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Agenda 10/28/2008 Item #16E 1 Agenda Item No. 16E 1 October 28, 2008 Page 1 of 5 EXECUTIVE SUMMARY Recommendation to approve the Assumption Agreement under Contract No. 08- 5019, "Fires Sprinkler Alarm Test, Inspection, Maintenance and Installation" from Building Systems Evaluation, Inc. dba Fire Sprinkler Systems Company dba SSE by Cintas Corporation No.2 OBJECTIVE: To obtain approval of the Assumption Agreement under Contract No. 08-5019, from the original party, Building Systems Evaluation, Inc. by Cintas Corporation No.2. CONSIDERATIONS: The original contract was dated March 25, 2008 and approved by the BCC as Agenda Item 16(E)(7). The Contract was by and between Building Systems Evaluation, Inc. dba Fire Sprinkler Systems Company dba BSE and Collier County. Various County Departments utilize the services provided under this contract. Subsequently, Cintas Corporation No.2 purchased the assets of Building Systems Evaluation, Inc. County staff was notified on May 28, 2008 of the asset purchase. Following the Procurement Administration Procedures, staff has acquired the necessary documents from Cintas Corporation No.2, which have been reviewed by the County Attorney. The Facilities Management Department is recommending approval of the assumption of this Contract by the new firm, Cintas Corporation No.2. FISCAL IMPACT: There is no fiscal impact. GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated with this Executive Summary. LEGAL CONSIDERATIONS: This Agreement was drafted by the County Attorney and is legally sufficient for Board action. -JAK RECOMMENDATION: That the Board of County Commissioners approves the Assumption Agreement under Contract No. 05-3827 by Cintas Corporation No. 2 from Building Systems Evaluation, Inc. and authorizes the Chairman to sign the Assumption Agreement upon County Attorney Review. PREPARED BY: Lyn Wood, Contract Specialist, Purchasing Department -.. Page I of 1 Agenda Item No. 16E 1 October 28.2008 Page 2 of 5 COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS Item Number: 16E1 Item Summary: Recommendation to approve the Assumption Agreement under Contract No. 08-5019, Fires Sprinkler Alarm Test, Inspection, Maintenance and Installation from Building Systems Evaluation, Inc. dba Fire Sprinkler Systems Company dba BSE by Cintas Corporation NO.2 10/28/20089:00:00 AM Meeting Date: Prepared By Lyn Wood Purchasing Agent Date Administrative Services Purchasing 10/13/2008 12:04:02 PM Approved By Lyn Wood Purchasing Agent Date Administrative Services Purchasing 10/13f2008 2:51 PM Approved By Mary Beck Executive Secretary Date Administrative Services Administrative Services Admin. 10/14f2008 11:51 AM Approved By Steve Carnell PurchasingfGeneral Svcs Director Date Administrative Services Purchasing 10f14f2008 4:46 PM Approved By Len Golden Price Administrative Services Administrator Date Administrative Services Administrative Services Admin. 10/15f2008 12:20 AM Approved By Jeff Klatzkow Assistant County Attorney Date County Attorney County Attorney Office 10/16/20083:43 PM Approved By OMB Coordinator Applications Analyst Date Administrative Services Information Technology 10/17/2008 7:38 AM Approved By Randy Greenwald Management/Budget Analyst Date County Manager's Office Office of Management & Budget 10/17/20089:36 AM Approved By James V. Mudd County Manager Date -. Board of County Commissioners County Manager's Office 10/21/20084:10 PM file:IIC:\AgendaTest\Export\ 115-0ctober%2028. %202008\ 16.%20CONSENT%20AGEN... 10/22/2008 e O~~~Dlq e Agenda Item No. 16E1 October 28, 2008 Page 3 of 5 Jul 10 2008 03:33pm prr01/001 BUILDING SYSTEMS EVALU Fax;239-334-8096 . CI A7TlNT/fIN'. J L/ If/' rf. MQ / 'FAX' $I ;J. 3. r - cJ S;J.. - (p of :1 1?J. . /;7 J ~re:$tr''1t ~"'J ~, (.,j~ ::,): ,F I H 0 F" 0 .. :: ,; T i 0 I'" ~., May 28, 2008 ~,tl ~ Dear Facilities Manager and Valued Customer, 2...L Thank you for the opportunity of this letter and for the confidence you have placed in Building Systems EvaluatIon d/b/a Fire Sprinkler Systems Company. We are verv excited to inform you that SSE, Inc. has been acquired by Clntas Fire Protection to provide you i "one stop shop" for all your fire protection and safety needs. We are so excIted about this acquisition and the opportunities this will present for all of us. Through our partnership, we will continue to provide you the same responsive, high quality and dependable solutIons and service we have shown in the past. With our new partnership, we will now be able to provIde the additional service, inspection and re-certification of all your fire eKtinguisher, pre-engineered kitchen system and clean agent systems as well as your fire sprinkler, fire alarm and backflow prevention needs. Through our new partnership, we wlll be able to offer our customers expanded opportunities and options in the competitive fire protection market while offering you the same customer service and contacts you have entrusted in us at BSE over the years. Your contacts will remain the same and we will remain a hands-on, customer-generated service provider. As always, we appreciate your business and truly value the opportunity to provide all vour fire protection needs and services. We are very excited about this partnership and the opportunitIes it will present to all parties Involved In the important and demanding world of fire protection. Should you have any questions, please feel free to contact me at the office or on my cell, (239)633-7028. ~ Rich King ~ President B_~~~in~~t~~~V~~~lon,_ --.,'.-- I b7l70 -a, ISlan:p Timothy J. s~~ General Manager Cintas Fire Protection 12771 Westlinks Drive, Suite 1 & 2, Ft. Myers, Florida 33913 33t/-'f:)/1 e e Agenda Item No. 16E1 October 28, 2008 Page 4 of 5 I ASSUMPTION AGREEMENT This Assumption Agreement is made and entered into as of , 2008, by and between Cintas Corporation No.2 ("Cintas"), and Collier County, a political subdivision of the State of Florida ("County"). WHEREAS, on March 25, 2008, the Collier County Board of County Commissioners entered into "Agreement 08-5019 for Fire Sprinkler and Alann Testing, Inspection, Maintenance and Installation" with Building Systems Evaluation, Inc., dba Fire Sprinkler Systems Company, dba BSE (attached hereto as Exhibit A, and hereinafter referred to as the "Agreement"); and WHEREAS, Cintas hereby represents to Collier County that by virtue of an asset purchase agreement, Cintas is the successor in interest to Building Systems Evaluation, Inc. in relation to the Agreement; and WHEREAS, the parties wish to fonnalize Cintas' assumption of rights and obligations under the Agreement, effective as of the date first above written. NOW THEREFORE, IN CONSIDERA nON of the mutual promises in this Assumption Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties, it is agreed as follows: 1. Cintas accepts and assumes all rights, duties, benefits, and obligations of the Contractor under the Agreement, including all existing and future obligations to pay and perform under the Agreement. 2. Cintas will promptly deliver to County evidence of insurance consistent with Section 10 of the Agreement. 3. Except as expressly stated, no further supplements to, or modifications of, the Agreement are contemplated by the parties. 4. Notice required under the Agreement to be sent to Contractor shall be directed to: CONTRACTOR: Cintas Corporation No.2 6800 Cintas Boulevard Mason, Ohio 45040 Attention: Phillip Holloman, President 5. The County hereby consents to Cintas' assumption of the Agreement No waivers of performance or extensions of time to perform are granted or authorized. The County will treat Cintas as the Contractor for all purposes under the Agreement. IN WITNESS WHEREOF, the undersigned have executed and delivered this Assumption 1 l~ ." - e e Agenda Item No. 16E 1 October 28, 2008 Page 5 of 5 Agreement, effective as of the date first above written. BOARD OF COUNTY COMMISSIONERS COlLIER COUNTY, FLORIDA TOM HENNING, CHAIRMAN Attest: ~ ~ ,.,L.,~ r Corporate Secretary Date: '1"/~" {)B FOR COLLIER COUNTY: ArrEST: DWIGHT E. BROCK, Clerk By: Deputy Clerk FOR CINTAS CORPORATION NO.2: Date: SEP , 6 ~;,"\Cj? 2 Approv