, Inc. DIBI A Pyrotecnico of Florida 302 Wilson Road P.O. Box 149 New Castle, P A 16103 (877) 924-0 I 02 (Phone) (770) 924-2646 (Fax) Notice shall be deemed to have been given and received on the date the notice is physically received if given by hand delivery, or if notice is given by first class U.S. mail, postage prepaid, then notice shall be deemed to have been given upon the date said notice was deposited in the U.S. Mail addressed in the manner set forth above. Any party hereto by giving notice in the manner set forth herein may unilaterally change the name of the person to whom notice is to be given or the address at which notice is to be received. 6.4 Public Record. It is hereby specifically agreed that any record, document, computerized, information and program, audio or video tape, photograph, or other writing of the Contractor related, directly or indirectly, to this Agreement, may be deemed to be a Public Record whether in the possession or control of the City or the Contractor. Said record, document, computerized information and program, audio or video tape, photograph, or other writing of the Contractor is subject to the provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the City. Upon request by the City, the Contractor shall promptly supply copies of said public records of the City. All books, cards, registers, receipts, documents, and other papers in connection with this Agreement shall at any and all reasonable times 3rd of July fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc, Page 6 of 10 during the normal working hours of the Contractor be open and freely exhibited to the City for the purpose of examination andlor audit. 6.5 Interpretation. Both the City and the Contractor have participated in the drafting of all parts of this Agreement. As a result, it is the intent of the parties that no portion of this Agreement shall be interpreted more harshly against either of the parties as the drafter. 6.6 Amendment of Aereement. Modifications or changes in this Agreement must be in writing and executed by the parties bound to this Agreement. 6.7 Severability. If a word, sentence, or paragraph herein shall be declared illegal, unenforceable, or unconstitutional, the said word, sentence, or paragraph shall be severed from this Contract, and this Contract shall be read as if said illegal, unenforceable, or unconstitutional word, sentence, or paragraph did not exist. 6.8 Additional Assurances. The Contractor certifies that: (a) No principal (which includes officers, directors, or executive) or individual holding a professional license and performing Services under this Agreement is presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in any Services required by this Agreement by any Federal, State, or local governmental commission, department, corporation, subdivision, or agency; (b) No principal (which includes officers, directors, or executive), individual holding a professional license and performing Services under this Agreement, employee, or agent has employed or otherwise provided compensation to, any employee or officer of the City; and (c) No principal (which includes officers, directors, or executive), individual holding a professional license and performing Services under this Agreement, employee or agent has willfully offered an employee or officer of the City any pecuniary or other benefit with the intent to influence the employee or officer's official action or judgment. 6.9 Attorney's Fees. Should any litigation arise concerning this Agreement between the parties hereto, the parties agree to bear their own costs and attorney's fees. 6.10 Entire Aereement. This Agreement represents the entire and integrated Agreement between the parties and supersedes all prior negotiations, representations, or Agreements, either oral or written, and all such matters shall be deemed merged into this Agreement. 3rd of July Fireworks Display Contract City of Winter Springs - S, Vitale Pyrotechnic Industries, Inc. Page 7 of 10 6.11 Soverei2n Immunity. Nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed regarding the City's potential liability under state or federal law. ARTICLE 7 TIME 7.1 Time is the Essence. The Contractor acknowledges and agrees that time is of the essence for the completion of the Services to be performed under this Agreement. ARTICLE 8 PROTECTION OF PERSONS AND PROPERTY: INSURANCE 8.1 Worker's Compensation. Upon the effective date of this Agreement, Contractor shall provide proof of worker's compensation insurance in the minimum amount required by law (if required). 8.2 Professional LiabilitvlMalpractice General Liability. Upon the effective date of this Agreement, Contractor shall submit proof of general liability insurance to cover claims for general liability because of bodily injury or death of any person or property damage arising out of this Agreement or any Services provided hereunder. The insurance shall have minimum amount of coverage of $ 1,000,000.00 per occurrence. 8.3 Insurance Requirements. This paragraph shall be applicable to Sections 8.1 and 8.2. The insurance required by this Article shall include the liability and coverage provided herein, or as required by law, whatever requirements afford greater coverage. All of the policies of insurance so required to be purchased and maintained for the certificates (or other evidence thereof) shall contain a provision or endorsement that the coverage afforded will not be canceled, materially changed or renewal refused until at least thirty (30) days' prior written notice has been given to the City and the Contractor by certified mail, return receipt requested. All such insurance shall remain in effect until final payment. Unless agreed to by the City to the contrary, the City shall be named on the foregoing insurance policies as "additional insured", The Contractor shall cause its insurance carriers to furnish insurance certificates specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such policies, and a statement that no insurance under such policies will be canceled without thirty (30) days' prior written notice to the City in compliance with other provisions of this Agreement. All insurance policies or coverage's required to be maintained by Contractor under this Agreement shall be "no deductible" policies and coverage's. For all Services performed pursuant to this Agreement, the Contractor shall continuously maintain such insurance in the amounts, type, and quality as required by Sections 8.1 and 8.2. In the event Contractor fails to maintain said insurance, City, at its option, may elect to terminate this Agreement without penalty by written notice to Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc, Page 8 of 10 8.4 Indemnification and Hold Harmless. For all Services performed pursuant to this Agreement, the Contractor agrees to the fullest extent permitted by law, to indemnify and hold harmless the City and its employees, officers, and attorneys form and against all claims, losses, damages, personal injuries (including but not limited to death), or liability (including reasonable attorney's fees), directly or indirectly arising from the negligent acts, errors, omissions, intentional or otherwise, arising out of or resulting from Contractor's performance of any Services provided pursuant to this Agreement. The indemnification provided above shall obligate the Contractor to defend at its own expense or to provide for such defense, at the option of the City, as the case may be, of any and all claims of or its employees, officers, and attorneys which may result from the Services under this Agreement whether the Services be performed by the Contractor or anyone directly or indirectly employed by them. In all events the City shall be permitted to choose legal counsel of it sole choice, the fees for which shall be reasonable and subject to and included with this indemnification provided herein. This paragraph 8.4 shall survive termination of this Agreement. 8.5 Standard of Care. In performing its Services hereunder, the Contractor will use that degree of care and skill ordinarily exercised, under similar circumstances by reputable members of its profession practicing in the same or similar locality. ARTICLE 9 TERMINATION OF THE CONTRACT 9.1 Termination Bv City. The City may terminate this Agreement for convenience, at any time, without penalty, by providing written notice of termination to Contractor. However, to the extent Services have been performed by Contractor, the City shall pay the Contractor, as full payment for all Services performed and all expenses incurred, the sums that are actually due and owing to the Contractor for payment of all Services completed to the City's satisfaction through the termination date, along with reimbursable expenses (if any) as provided in this Agreement, provided the amount will not exceed the contract price as provided in paragraph 3.1 above. Any payment due shall be subject to the Contractor supplying the City with detailed invoices as described in this Agreement. Upon notice of termination, the Contractor shall cease all Services being provided hereunder unless otherwise directed by City in writing. 9.2 Termination bv Contractor. With at least five (5) days written notice to the City, Contractor may terminate this Agreement if the City Fails to make any payment of compensation due Contractor under this Agreement. 9.3 Waiver. Failure of the City to insist upon performance within any time period or upon a proper level or quality of performance shall not act as a waiver of the City's right to later claim a failure to perform on the part of the Contractor. 3rd of July fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 9 of 10 ARTICLE 10 TERM OF AGREEMENT 10.1 Term. The term of this Agreement shall commence upon full execution of this Agreement by the parties and end at such time Contractor has fully performed all the Services required by this Agreement to the complete satisfaction of the City. IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by their duly authorized representatives as of the date first written above. WITNESSES J~~ Print\ ame:J"nH..~ p~ \ \~cL"o \ j PrintNam '~~l-D~~ ~~ CITY: CITY OF WINTER SPRINGS, FLORIDA ~~./ ~ ~, By: .~'.?v~_ --j~. ~/ Ronald W. McLemore Title: City Manager Dated: CONTRACTOR: WITNESSES S. Vitale Pyrotechnic Industries, Inc. DIBI A Pyrotecnico of Florida Print Name: By: Title: Print Name: Dated: 3rd of July Fireworks Display Contract City of Winter Springs - S, Vitale Pyrotechnic Industries, Inc. Page 10 of 10 ATTACHMENT #4 CITY OF WINTER SPRINGS 3RD of JULY FIREWORKS DISPLAY CONTRACT THIS AGREEMENT is made this, ib... day of 1Il/lJ"., , 2005 by and between the CITY OF WINTER SPRINGS, FLO~da Municipal Corporation, whose address is 1126 East State Road 434, Winter Springs, Florida ("City") and S. Vitale Pyrotechnic Industries, Inc., a Pennsylvania Corporation D/B/A/Pyrotenico of Florida; 302 Wilson Road, New Castle, PA 16103 ("Contractor"). RECITALS: WHEREAS, the Contractor desires to provide to the City certain services under the terms and conditions set forth in this Agreement. IN CONSIDERATION of the mutual covenants and provisions hereof, and other good, and valuable considerations, the receipt and sufficiency all or which is hereby acknowledged, the parties desiring to be legally bound do hereby agree as follows: ARTICLE I GENERAL PROVISIONS 1.1 Definitions. For purposes of this Agreement, the following terms and words shall have the meaning ascribed to them, unless the context clearly indicates otherwise. (a) "Agreement" or "Contract" shall be used interchangeably and shall refer to this Agreement, as amended from time to time, which shall constitute authorization for the Contractor to provide the services stated herein to the City. (b) "City" is the City of Winter Springs, Florida, a Florida Municipal Corporation. (c) "Contractor" shall mean S. Vitale Pyrotechnic Industries, Inc, D/B/A Pyrotecnico of Florida, LLC of Tampa, its agents, employees and contractors thereof. (d) "Effective Date" shall be the date on which the last signatory hereto shall execute this Agreement, and it shall be the date on which this Agreement shall to into effect. The Agreement shall not be effective against any party until said date. (e) "Public Record" is as described in Section 119.011(1), Florida Statutes. (f) "Services" shall include the performance of the Services outlined In Article 2 of this Agreement. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 1 of 10 1.2 En!!a!!ement. The City hereby engages the Contractor and the Contractor agrees to perform the Services outlined in this Agreement for the stated fee arrangement. No prior or present agreements or representations shall be binding upon any of the parties hereto unless incorporated in this Agreement. 1.3 Due DiIi!!ence. The Contractor acknowledges that it has investigated prior to execution of the Agreement and satisfied itself, as to the conditions affecting the Services, the availability of materials and labor, the cost thereof, the requirements to obtain necessary to complete the Services within the time set forth herein. The Contractor warrants unto the City that it has the competence and abilities to carefully and faithfully complete the Services within the time set forth. The Contractor will perform it Services with due and reasonable diligence consistent with sound professional practices. ARTICLE 2 DESCRIPTION OF SERVICES TO BE PERFORMED 2.1 Scope of Services. The Services to be performed under this Agreement are as follows: (a) Contractor agrees to furnish the City an outdoor public exhibition of pyrotechnics (alk/a fireworks display) in a manner which is traditionally seen throughout the United States of America on the 3rd of July. The exhibition shall be at Central Winds Park on the lakefront on the evening of July 3, 2005 at 9:00 P.M. The specific areas for staging shall be at locations designated by the City and reasonably approved by Contractor. (b) Contractor agrees to furnish a duly qualified and experienced pyrotechnist and all labor necessary for exhibition of pyrotechnics The exhibition shall last approximately thirty (30) minutes and shall contain a minimum of 4,648 fireworks shells and effects, the size and type of which shall be as specifically described in Exhibit "A", attached hereto and incorporated herein. The exhibition shall be coordinated with a musical score which shall be played simultaneously with the exhibition of pyrotechnics. The score will be suitable for a traditional 4th of July fireworks event. (c) Contractor agrees to pay all freight, expenses and cartage charges. (d) Contractor agrees to pay all traveling and other expenses of pyrotechnist and assistants, which may be necessary for exhibition of pyrotechnics. (e) Contractor agrees to provide and operate a computer firing system and musical score produced by Steven Amedeo, no longer than June 10,2005. Contractor will review and coordinate musical score with City Equipment Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 2 of 10 (f) Contractor agrees that, in the event ofrain or inclement weather, a postponement may be made by the City, at its discretion, the rain date will take place on July 4,2005. Any additional reasonable and actual out-of- pocket expenses that are incurred by the Contractor due to the postponement may be added to the original contract price upon advance approval of the City provided, however, the total of such additional expenses shall not exceed ten (10%) percent of contract price. (g) Contractor may cancel or delay the start or completion of the fireworks display if in its professional opinion to continue the display would violate any laws of any governing bodies or pose any threat to human life, limb, or property, such as high winds, hazards in the firing area, and unauthorized persons entering the firing area. If Contractor cancels the display, in its professional judgment, the display shall be shown at a later date in accordance with the terms of this Agreement. (h) Contractor agrees, at its expense, to procure any and all permits or licenses that may be required by governmental authorities. 2.2 Professionalism. The Contractor shall do, perform and carry out In a professional manner all Services required to be performed by this Agreement. 2.3 Submittal of Proe:ress Reports. Upon request by the City, Contractor shall submit a written progress report as to the status of all Services set forth in the Agreement. The report shall in a sufficient manner demonstrate what services were performed under this Agreement. If the detail is not sufficient in the City Manager's reasonable discretion to permit the City to determine the Services performed or the manner in which it is being performed, the City may seek more detail from the Contractor. 2.4 Warrantv of Professional Services. The Contractor hereby warrants unto the City that it has sufficient experience to properly complete the Services specified herein or as may be performed pursuant to this Agreement. In pursuit of any Services, the Contractor shall supervise and direct the Services, using it best skill and attention and shall enforce strict discipline and good order among it employees and agents. The Contractor shall comply with all laws, ordinances, rules, regulations, and lawful orders of any public authority bearing on performance of the Services. The Contractor shall pay all taxes, fees, license fees required by law, including but not limited to occupational fees and withholding taxes and assume all costs incident to the Services, except as provided herein. ARTICLE 3 COMPENSATION PAYMENT TERMS 3.1 Compensation. For the performance and full completion of the Services specified herein, City agrees to pay Contractor a total amount of $ 24,000.00. Full payment shall be made by the City to the Contractor prior to the display upon receipt of a 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 3 of 10 proper written invoice. There shall be no other compensation due contractor for the Services provided under this Agreement, unless specifically agreed to by the City in writing. 3.2 Invoices and Payment Terms. Contractor shall submit to the City detailed invoices for all Services performed and reimbursable expenses incurred under this Agreement. ARTICLE 4 GENERAL CONDITIONS OF SERVICES 4.1 City Inspection. Subject to a right of appeal to the City Commission of the City Winter Springs, the City Manager shall have authority to reject Services as not conforming to this Agreement. Prior to the commencement of the exhibition of the pyrotechnics, the City shall have the right, but not obligation, to inspect the fireworks to determine that the display is ready for public exhibition as required hereunder. 4.2 Services is a Private Undertakine:. With regard to any and all Services performed hereunder, it is specifically understood and agreed to by and between the parties hereto that the contractual relationship between the City and Contractor is such that the Contractor is an independent contractor and is neither an agent nor employee of the City. Nothing in this Agreement shall be interpreted to establish any relationship other than that of an independent contractor, between the City, on one hand, and the Contractor, during or after the performance of the Services under this Agreement. 4.3 City's Responsibilities. The City shall cooperate with the Contractor by: (a) Designating a person with authority to act on the City's behalf on all matters concerning the Services being provided hereunder; (b) Arrange for access to public and private property by the Contractor as necessitated by the Services. (c) To provide, with the assistance of Contractor, the location of an area at Central Winds Park which can be considered a "Safe Firing Site". (d) City agrees to furnish and set up rope lines and other reasonable crowd control safeguards for the protection of the public and Contractor. (e) City agrees to furnish ample police presence to provide crowd control for the protection of the public and Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 4 of 10 ARTICLE 5 SUBCONTRACTS; ASSIGNMENT 5.1 Assienment and Subcontractine. Unless otherwise specifically required by this Agreement, the Contractor shall not assign, sublet, or transfer any rights of Services under or interest in (including, but without limitations, moneys that may become due) this Agreement without the written consent of the City, except to the extent that any assignments, sublet, or transfer is mandated by law or the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to any assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. Further, the Contractor shall not subcontract any portion or all of the Services without the written consent of the City. Nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to anyone other than the City and the Contractor, and all duties and responsibilities undertaken pursuant to this Agreement will be the sole and exclusive benefit of the City and the Contractor and not for the benefit of any other party. 5.2 Any costs caused by defective or ill-timed Services shall be borne by the party responsible therefore. ARTICLE 6 MISCELLANEOUS PROVISIONS 6.1 Governine Law: Venue. The Contract shall be governed by the law of the State of Florida. Venue of all disputes shall be properly placed in Seminole County, Florida. The parties agree that the Agreement was consummated in Seminole County, and the site of the Services is Seminole County. If any dispute concerning this Contract arises under Federal law, the venue will be Orlando, Florida. 6.2 Contractor's Representative. The Contractor shall be designate an individual to act as a representative for the Contractor under this Agreement with the authority to transmit instructions, receive information, and make or interpret the Contractor's decisions. This person shall be the Contractor's contract administrator. The Contractor may from time to time designate other individuals or delete individuals with the authority to act for the Contractor under this Agreement with the authority to transmit instructions, receive information, and make or interpret the Contractor's decisions. All deletions or designation of individuals to serve as a representative shall be given by written notice. 6.3 Notices. All projects hereunder, all notices, demands, requests, instructions, approvals, and claims shall be in writing. All notices of any type hereunder shall be given by U.S. mail or by hand delivery to an individual authorized to receive mail for the below listed individuals, all to the following individuals at the following locations: 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 5 of 10 TO THE CITY: Mr. Ronald W. McLemore City Manager City of Winter Springs 1126 East State Road 434 Winter Springs, FL 32708-2799 (407) 327-5957 (Phone) (407) 327-6686 (Fax) w/copy to: Anthony A. Garganese City Attorney Brown, Salzman & Weiss, & Garganese, P.A. 225 E. Robinson St., Ste. 660 P.O. Box 2873 Orlando, FL 32802-2873 (407) 425-9566 (Phone) (407) 425-9596 (Fax) TO THE CONTRACTOR: Stephen J. Vitale S. Vitale Pyrotechnic Industries, Inc. D/B/A Pyrotecnico of Florida 302 Wilson Road P.O. Box 149 New Castle, PA 16103 (877) 924-0102 (Phone) (770) 924-2646 (Fax) Notice shall be deemed to have been given and received on the date the notice is physically received if given by hand delivery, or if notice is given by first class U.S. mail, postage prepaid, then notice shall be deemed to have been given upon the date said notice was deposited in the U.S. Mail addressed in the manner set forth above. Any party hereto by giving notice in the manner set forth herein may unilaterally change the name of the person to whom notice is to be given or the address at which notice is to be received. 6.4 Public Record. It is hereby specifically agreed that any record, document, computerized, information and program, audio or video tape, photograph, or other writing of the Contractor related, directly or indirectly, to this Agreement, may be deemed to be a Public Record whether in the possession or control of the City or the Contractor. Said record, document, computerized information and program, audio or video tape, photograph, or other writing of the Contractor is subject to the provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the City. Upon request by the City, the Contractor shall promptly supply copies of said public records of the City. All books, cards, registers, receipts, documents, and other papers in connection with this Agreement shall at any and all reasonable times 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 6 of 10 during the normal working hours of the Contractor be open and freely exhibited to the City for the purpose of examination and/or audit. 6.5 Interpretation. Both the City and the Contractor have participated in the drafting of all parts of this Agreement. As a result, it is the intent of the parties that no portion of this Agreement shall be interpreted more harshly against either of the parties as the drafter. 6.6 Amendment of Aereement. Modifications or changes in this Agreement must be in writing and executed by the parties bound to this Agreement. 6.7 Severability. If a word, sentence, or paragraph herein shall be declared illegal, unenforceable, or unconstitutional, the said word, sentence, or paragraph shall be severed from this Contract, and this Contract shall be read as if said illegal, unenforceable, or unconstitutional word, sentence, or paragraph did not exist. 6.8 Additional Assurances. The Contractor certifies that: (a) No principal (which includes officers, directors, or executive) or individual holding a professional license and performing Services under this Agreement is presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in any Services required by this Agreement by any Federal, State, or local governmental commission, department, corporation, subdivision, or agency; (b) No principal (which includes officers, directors, or executive), individual holding a professional license and performing Services under this Agreement, employee, or agent has employed or otherwise provided compensation to, any employee or officer of the City; and (c) No principal (which includes officers, directors, or executive), individual holding a professional license and performing Services under this Agreement, employee or agent has willfully offered an employee or officer of the City any pecuniary or other benefit with the intent to influence the employee or officer's official action or judgment. 6.9 Attornev's Fees. Should any litigation arise concerning this Agreement between the parties hereto, the parties agree to bear their own costs and attorney's fees. 6.10 Entire Aereement. This Agreement represents the entire and integrated Agreement between the parties and supersedes all prior negotiations, representations, or Agreements, either oral or written, and all such matters shall be deemed merged into this Agreement. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 7 of 10 6.11 Sovereie:n Immunitv. Nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed regarding the City's potential liability under state or federal law. ARTICLE 7 TIME 7.1 Time is the Essence. The Contractor acknowledges and agrees that time is of the essence for the completion of the Services to be performed under this Agreement. ARTICLE 8 PROTECTION OF PERSONS AND PROPERTY: INSURANCE 8.1 Worker's Compensation. Upon the effective date of this Agreement, Contractor shall provide proof of worker's compensation insurance in the minimum amount required by law (if required). 8.2 Professional Liabilitv/Malpractice General Liabilitv. Upon the effective date of this Agreement, Contractor shall submit proof of general liability insurance to cover claims for general liability because of bodily injury or death of any person or property damage arising out of this Agreement or any Services provided hereunder. The insurance shall have minimum amount of coverage of$ 1,000,000.00 per occurrence. 8.3 Insurance Requirements. This paragraph shall be applicable to Sections 8.1 and 8.2. The insurance required by this Article shall include the liability and coverage provided herein, or as required by law, whatever requirements afford greater coverage. All of the policies of insurance so required to be purchased and maintained for the certificates (or other evidence thereof) shall contain a provision or endorsement that the coverage afforded will not be canceled, materially changed or renewal refused until at least thirty (30) days' prior written notice has been given to the City and the Contractor by certified mail, return receipt requested. All such insurance shall remain in effect until final payment. Unless agreed to by the City to the contrary, the City shall be named on the foregoing insurance policies as "additional insured". The Contractor shall cause its insurance carriers to furnish insurance certificates specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such policies, and a statement that no insurance under such policies will be canceled without thirty (30) days' prior written notice to the City in compliance with other provisions of this Agreement. All insurance policies or coverage's required to be maintained by Contractor under this Agreement shall be "no deductible" policies and coverage's. For all Services performed pursuant to this Agreement, the Contractor shall continuously maintain such insurance in the amounts, type, and quality as required by Sections 8.1 and 8.2. In the event Contractor fails to maintain said insurance, City, at its option, may elect to terminate this Agreement without penalty by written notice to Contractor. 3'd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 8 of 10 8.4 Indemnification and Hold Harmless. For all Services performed pursuant to this Agreement, the Contractor agrees to the fullest extent permitted by law, to indemnify and hold harmless the City and its employees, officers, and attorneys form and against all claims, losses, damages, personal injuries (including but not limited to death), or liability (including reasonable attorney's fees), directly or indirectly arising from the negligent acts, errors, omissions, intentional or otherwise, arising out of or resulting from Contractor's performance of any Services provided pursuant to this Agreement. The indemnification provided above shall obligate the Contractor to defend at its own expense or to provide for such defense, at the option of the City, as the case may be, of any and all claims of or its employees, officers, and attorneys which may result from the Services under this Agreement whether the Services be performed by the Contractor or anyone directly or indirectly employed by them. In all events the City shall be permitted to choose legal counsel of it sole choice, the fees for which shall be reasonable and subject to and included with this indemnification provided herein. This paragraph 8.4 shall survive termination of this Agreement. 8.5 Standard of Care. In performing its Services hereunder, the Contractor will use that degree of care and skill ordinarily exercised, under similar circumstances by reputable members of its profession practicing in the same or similar locality. ARTICLE 9 TERMINATION OF THE CONTRACT 9.1 Termination Bv City. The City may terminate this Agreement for convenience, at any time, without penalty, by providing written notice of termination to Contractor. However, to the extent Services have been performed by Contractor, the City shall pay the Contractor, as full payment for all Services performed and all expenses incurred, the sums that are actually due and owing to the Contractor for payment of all Services completed to the City's satisfaction through the termination date, along with reimbursable expenses (if any) as provided in this Agreement, provided the amount will not exceed the contract price as provided in paragraph 3.1 above. Any payment due shall be subject to the Contractor supplying the City with detailed invoices as described in this Agreement. Upon notice of termination, the Contractor shall cease all Services being provided hereunder unless otherwise directed by City in writing. 9.2 Termination bv Contractor. With at least five (5) days written notice to the City, Contractor may terminate this Agreement if the City Fails to make any payment of compensation due Contractor under this Agreement. 9.3 Waiver. Failure of the City to insist upon performance within any time period or upon a proper level or quality of performance shall not act as a waiver of the City's right to later claim a failure to perform on the part of the Contractor. 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 9 of 10 ARTICLE 10 TERM OF AGREEMENT 10.1 Term. The term of this Agreement shall commence upon full execution of this Agreement by the parties and end at such time Contractor has fully performed all the Services required by this Agreement to the complete satisfaction of the City. IN WITNESS WHEREOF, the parties hereto caused this Agreement to be executed by their duly authorized representatives as of the date first written above. WITNESSES '1 cf~~ Print\Name:J~ n \ t.. ~ p~ \ \c;.cL~ 0 \ CITY: CITY OF WINTER SPRINGS, 'FLORIDA /7 4/ ., ,LJ---) By: ~"-,....., ?:c/. -1,t~___---- Ronald W. McLemore Title: City Manager // PrintNam .~~b~... ~ Dated: CONTRACTOR: Print Name: rotechnic Industries, Inc. tecnico of Florida WITNESSES 1&n PdwJ Print Name: tInt feW Dated: S-f;){} S- 3rd of July Fireworks Display Contract City of Winter Springs - S. Vitale Pyrotechnic Industries, Inc. Page 10 of 10 ALLIED SPECIALTY INSURANCE OF TEXAS 85 NE LOOP 410, SUITE 600( SAN ANTONIO, TEXAS 78216 210-34].-1321 Cei tif 1;...;21 Lt::' Nu/libei; .J,)1 CERTIFICATE OF INSURANCE FIREWORKS DISPLAY NAKE & ADDRESS OF INSURED: Pyrotecnico of Floiidd LLC P. tJ. gLJ:'~ 310 New Castle, PA 16103 ADDITIONAL INSURED: City of Winter Springs and additional event sponsors PRIKARY COVERAGE EXCESS COVERAGE EXCESS COVERAGE COKPANY: T.H.E. InsL(lance Company T.H.E. Insurance Company T.H.E. Insurance Company POLICY NO.: M4MT5086 LIABILITY LIKIT: BI/PD OCC: $1.000.000 AGG: $1.~00.~00 M4XT5087 t'HXT5088 $1, 000. 000 Excess of $1.000,000 $0 $8,000.000 Excess of $2,000,000 $0 Class B Products: $1.000.000 POLICY PERIOD: From: 12/31/04 To: 12/31/05 12/31/04 12/31/04 12/31/05 12/31/05 ~ - COMBINED SINGLE LIMIT In the event of any material change in, Oi cancellation of said policf{ies), the Company will endeavor to give written notice to the party whom thls certificate is issued, but fallure to give such notice shall impose no liability 01 obligation upon the company. NAKE & ADDRESS OF CERTIFICATE HOLDER: City of Winter Springs 1126 East State Street Winter Springs, FL 32708 DATE OF DISPLAY: July 3, 2005 RAIN DATE: DISPLAY AKOUNT: $ Z4,UUU.UU LOCATION OF DISPLA Y: Winter Springs It is a condition of the polict that all displays be r~ported to tile Company at least 24 hours in advance or the di~play ~ate. This certificate neithel" affirmatively nor ~egatively amends, extends or alters the coverage afforded by the policf{les) described hereon. NOTE: In the event that rain or inclement weather prohlbits this displaft coverage will apply on a subsequent dat...e on which the display' is held, wlthin the terms of the pulicf contract. Cleanup and policing of the display are the responsibllity of the 3~onsors. The following are additlonal insureds: any fair or exhibition, association, sponsoring or~anization or committee, the owner or lessee of any premises used by the Named ~nsured,ur any public authority granting a permit to the Named Insured, but only as respects accidents arising out of the negligence of the Named Insured or the Named Insured's emRloyees acting in the course and scope of thE.ii.- elllplc,yme:n t. Also, as addi liolla... Named Insu.c ed, any Independent ContrsGtor who fires the display on behalf of the Named Insured. This inSUiance does not apply to any failure to police or cleanup the display, or liability arising there from. C9verage. unde~ the po.li~y is G911ditioned ~pon full.co~pliance by all insureds wlth all appllcable Natlonal Flle Protectlon Assoclsllon CNFPA) codes and slaudald8 ill effecl at the time of the display. This certificate is not valid unless an original signature appears beloy. (Copies Not Valid. ) De~ember 17. 2004 DATE OF CERTIFICATE ISSUANCE /"""'j L({~~rJ2 b;2/lc)'-t: C I AUTHORIZED ,:SiGNATURE A ALLIED SPECIALTY INSURANCE, INC. **** SALES ORDER **** Pyrotecnico of Florida, LLC P.O. Box 310 New Castle, PA 16103 (724) 652-9555 SOLD TO: City of Winter Springs 1126 East State Street Winter Springs FL 32708 CONFIRM TO: Mr. Chuck Pula SHIP VIA P.O. :TEM NO. UNIT ORDERED 1M 1 - Special Aerial Display F.O.B SHIPPED Show Date: July 3, 2005 PAGE: 1 ORDER NUMBER: FL52019 ORDER DATE: 05/11/05 SALESPERSON: JF CUSTOMER NO: 01-WNTSPG SHIP TO: City of Winter Springs 1126 East State Street Winter Springs FL 32708 TERMS NO TERMS BACK ORD PRICE AMOUNT 24,000.00 NET ORDER: LESS DISCOUNT: FREIGHT: SALES TAX: 24,000.00 .00 .00 .00 ORDER TOTAL: 24,000.00 I i ---- ~:- ~, Bringing the night to light! May 12, 2005 Mr. Chuck Pula City of Winter Springs 1126 East State Street Winter Springs, FL 32708 ~2EC IE~~~~ HEADQUARTERS Dear Mr. Pula: MA`s 1 8 2005 CI-TY t~F= WINTE=F2 SPRINGS OFFICE OF ThiE CITY CLARK Enclosed please find the fully executed contract for the July 3rd, along with the original insurance certificate for the fireworks display in conjunction with your event in Winter Springs. Please keep these for your files. Thank you for your confidence in our products and service it is truly appreciated. It is an honor to work with you and we realize you have a choice in companies to provide your fireworks entertainment and we appreciate your confidence in Pyrotecnico. Thank you for choosing us. Should you have any questions or concerns please feel free to contact us anytime. Sincerely, Pyrotecnico Kimberly E. Reiber New Castle, PA Phone: 1-800-854-4705 1-724-652-9555 Fax: 1-724-652-1288 P.O. Box 149 New Castle, PA 16103 Montgomery, AL Phone: 1-800-255-1199 1-334-286-4044 Fax: 1-334-286-4037 Atlanta, GA Phone: 1-877-924-0102 1-770-924-0102 Fax: 1-770-924-2646 New Orleans, LA Phone: 1-800-783-2513 1-985-893-8800 Fax: 1-985-893-1215 Tampa, FL Phone: 1-727-857-9766 Fax: 1-727-857-9767 www.pyrotecnico.com KER