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HomeMy WebLinkAbout2552 IFB 23/24-10 Tennis & Pickleball Court Improvements4)Y OF SXNFORD FINANCE DEPARTMENT � Thursday, May 02, 2024 PURCHASING DEPARTMENT TRANSMITTAL MEMORANDUM To: City Clerk/Mayor RE: IFB 23/24-10 Tennis & Pickleball Court Improvements The item(s) noted below is/are attached and forwarded to your office for the following action(s): ❑ Development Order ❑ Mayor's signature ❑ Final Plat (original mylars) ❑ Recording ❑ Letter of Credit ❑ Rendering ❑ Maintenance Bond ® Safe keeping (Vault) ❑ Ordinance ❑ Deputy City Manager ❑ Performance Bond ❑ Payment Bond ❑ Resolution ❑ City Manager Signature ❑ ❑ City Clerk Attest/Signature ❑ City Attorney/Signature Once completed, please: ❑ Return originals to Purchasing- Department ❑ Return copies ❑ Special Instructions: Safe keeping of P&P Bonds Contract and Agenda Item. Glia y& Ka-iyerr From T:\Dept_forms\City Clerk Transmittal Memo - 2009.doe 5/2/2024 Date This Instrument Prepared By & Return To Ms. Marisol Ordonez Purchasing Manager/City Hall SECTION 00605 Bond No. 100332710 300 N. Park- Ave., Sanford Fl, 32771 PROCUREMENT PERFORMANCE BOND (100% of Contract Price) KNOW ALL MEN BY THESE PRESENTS, that we, Qualis General Contractors, LLC as Principal/Contracto r, and Merchants National Bonding, Inc as Surety, are held and firmly bound unto the CITY OF SANFORD, FLORIDA, as a municipal corporation of the State of Florida, as Obligee/City, in the sum of"(Written Dollar Amount) dollars ($324,248.00 ) lawful money of the United States of American, for the payment of which well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally by these presents. "Three Hundred Twenty Four Thousand Two Hundred Forty Eight and 00/100 Dollars WHEREAS, Contractor has by written agreement dated March 19th , 2024_, entered into a Contract with the City of Sanford in accordance with a bid (whether a proposal, response or other submission, by whatever name or of whatever nature) issued by the City for the furnishing of all labor, materials, equipment, machinery, tools, apparatus, means of transportation for, and the performance of the work covered in the procurement documents which relative to the City's purchasing or procurement solicitation entitled IFB 23/24-10 Tennis & Pickleball Court Improvements NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if Contractor shall promptly and faithfully perform said Contract as obligated to do so for the City and in accordance with all terms and conditions of the Contract, then this obligation shall be null and void; otherwise, it shall remain in full force andeffect. THE SURETY HEREBY WAIVES notice of any alteration or extension of time made by the City. WHENEVER CONTRACTOR SHALL BE AND DECLARED by the City to be in default under the Contract, the City having performed City's obligations thereunder, the Surety may promptly remedy the default or shall promptly: (1). Complete the Contract in accordance with its terms and conditions to include, but not hP of performance which is of the essence; or Main a bid or bids for completing the Contract in accordance with its t,i determination by Surety of the most responsible bidder, or if ti zCL 'y �" `� nation by the City and the Surety jointly of the most responsible b t between such bidder and the City, and make available as work pi ;hould be a default or a succession of defaults under the contract or C( ►ed under this paragraph) sufficient funds to pay the cost of cc me uaiance of the contract price; but not exceeding, including other costs and damages for which the Surety may be liable hereunder, the amount set forth in the first paragraph hereof. The term "balance of the contract price", as used in this paragraph, shall be paid to the Contractor under the contract and any amendments thereto, less the amount properly paid by the City to the Contractor. NO RIGHT OF ACTION SHALL ACCRUE on this bond to orforthe use of any person or GRANT MALOY, SEMINOLE COUNTY 1 1 P a g e CLERK OF CIRCUIT COURT & COMPTROLLER CFN# 2024033148 Bk:10612 Pg:974-978(5Pgs) REC: 04/15/2024 2:37:01 PM by hdevore RECORDING FEES $44.00 SECTION 00605 PROCUREMENT PERFORMANCE BOND (100% of Contract Price) corporation other than the City named herein or the heirs, executors, administrators, or successors of the City. NOTICE TO THE OBLIGEE that this Bond will expire prior to performance of the Principal's obligations shall be deemed a default. Notices under this bond shall be directed to the City Manager at the City Hall of the City of Sanford. And notices to the Principal and Surety shall be to their mailing addresses as set forth in the records of the Florida Department of State. THIS BOND SHALL BE KEPT IN FULL FORCE AND EFFECT by the Principal at all times until release by the Obligee. In the event of any material change, cancellation, expiration or non-payment of premiums, the Surety shall notify the City by certified mail or registered mail, return receipt requested, at least thirty (30) days prior to the effective date of the change, cancellation, or expiration of this Bond. Notice to the Obligee that this Bond will expire prior to performance of the Principal's obligations shall be deemed a default. SIGNED, SEALED AND DATED THIS DAY OF March 20 24 [Signature lines in a legally binding form.] ACCEPTED BY: ATTEST. CITY OF SA OR A mit, 5 FIA1i i 'I//fit{• I{1nI IL P /}1 ////"{) `' pr C � .♦ 9. Traci Houchin, MMC, FCRM Art Woo&uff g City Clerk Mayor, City of Sanford, Florida Date: Approved as to form and legality: Surety: Merchants National Bonding, Inc illiam L. Colbert, City AttorneyT Kevin Wojtowicz, Attorney -in -Fact Note: (1). Write in the dollar amount of the bond, which must the same as the amount bid in the Solicitation. (2). All bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. (3). Attorneys -i n -fact who sign Bid Bonds or Contract Bonds must filewith each bond a certified. (4). Date of the Bond must not be prior to date of Agreement. If CONTRACTOR is a joint venture, all ventures shall execute the Bond. If CONTRACTOR is Partnership, all partners shall execute Bond. IMPORTANT: Surety companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State of Florida, unless otherwise specifically approved in writing by OWNER. 2 1 P a g e PROCUREMENT PAYMENT BOND SECTION 00610 Bond No. 100332710 (100% of Contract Price) KNOW ALL MEN BY THESE PRESENTS, that we, Qualis General Contractors, LLC as Principal/Contractor, and Merchants National Bonding, Inc as Surety, are held and firmly bound unto the CITY OF SANFORD, FLORIDA, as a municipal corporation of the State of Florida, as Obligee/City, in the sum of -- (Written Dollar Amount) dollars ($ 324,248.00 ) lawful money of the United States of American, for the payment of which well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally by these presents. *"Three Hundred Twenty Four Thousand Two Hundred Forty Eight and 00/100 Dollars WHEREAS, Contractor has by written agreement dated March 19th , 2024__, entered into a Contract with the City of Sanford in accordance with a bid (whether a proposal, response or other submission, by whatever name or of whatever nature) issued by the City for the furnishing of all labor, materials, equipment, machinery, tools, apparatus, means of transportation for, and the performance of the work covered in the procurement documents which relative to the City's purchasing or procurement solicitation entitled IFB 23/24-10 Tennis & Pickleball Court Improvements NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if said Contractor and all subcontractors to whom any portion oftheworkprovided for in said Contractis sublet and all assignees of said Contract and of such subcontractors shall promptly make payments to all persons supplying him or them with labor, products, services, or supplies for or in the prosecution of the work provided for in such Contract, or in any amendment orextension oforaddition to said Contract, and forthe payment of reasonable attorney's fees, incurred by the claimants in suits on this bond, then the above obligation shall be void; otherwise, it shall remain in full force and effect. HOWEVER, this bond is subject to the following conditions and limitations: (1). Any person, firm or corporation that has furnished labor, products, or supplies for or in the prosecution of the work provided for in said Contract shall have a direct right of action against the Contractor and Surety on this bond, which right of action shall be asserted in a proceeding, instituted in Seminole County, Florida. Such right of action shall be asserted in proceedings instituted in the name of the claimant or claimants for his or their use and benefit against said Contractor and Surety or either of them (but not later than one year afterthe final settlement of said Contract) in which action such claim or claims shall be adjudicated and judgment rendered thereon. (2). The Principal and Surety hereby designate and appoint Michael Megahan as the agent of each of them to receive and accept service of process or other pleading issued orfiled in any proceeding instituted on this bond and hereby consent that such service shall be the same as personal service on the Contractor and/or Surety. (3). This bond is given pursuant to and in accordance with the controlling provisions of Section 255.05(1) Florida Statutes, and all the provisions of the law referring to this 11Page PROCUREMENT PAYMENT BOND SECTION 00610 (100% of Contract Price) character of bond as set forth in any sections or as may be hereinafter enacted, and these are hereby made a part hereof to the same extent as if set out herein in full. NOTICE TO THE OBLIGEE that this Bond will expire prior to performance of the Principal's obligations shall be deemed a default. Notices under this bond shall be directed to the City Manager at the City Hall of the City of Sanford. And notices to the Principal and Surety shall be to their mailing addresses as set forth in the records of the Florida Department of State. THIS BOND SHALL BE KEPT IN FULL FORCE AND EFFECT by the Principal at all times until release by the Obligee. In the event of any material change, cancellation, expiration or non-payment of premiums, the Surety shall notify the City by certified mail or registered mail, return receipt requested, at least thirty (30) days prior to the effective date of the change, cancellation, or expiration of this Bond. Notice to the Obligee that this Bond will expire prior to performance of the Principal's obligations shall be deemed a default. SIGNED, SEALED AND DATED THIS 91J'�DAY OF March [Signature lines in a legally binding form.] ACCEPTED BY: ATTEST: Traci Houchin, MMC, FCRM City Clerk Approved as to form and legality: Surety: Merchants National Bonding, Inc , Alle imam L. Colbert, City Attorney Kevin Wojtowicz, Attorney -in -Fact NOTES: (1). Write in the dollar amount of the bond, which must the same as the amount bid in the Solicitation. (2). All bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. (3). Attorneys-in-factwho sign Bid Bonds orContract Bonds mustfilewith each bond a certified. (4). Date of the Bond must not be prior to date of Agreement. If CONTRACTOR is a joint venture, all venturers shall execute the Bond. If CONTRACTOR is Partnership, all partners shall execute Bond. IMPORTANT: Surety companies executing Bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the State of Florida, unless otherwise specifically approved in writing by OWNER. ATTACH a certified Power -of -Attorney appointing individual Attorney -in -Fact for execution of Performance Bond on behalf of Surety. 2 1 P a g e CITY OF SANF 2024 Mayor, Cit .of Sanford, Florida Date: ��,1 MERCHANT BONDING COMPANY POWER OF ATTORNEY Know All Persons By These Presents, that MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC., both being corporations of the State of Iowa, d/b/a Merchants National Indemnity Company (in California only) (herein collectively called the "Companies") do hereby make, constitute and appoint, individually, Kevin Wojtowicz; Laura D Mosholder; Tracey C Brown their true and lawful Attorney(s)-in-Fact, to sign its name as surety(ies) and to execute, seal and acknowledge any and all bonds, undertakings, contracts and other written instruments in the nature thereof, on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. This Power -of -Attorney is granted and is signed and sealed by facsimile under and by authority of the following By -Laws adopted by the Board of Directors of Merchants Bonding Company (Mutual) on April 23, 2011 and amended August 14, 2015 and adopted by the Board of Directors of Merchants National Bonding, Inc., on October 16, 2015. "The President, Secretary, Treasurer, or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys -in -Fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, recognizances, contracts of indemnity and other writings obligatory in the nature thereof." "The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company, and such signature and seal when so used shall have the same force and effect as though manually fixed." In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and aut hority hereby given to the Attorney -in -Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney -in -Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner - Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the modification or revocation. In Witness Whereof, the Companies have caused this instrument to be signed and sealed this 8th day of December 2022 - ..`•'""'•••. ......... MERCHANTS BONDING COMPANY (MUTUAL) `•••�P�`0 ly ..0 A� •�• : `p*. .. p.CO,�A MERCHANTS NATIONAL BONDING, INC. l�4 p � : 0 ••�(� 09 9 . d/b/a MERCHANTS NATIONAL INDEMNITY COMPANY co 2003 y 1933 � By :�Q1` • .��•.....• `1•• President STATE OF IOWA �'•. %� .`' ' • ' COUNTY OF DALLAS ss. On this 8th day of December 2022 before me appeared Larry Taylor, to me personally known, who being by me duly sworn did say that he is President of MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC.; and that the seals affixed to the foregoing instrument are the Corporate Seals of the Companies; and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. �1T1 `I^J s Kim Lee o q Commission Number ll}2737 My Commission Expires ``+✓ • ,�.,,,�. April 144, 2 2024 Notary Public (Expiration of notary's commission does not invalidate this instrument) I, William Warner, Jr., Secretary of MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC., do hereby certify that the above and foregoing is a true and correct copy of the POWER-OF-ATTORNEY executed by said Companies, which is still in full force and effect and has not been amended or revoked. In Witness Whereof, I have hereunto set my hand and affixed the seal of the Companies on this 28th day of March 2024 0 N4 �.%y��o�tpOr;,4•ep: :Oo,.ORPOg9.9y: `�/ , ��' 2003 :-,4) • y 1933 c • N Secretary POA 0018 (10/22) Docusign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 CITY YOO OF .. Ski4F®RD FINANCE DEPARTMENT SECTION 00520 PART 1 GENERAL 1.01 THIS AGREEMENT, made and entered into the 19th day of March , 2024 by and between the City of Sanford, Florida. 300 North Park Avenue, Sanford, Florida 32771, a municipal corporation of the State of Florida, holding tax exempt status, hereinafter referred to as the "CITY" (also referred to as "OWNER") and Qualis General Contractors, LLC. 8527 Trail Wind Dr. Tampa, FL 33647. Hereinafter referred to as the "CONTRACTOR". The CITY and the CONTRACTOR are collectively referred to herein as the Parties. 1.02 The Owner and Contractor Agree as Follows: A. The Contract Documents include the Agreement, Addenda (which pertain to the Contract Documents), Contractor's Bid, Notice to Proceed, the Bonds, the General Conditions, the Supplementary Conditions, the Specifications listed in the Index to the Project Manual, any technical specifications as incorporated by the Project Manual; the Drawings as listed in the Project Manual, all Written Amendments, Change Orders, Work Change Directives, Field Orders, Engineer's written interpretations and clarifications issued on or after the Effective Date of this Agreement, and all documents which are fully a part of the Contract with the City are identified by title and number as set forth below and are available for review at and downloading from the City's Web site (site in full) and all documents are agreed to be incorporated into the Contract as if physically attached to the Contract and are, further, agreed to be incorporated into the Contract as if fully set forth therein verbatim. The Contract Documents include: Section 00410 Bid Submission Form (required form) 2. Section 00420 Bid Bond Form (required form) 3. Section 00425 Security and Public Requirements 4. Section 00432 Non -Collusion Affidavit 5. Section 00434 Conflict of Interest Affidavit 6. Section 00435 Recycled Content Report 7. Section 00436 Public Entities Crime Statement Affidavit 8. Section 00438 Compliance with the Public Records Law Affidavit 9. Section 00440 Bidder Qualifications Affidavit (required form) 10. 00442 Receipt of Exempt Public Records and Agreement to Section Safeguard 11. Section 00450 Certificate of Non -Segregated Facilities Form 12. Section 00452 Disputes Disclosure Affidavit 13. Section 00454 Drug Free Workplace Affidavit 14. Section 00455 Certification Regarding Non -Scrutinized Companies (required form) 15. Section 00456 Unauthorized (Illegal) Alien Workers Affidavit 16. Section 00458 E -verify Compliance Affidavit (required form) AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-1 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 0 CITY OF Ski4FORD FINANCE DEPARTMENT 17. Section 00460 Americans with Disabilities Act Affidavit (required form) 18. Section 00462 Financial Information Form (requested by City) 19. Section 00463 Florida Trench Safety Act Management (if required) 20. Section 00470 Criminal Background Check, (required form) 21. Section 00505 Notice of Intent to Award 22. Section 00510 Notice of Award 23. Section 00520 Agreement Form 24. Section 00530 Notice to Proceed Form 25. Section 00605 Performance Bond Form 26. Section 00610 Payment Bond Form 27. Section 00615 Material and Workmanship Bond form 28. Section 00617 Consent of Surety to Final Payment (required form) 29. Section 00618 Insurance Requirements (required form) 30. Section 00620 Vendor-ACH-W-9 Package 31. Section 00624 Incentive/Liquidated Damages Payments Designation (required form) 32. 00625 Contractor's Application for Payment Form 33. 00626 Certificate of Substantial Completion 34. 00627 Certificate of Final Completion 35. 00640 Contractor's Partial Release of Lien Form 36. 00641 Subcontractor's Final Release of Lien Form 37. 00642 Subcontractor's Supplier Release of Lien Form 38. 00644 Subcontractor's Partial Release of Lien Form 39. Section 00645 Contractor's Release of Lien Form 40. Section 00700 General Conditions 41. Section 00800 Supplementary Conditions 42. Section 00820 Debarment Certification 43. Section 00825 Subcontractor Debarment- Certification 44. Section 00835 Equal Employment Opportunity 45. Section 00840 Project Field Order Form 46. Section 00845 Work Directive Change Form 47. Section 00850 Change Order Form 48. Section 00884 Vendor Performance Report 49. Section 00886 Project Activity Report 50. Section 00940 Field Order Addendum Receipt Acknowledgement Certification 51. Attachment "A" Addendum Receipt Acknowledgement Certification 52. Attachment "B" Organization Information 53. Attachment "C" Reference Form 54. Attachment "D" Proposed Schedule of Subcontactor Participation 55. Attachment "F" Bid Price Schedule and Acceptance of Bid Terms and Conditions 56. Proposed Scheduled of Subcontractors Participation 57. Bid Price Schedule and Acceptance of Bid Terms and Conditions Additional document(s) that are not specifically listed in Paragraph 1.02.A.1 through 1.02.A.57, but which are included in the Project Manual and any additional documents agreed upon by the Parties shall be included as a part of the Contract. These documents form the Contract and all are as fully a part of the Contract as if attached to this Agreement or repeated herein. As the documents indicated AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-2 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 CITY OF S kI40 10FINANCEDEPARTMENT above are executed, the date of final execution and initials of the individual who received the executed document(s) is to be added to the blank next to the listed document(s) when processed and made a part of the City's official set of Contract Documents. B. Scope of Work The Contractor shall perform all work required by the Contract Documents for the construction of the IFB 23124-10 Lee P. Moore Park Tennis & Pickleball Court Improvement. C. Contract Time The Contractor shall begin work after the issuance of a written Notice to Proceed from Owner and shall substantially complete the work within the Contract Time identified in Paragraphs 1.02.C.5 of the Bid Form, which is 90 calendar days. The work shall be finally complete, ready for Final Payment in accordance with the General Conditions, within 30 calendar days from the actual date of substantial completion. D. Liquidated Damages OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the Work is not substantially complete within the time specified in Paragraph C above, plus any extensions thereof allowed in accordance with the General Conditions. They also recognize the delays, expense and difficulties involved in proving in a legal arbitration proceeding the actual loss suffered by OWNER if the Work is not substantially complete on time. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER $ 1000.00 for each calendar day that expires after the time specified in Paragraph C for substantial completion until the work is substantially complete. It is agreed that if this Work is not Finally completed in accordance with the Contract Documents, the CONTRACTOR shall pay the OWNER as liquidated damages for delay, and not as penalty, one-fourth ('/4) of the rate set forth above. E. Contract Price Unit Price Contract The Owner will pay the Contractor in current funds for the performance of the work, subject to additions and deductions by Change Order and subject to the Measurement and Payment Provisions, and subject to actual constructed quantities; the Total Contract Price of $324,248.00. Payments will be made to the Contractor on the basis of the Schedule of Unit Prices included as part of the Bid, which shall be as fully a part of the Contract as if attached or repeated herein. F. City of Sanford Tax Recovery AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-3 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 CITY OF S,kiTF®F.D 0FINANCE DEPARTMENT The CONTRACTOR shall cooperate with the CITY in the implementation of the CITY's tax recovery program and, to that end; the CITY may make purchases directly under its purchase order processes relative to various materials, supplies and equipment that may be part of the services provided under this Agreement. The CONTRACTOR hereby recognizes the right of the CITY to engage in tax recovery/savings through direct purchases. G. Payments The Owner will make payments as provided in the General Conditions and Supplementary Conditions. H. Retainage In accordance with the provisions of the State of Florida Local Government Prompt Payment Act, the value of each application for payment shall be equal to the total value of the Work performed to date, less an amount retained, and less payments previously made and amounts withheld in accordance with the General Conditions and Supplementary Conditions. Retainage for this project is 10%, to be held by Owner as collateral security to ensure completion of Work. When the Work is 50 percent complete, defined as being 50 percent complete based on the construction progress schedule as updated during construction, and expenditure of at least 50 percent of the total updated construction cost, retainage shall be reduced in accordance with State law. I. Architecture The Project has been designed by Powell Studio Architecture referred to in the documents as the Architecture. J. Additional Terms and Conditions The CONTRACTOR hereby warrants and represents to the CITY that it is competent and otherwise able to provide professional and high quality goods and/or services to the CITY by means of employees who are neat in appearance and of polite demeanor. 2. All submissions submitted by the CONTRACTOR in the proposals/bid submitted to the CITY are hereby incorporated herein to the extent not inconsistent with the terms and conditions as set forth herein. 3. The CONTRACTOR acknowledges that the CITY may retain other goods and/or service providers to provide the same goods and/or services for CITY projects. The CONTRACTOR acknowledges that the CITY, at the CITY's option, may request proposals from the CONTRACTOR and the other goods and/or service providers for CITY projects. The CITY reserves the right to select which goods and/or services provider shall provide goods and/or services for the CITY's projects. AGREEMENT 520 IFB 23/24-10 Tennis & Pickleball Court Improvement 00520-4 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 CITY OF 0 FINANCE DEPARTMENT 4. The CONTRACTOR agrees to provide and ensure coordination between goods/services providers. 5. Each party hereto represents to the other that it has undertaken all necessary actions to execute this Agreement, and that it has the legal authority to enter into this Agreement and to undertake all obligations imposed on it. The person(s) executing this Agreement for the CONTRACTOR certify that he/she/they is/are authorized to bind the CONTRACTOR fully to the terms of this Agreement. 6. The CONTRACTOR hereby guarantees the CITY that all materials, supplies, services and equipment as listed on a Purchase Order meet the requirements, specifications and standards as provided for under the Federal Occupations Safety and Health Act of 1970, from time to time amended and in force on the date hereof. 7. It is agreed that nothing herein contained is intended or should be construed as in any manner creating or establishing a relationship of co- partners between the parties, or as constituting the CONTRACTOR (including, but not limited to, its officers, employees, and agents) the agent, representative, or employee of the CITY for any purpose, or in any manner, whatsoever. The CONTRACTOR is to be and shall remain forever an independent contractor with respect to all services performed under this Agreement. 8. Persons employed by the CONTRACTOR in the provision and performance of the goods and/or services and functions pursuant to this Agreement shall have no claim to pension, workers' compensation, unemployment compensation, civil service or other employee rights or privileges granted to the CITY's officers and employees either by operation of law or by the CITY. 9. No claim for goods and/or services furnished by the CONTRACTOR not specifically provided for herein shall be honored by the CITY. 10. Execution of this Agreement by the CONTRACTOR is a representation that the CONTRACTOR is familiar with the goods and/or services to be provided and/or performed and with local conditions. The CONTRACTOR shall make no claim for additional time or money based upon its failure to comply with this Agreement. The CONTRACTOR has informed the CITY, and hereby represents to the CITY, that it has extensive experience in performing and providing the services and/or goods described in this Agreement and that it is well acquainted with the components that are properly and customarily included within such projects and the requirements of laws, ordinance, rules, regulations or orders of any public authority or licensing entity having jurisdiction over the CITY's Projects. 11. Quality, Professional Standards, and Security Requirements AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-5 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 CITY OF 4) FINANCE DEPARTMENT a. Under this paragraph 11, the term "CONTRACTOR'S employees" shall include CONTRACTOR'S agents, employees and SUBCONTRACTORS extending to SUBCONTRACTORS agents and employees. b. The CONTRACTOR shall be responsible for the professional quality, accepted standards, technical accuracy, neatness of appearance of employees, employee conduct, safety, and the coordination of all services furnished by the CONTRACTOR under any Agreement resulting from this solicitation. The City reserves the right to require all CONTRACTOR employees, when on City property or work sites, to wear identification badges at all times which, at a minimum, provides the name of the employee and the CONTRACTOR. The CITY reserves the right to require the CONTRACTOR to provide to the CITY a list of employees working on the project. Also, the list shall include employee working days, times and assignments within forty-eight (48) hours of the CITY's written request for such information. This information will be reviewed, screened and verified by the CITY, prior to the employees of the CONTRACTOR entering the CITY's premises and/or work sites. d. The CONTRACTOR shall comply with Section 2-67 of the Sanford City Code as it relates to security screenings of private contractors and employees of private contractors. The CONTRACTOR shall cause each person found by the City Commission to be functioning in a position critical to the security and/or public safety of the CITY by reason of access to any publicly owned or operated facility to undergo the following inquiries and procedures conducted by the City of Sanford: 1) Fingerprinting in accordance with the CITY's pre-employment procedures; 2) Submission of the fingerprints to the Florida Department of Law Enforcement for state criminal history evaluation; and 3) Submission of the fingerprints to the Federal Bureau of Investigation for a national criminal history evaluation. e. Such confidential information shall be used by the CITY to determine a person's eligibility to function in such critical employment position(s) as described. Additionally, the CITY may request and the CONTRACTOR shall provide the name, address and social security number and licenses (driver's, commercial drivers license or CDL, or other operator's license) for employees of the CONTRACTOR and/or SUBCONTRACTORS that may work on the CITY's premises in positions found by the City Commission to be critical to the security and/or public safety of the CITY by reason of access to any publicly owned or operated facility. The CONTRACTOR shall release such information upon approval of the affected employees. If an employee refuses to AGREEMENT 520 IFB 23/24-10 Tennis & Pickleball Court Improvement 00520-6 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 0 CITY OF ORD FINANCE DEPARTMENT authorize the release of their address, social security number and/or licenses they shall not be allowed to work or continue to work in such critical positions. The CONTRACTOR shall work closely with the CITY on all aspects of the provision of the goods and/or services. With respect to services, the CONTRACTOR shall be responsible for the professional quality, technical accuracy, competence, methodology, accuracy and the coordination of all of the following which are listed for illustration purposes and not as a limitation: documents, analysis, reports, data, plans, plats, maps, surveys, specifications, and any and all other services of whatever type or nature furnished by the CONTRACTOR under this Agreement. The CONTRACTOR shall, without additional compensation, correct or revise any errors or deficiencies in his/her/its plans, analysis, data, reports, designs, drawings, specifications, and any and all other services of whatever type or nature. The CONTRACTOR's submissions in response to the subject bid or procurement processes are incorporated herein by this reference thereto. 12. Neither the CITY's review, approval or acceptance of, nor payment for, any of the goods and/or services required shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement and the CONTRACTOR shall be and remain liable to the CITY in accordance with applicable law for all damages to the CITY caused by the CONTRACTOR negligent or improper performance or failure to perform any of the goods and/or services furnished under this Agreement. 13. The rights and remedies of the CITY, provided for under this Agreement, are in addition to any other rights and remedies provided by law. 14. Time is of the essence in the performance of all goods and/or services provided by the CONTRACTOR under the terms of this Agreement. 15. Invoices, which are in an acceptable form to the CITY and without disputable items, which are received by the CITY, will be processed for payment within thirty (30) days of receipt by the CITY. 16. The CONTRACTOR will be notified of any disputable items contained in invoices submitted by the CONTRACTOR within fifteen (15) days of receipt by the CITY with an explanation of the deficiencies. 17. The CITY and the CONTRACTOR will make every effort to resolve all disputable items contained in the CONTRACTOR's invoices. 18. Each invoice shall reference this Agreement, the appropriate billing period. AGREEMENT 520 IFB 23/24-10 Tennis & Pickleball Court Improvement 00520-7 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 CITY OF S,ki4F® r FINANCE DEPARTMENT 19. The Florida Prompt Payment Act shall apply when applicable. A billing period represents the dates in which the CONTRACTOR completed goods and/or services referenced in an invoice. 20. Invoices are to be forwarded directly the City's designated CEI representative, as identifed at the preconstruction meeting, for review and processing. 21. CITY designates the City Manager or his/her designated representative, to represent the CITY in all matters pertaining to and arising from the work and the performance of this Agreement. 22. The City Manager, or his/her designated representative, shall have the following responsibilities: a. Examination of all work and rendering, in writing, decisions indicating the CITY's approval or disapproval within a reasonable time so as not to materially delay the work of the CONTRACTOR; b. Transmission of instructions, receipt of information, and interpretation and definition of CITY's policies and decisions with respect to design, materials, and other matters pertinent to the work covered by this Agreement; C. Giving prompt written notice to the CONTRACTOR whenever the CITY official representative knows of a defect or change necessary in the project; and d. Coordinating and managing the CONTRACTOR's preparation of any necessary applications to governmental bodies, to arrange for submission of such applications. 23. Until further notice from the City Manager the designated representative for this Agreement is: Robert Beall, Project Manager City of Sanford P.O. Box 1788 Sanford, Florida 32772 24. CITY may terminate this Agreement for convenience at any time or for any one (1) or more of the reasons as follows: a. If, in the CITY's opinion, adequate progress is not being made by the CONTRACTOR due to the CONTRACTOR 's failure to perform; or b. If, in the CITY's opinion, the quality of the goods and/or services provided by the CONTRACTOR is/are not in conformance with commonly accepted professional standards, standards of the CITY, and the requirements of Federal and/or State regulatory agencies, and the CONTRACTOR has not corrected such deficiencies in a timely manner as reasonably determined by the CITY; or AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-8 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 4) CITY OF S,ki4F0RD FINANCE DEPARTMENT C. The CONTRACTOR, or any employee or agent of the CONTRACTOR, is indicted or has a direct charge issued against him for any crime arising out of or in conjunction with any work that has been performed by the CONTRACTOR; or d. The CONTRACTOR becomes involved in either voluntary or involuntary bankruptcy proceedings, or makes an assignment for the benefit of creditors; or e. The CONTRACTOR violates the Standards of Conduct provisions herein or any provision of Federal, State or local law or any provision of the CITY's Code of Conduct. 25. In the event of any of the causes of termination, the CITY's designated representative may send a certified letter to the CONTRACTOR requesting that the CONTRACTOR show cause why the Agreement should not be terminated. If assurance satisfactory to the CITY of corrective measures to be made within a reasonable time is not given to the CITY within seven (7) calendar days of the date of the letter, the CITY may consider the CONTRACTOR to be in default, and may then immediately terminate this Agreement. 26. In the event that this Agreement is terminated for cause and it is later determined that the cause does not exist, then this Agreement or the Purchase/Work Order shall be deemed terminated for convenience by the CITY and the CITY shall have the right to so terminate this Agreement without any recourse by the CONTRACTOR. 27. The CONTRACTOR may terminate this Agreement only if the CITY fails to pay the CONTRACTOR in accordance with this Agreement. 28. Notwithstanding any other provision of this Agreement, the CITY shall have the right at any time to terminate this Agreement in its entirely without cause, if such termination is deemed by the CITY to be in the public interest, in writing of deficiencies or default in the performance of its duties under the Agreement and the CONTRACTOR shall have ten (10) days to correct same or to request, in writing, a hearing. Failure of the CONTRACTOR to remedy said specified items of deficiency or default in the notice by either the CITY's designated representative within ten (10) days of receipt of such notice of such decisions, shall result in the termination of the Agreement, and the CITY shall be relieved of any and all responsibilities and liabilities under the terms and provisions of the Agreement. 29. The CITY shall have the right to terminate this Agreement without cause with a sixty (60) day written notice to the other party. The CITY reserves the right to terminate any Agreement for cause with a five (5) day written notice to the CONTRACTOR. Notice shall be served to the parties as specified in the Agreement. 30. In the event that this Agreement is terminated, the CITY shall identify any specific work to be continued to completion pursuant to the provisions of this Agreement. AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-9 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 0 CITY OF 0 FORD FINANCE DEPARTMENT 31. In the event that after the CITY termination for cause for failure of the CONTRACTOR to fulfill its obligations under this Agreement it is found that the CONTRACTOR has not so failed, the termination shall be deemed to have been for convenience and without cause. 32. In the event this Agreement is terminated or canceled prior to final completion without cause, payment for the unpaid portion of the services provided by the CONTRACTOR to the date of termination and any additional services shall be paid to the CONTRACTOR. 33. Upon receipt of notice of termination, given by either party, the terminated party shall promptly discontinue the provision of all goods and/or services, unless the notice provides otherwise. 34. The performance or provision of the CONTRACTOR's goods and/or services under this Agreement may be suspended by the CITY at any time. 35. In the event the CITY suspends the performance or provision of the CONTRACTOR services hereunder, the CITY shall so notify the CONTRACTOR in writing, such suspension becoming effective within seven (7) days from the date of mailing, and the CITY shall pay to the CONTRACTOR within thirty (30) days all compensation which has become due to and payable to the CONTRACTOR to the effective date of such suspension. The CITY shall thereafter have no further obligation for payment to the CONTRACTOR for the suspended provision of goods and/or services unless and until the CITY's designated representative notifies the CONTRACTOR in writing that the provision of the goods and/or services of the CONTRACTOR called for hereunder are to be resumed by the CONTRACTOR. 36. Upon receipt of written notice from the CITY that the CONTRACTOR's provision of goods and/or services hereunder are to be resumed, the CONTRACTOR shall continue to provide the services to the CITY. 37. The CONTRACTOR agrees that it will not discriminate against any employee or applicant for employment for work under this Agreement because of race, color, religion, sex, age, national origin or disability and will take affirmative steps to ensure that applicants are employed and employees are treated during employment without regard to race, color, religion, sex, age, national origin or disability. This provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment advertising; layoff or termination; rates of pay or their forms or compensation; and selection for training, including apprenticeship. The CONTRACTOR, moreover, shall comply with all the requirements as imposed by the Americans with Disability Act, the regulations of the Federal government issued thereunder, and any and all requirements of Federal or State law related thereto. 38. Indemnity and Insurance AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-10 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 � �F S CITY FORD jI FINANCE DEPARTMENT a. To the fullest extent permitted by law, the CONTRACTOR shall indemnify, hold harmless and defend the CITY, its agents, servants, officers, officials and employees, or any of them, from and against any and all claims, damages, losses, and expenses including, but not limited to, attorney's fees and other legal costs such as those for paralegal, investigative, and legal support services, and the actual costs incurred for expert witness testimony, arising out of or resulting from the performance or provision of services required under this Agreement, provided that same is caused in whole or in part by the error, omission, negligent act, failure to act, breach of contract obligation, malfeasance, officers, officials, employees, or subCONTRACTORs. Additionally, the CONTRACTOR accepts responsibility for all damages resulting in any way related to the performance of work. In no event, shall either party be responsible or liable to the other for any incidental, consequential, or indirect damages, whether arising by contract or tort. b. In accordance with Section 725.06, Florida Statutes, adequate consideration has been provided to the CONTRACTOR for this obligation, the receipt and sufficiency of which is hereby specifically acknowledged. C. Nothing herein shall be deemed to affect the rights, privileges, and immunities of the CITY as set forth in Section 768.28, Florida Statutes. d. In claims against any person or entity, indemnification under this Section by an employee of the CONTRACTOR or its agents or subCONTRACTORs, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under this Section shall not be limited by a limitation on amount or type of damages, compensation, or benefits payable by or for the CONTRACTOR or its agents or subCONTRACTORs, under Workers Compensation acts, disability benefits acts, or other employee benefit acts. e. The execution of this Agreement by the CONTRACTOR shall obligate the CONTRACTOR to comply with the indemnification provision of this Agreement; provided, however, that the CONTRACTOR must also comply with the provisions of this Agreement relating to insurance coverage. f. The CONTRACTOR shall submit a report to the CITY within twenty-four (24) hours of the date of any incident resulting in damage or which is reasonably likely to result in a claim of damage. 39. The CONTRACTOR shall obtain or possess and continuously maintain the insurance coverage as set forth and required in the bid documents. AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-11 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 0SAF® CITY OF RD FINANCE DEPARTMENT 40. All insurance other than Workers Compensation and Professional Liability that must be maintained by the CONTRACTOR shall specifically include the CITY as an additional insured. 41. The CONTRACTOR shall provide Certificates of Insurance to the CITY evidencing that all such insurance is in effect prior to the issuance of the first Purchase/Work Order under this Agreement from the CITY. These Certificates of Insurance shall become part of this Agreement. Neither approval by the CITY nor failure to disapprove the insurance furnished by a CONTRACTOR shall relieve the CONTRACTOR of the CONTRACTOR's full responsibility for performance of any obligation including the CONTRACTOR's indemnification of the CITY under this Agreement. If, during the period which an insurance company is providing the insurance coverage required by this Agreement, an insurance company shall: (1) lose its Certificate of Authority, (2) no longer comply with Section 440.57, Florida Statutes, or (3) fail to maintain the requisite Best's Rating and Financial Size Category, the CONTRACTOR shall, as soon as the CONTRACTOR has knowledge of any such circumstance, immediately notify the CITY and immediately replace the insurance coverage provided by the insurance company with a different insurance company meeting the requirements of this Agreement. Until such time as the CONTRACTOR has replaced the unacceptable insurer with insurance acceptable to the CITY, the CONTRACTOR shall be deemed to be in default of this Agreement. 42. The insurance coverage shall contain a provision that requires that prior to any changes in the coverage, except increases in aggregate coverage, thirty (30) days prior notice will be given to the CITY by submission of a new Certificate of Insurance. 43. The CONTRACTOR shall furnish Certificates of Insurance directly to the CITY's Designated Representative. The certificates shall clearly indicate that the CONTRACTOR has obtained insurance of the type, amount and classification required by this Agreement. 44. Nothing in this Agreement or any action relating to this Agreement shall be construed as the CITY's waiver of sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes. 45. The CITY shall not be obligated or liable under the terms of this Agreement to any party other than the CONTRACTOR. There are no third party beneficiaries to this Agreement. 46. The CONTRACTOR is an independent contractor and not an agent, representative, or employee of the CITY. The CITY shall have no liability except as specifically provided in this Agreement. 47. All insurance shall be primary to, and not contribute with, any insurance or self-insurance maintained by the CITY. AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-12 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 0 CITY YOO OF S,k1 9 0 FINANCE DEPARTMENT 48. The CONTRACTOR warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONTRACTOR, to solicit or secure this Agreement and that the CONTRACTOR has not paid or agreed to pay any person, company, corporation, individual or firm other than a bona fide employee working solely for the CONTRACTOR, any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award of making this Agreement. 49. The CONTRACTOR shall not discriminate on the grounds of race, color, religion, sex, or national origin in the performance of work under this Agreement or violate any laws pertaining to civil rights, equal protection or discrimination. 50. The CONTRACTOR hereby certifies that no undisclosed (in writing) conflict of interest exists with respect to the Agreement, including, but not limited to, any conflicts that may be due to representation of other clients, customers or vendees, other contractual relationships of the CONTRACTOR, or any interest in property that the CONTRACTOR may have. The CONTRACTOR further certifies that any conflict of interest that arises during the term of this Agreement shall be immediately disclosed in writing to the CITY. Violation of this Section shall be considered as justification for immediate termination of this Agreement. 51. The CONTRACTOR shall ensure that all taxes due from the CONTRACTOR are paid in a timely and complete manner including, but not limited to, occupational license tax. 52. If the CITY determines that any employee or representative of the CONTRACTOR is not satisfactorily performing his/her assigned duties or is demonstrating improper conduct pursuant to any assignment or work performed under this Agreement, the CITY shall so notify the CONTRACTOR, in writing. The CONTRACTOR shall immediately remove such employee or representative of the CONTRACTOR from such assignment. 53. The CONTRACTOR shall not publish any documents or release information regarding this Agreement to the media without prior approval of the CITY. 54. The CONTRACTOR shall certify, upon request by the CITY, that the CONTRACTOR maintains a drug free workplace policy in accordance with Section 287.0878, Florida Statutes. Failure to submit this certification may result in termination. 55. If the CONTRACTOR or an affiliate is placed on the convicted vendor list following a conviction for a public entity crime, such action may result in termination by the CITY. The CONTRACTOR shall provide a certification of compliance regarding the public crime requirements set forth in State law upon request by the CITY. AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-13 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 CITY OF S�TF®1M FINANCE DEPARTMENT 56. The CITY reserves the right to unilaterally terminate this Agreement if the CONTRACTOR refuses to allow public access to all documents, papers, letters, or other materials subject to provisions of Chapter 119, Florida Statutes, and other applicable law, and made or received by the CONTRACTOR in conjunction, in any way, with this Agreement. 57. The CONTRACTOR shall comply with the requirements of the Americans with Disabilities Act (ADA), and any and all related Federal or State laws which prohibits discrimination by public and private entities on the basis of disability. 58. The CITY will not intentionally award publicly -funded contracts to any contractor who knowingly employs unauthorized alien workers, constituting a violation of the employment provisions contained in 8 U.S.C. Section 1324a(e) Section 274A(e) of the Immigration and Nationally Act (INA). The CITY shall consider the employment by the CONTRACTOR of unauthorized aliens, a violation of Section 274A(e) of the INA. Such violation by the CONTRACTOR of the employment provisions contained in Section 274A(e) of the INA shall be grounds for immediate termination of this Agreement by the CITY. 59. The CONTRACTOR agrees to comply with Federal, State, and local environmental, health, and safety laws and regulations applicable to the goods and/or services provided to the CITY. The CONTRACTOR agrees that any program or initiative involving the work that could adversely affect any personnel involved, citizens, residents, users, neighbors or the surrounding environment will ensure compliance with any and all employment safety, environmental and health laws. 60. The CONTRACTOR shall ensure that all goods and/or services are provided to the CITY after the CONTRACTOR has obtained, at its sole and exclusive expense, any and all permits, licenses, permissions, approvals or similar consents. 61. If applicable, in accordance with Section 216.347, Florida Statutes, the CONTRACTOR shall not use funds provided by this Agreement for the purpose of lobbying the Legislature, the judicial branch or State agency. 62. The CONTRACTOR shall advise the CITY in writing of it who has been placed on a discriminatory vendor list, may not submit a bid on a contract to provide goods or services to a public entity, or may not transact business with any public entity. 63. The CONTRACTOR shall not engage in any action that would create a conflict of interest in the performance of that actions of any CITY employee or other person during the course of performance of, or otherwise related to, this Agreement or which would violate or cause others to violate the provisions of Part III, Chapter 112, Florida Statutes, relating to ethics in government. AGREEMENT 520 IFB 23/24-10 Tennis & Pickleball Court Improvement 00520-14 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 0(-: ; SACITY OF FORD �� FINANCE DEPARTMENT 64. The CONTRACTOR shall maintain books, records, documents, time and costs accounts and other evidence directly related to its provision or performance of services under this Agreement. All time records and cost data shall be maintained in accordance with generally accepted accounting principles. 65. The CONTRACTOR shall maintain and allow access to the records required under this Section for a minimum period of five (5) years after the completion of the provision or performance goods and/or services under this Agreement and date of final payment for said goods and/or services, or date of termination of this Agreement. 66. The CITY may perform, or cause to have performed, an audit of the records of the CONTRACTOR before or after final payment to support final payment under any Purchase/Work Order issued hereunder. This audit shall be performed at a time mutually agreeable to the CONTRACTOR and the CITY subsequent to the close of the final fiscal period in which goods and/or services are provided or performed. Total compensation to the CONTRACTOR may be determined subsequent to an audit as provided for in this Section, and the total compensation so determined shall be used to calculate final payment to the CONTRACTOR. Conduct of this audit shall not delay final payment as required by this Section. 67. In addition to the above, if Federal, State, County, or other entity funds are used for any goods and/or services under this Agreement, the Comptroller General of the United States or the Chief Financial Officer of the State of Florida, or the County of Seminole, or any representatives, shall have access to any books, documents, papers, and records of the CONTRACTOR which are directly pertinent to goods and/or services provided or performed under this Agreement for purposes of making audit, examination, excerpts, and transcriptions. 68. In the event of any audit or inspection conducted reveals any overpayment by the CITY under the terms of the Agreement, the CONTRACTOR shall refund such overpayment to the CITY within thirty (30) days of notice by the CITY of the request for the refund. 69. The CONTRACTOR agrees to fully comply with all State laws relating to public records. 70. The CONTRACTOR agrees that if any litigation, claim, or audit is started before the expiration of the record retention period established above, the records shall be retained until all litigation, claims or audit findings involving the records have been resolved and final action taken. 71. The CONTRACTOR shall not sublet, assign or transfer any interest in this Agreement, or claims for the money due or to become due out of this Agreement to a bank, trust company, or other financial institution without written CITY approval. When approved by the CITY, written notice of such assignment or transfer shall be furnished promptly to the CITY. AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-15 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1E85 CITY OF Vli1®F® FINANCE DEPARTMENT 72. Any CONTRACTOR proposed subcontractors shall be submitted to the CITY for written approval prior to the CONTRACTOR entering into a subcontract. Subcontractor information shall include, but not be limited to, State registrations, business address, occupational license tax proof of payment, and insurance certifications. 73. The CONTRACTOR shall coordinate the provision of goods and/or services and work product of any CITY approved subcontractors, and remain fully responsible for such goods and/or services and work under the terms of this Agreement. 74. Any subcontract shall be in writing and shall incorporate this Agreement and require the subcontractor to assume performance of the CONTRACTOR's duties commensurately with the CONTRACTOR's duties to the CITY under this Agreement, it being understood that nothing herein shall in any way relieve the CONTRACTOR from any of its duties under this Agreement. The CONTRACTOR shall provide the CITY with executed copies of all subcontracts. 75. The CONTRACTOR shall reasonably cooperate at all times with the CITY and other CITY contractors and professionals. 76. This Agreement is to be governed by the laws of the State of Florida. 77. Venue for any legal proceeding related to this Agreement shall be in the Eighteenth Judicial Circuit Court in and for Seminole County, Florida. 78. This Agreement is the result of bona fide arms length negotiations between the CITY and the CONTRACTOR and all parties have contributed substantially and materially to the preparation of the Contract. Accordingly, this Agreement shall not be construed or interpreted more strictly against any one party than against any other party. 79. Neither party shall be considered in default in performance of its obligations hereunder to the extent that performance of such obligations, or any of them, is delayed or prevented by Force Majeure. Force Majeure shall include, but not be limited to, hostility, terrorism, revolution, civil commotion, strike, epidemic, fire, flood, wind, earthquake, explosion, any law, proclamation, regulation, or ordinance or other act of government, or any act of God or any cause whether of the same or different nature, existing or future; provided that the cause whether or not enumerated in this Section is beyond the control and without the fault or negligence of the party seeking relief under this Section. 80. This Agreement, together with the exhibit(s), if any, constitutes the entire integrated Agreement between the CITY and the CONTRACTOR and supersedes all prior written or oral understandings in connection therewith. This Agreement, and all the terms and provisions contained herein, including without limitation the exhibits hereto, constitute the full and complete agreement between the parties hereto to the date hereof, AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-16 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 00 CITY OF S,ki4F0RD � I' FINANCE DEPARTMENT and supersedes and controls over any and all prior agreements, understandings, representations, correspondence and statements whether written or oral. 81. This Agreement may only be amended, supplemented or modified by a formal written amendment. 82. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties. 83. Written notice requirements of this Agreement shall be strictly construed and such requirements are a condition precedent to pursuing any rights or remedies hereunder. The CONTRACTOR agrees not to claim any waiver by CITY of such notice requirements based upon CITY having actual knowledge, implied, verbal or constructive notice, lack of prejudice or any other grounds as a substitute for the failure of the CONTRACTOR to comply with the express written notice requirements herein. Computer notification (e-mails and message boards) shall not constitute proper written notice under the terms of the Agreement. 84. The failure of the CITY to insist in any instance upon the strict performance of any provision of this Agreement, or to exercise any right or privilege granted to the CITY hereunder shall not constitute or be construed as a waiver of any such provision or right and the same shall continue in force. 85. In no event shall any obligation of the CITY under this Agreement be or constitute a general obligation or indebtedness of the CITY, a pledge of the ad valorem taxing power of the CITY or a general obligation or indebtedness of the CITY within the meaning of the Constitution of the State of Florida or any other applicable laws, but shall be payable solely from legally available revenues and funds. 86. The CONTRACTOR shall not have the right to compel the exercise of the ad valorem taxing power of the CITY. 87. Each exhibit referred to and attached to this Agreement is an essential part of this Agreement. The exhibits and any amendments or revisions thereto, even if not physically attached hereto, shall be treated as if they are part of this Agreement. 88. The Section headings and captions of this Agreement are for convenience and reference only and in no way define, limit, describe the scope or intent of this Agreement or any part thereof, or in any way affect this Agreement or construe any provision of this Agreement. 89. If any term, provision or condition contained in this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of such term, provision or condition to persons or circumstances other than those in respect of which it is invalid or unenforceable, shall not be affected thereby, and each term, provision AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-17 DocuSign Envelope ID: 03BAEE24-5E77-4OF4-AC90-CF40DEDD1 E85 19 c CITY OFF g S,k � FQRD FINANCE DEPARTMENT and condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law when consistent with equity and the public interest. 90. All provisions of this Agreement shall be read and applied in para materia with all other provisions hereof. 91. In the event of a dispute related to any performance or payment obligation arising under this Agreement, the parties agree to exhaust any alternative dispute resolution procedures reasonably imposed by the CITY prior to filing suit or otherwise pursuing legal remedies. 92. The CONTRACTOR agrees that it will file no suit or otherwise pursue legal remedies based on facts or evidentiary materials that were not presented for consideration to the CITY in alternative dispute resolution procedures or which the CONTRACTOR had knowledge and failed to present during the CITY procedures. 93. In the event that CITY procedures are exhausted and a suit is filed or legal remedies are otherwise pursued, the parties shall exercise best efforts to resolve disputes through voluntary mediation. Mediator selection and the procedures to be employed in voluntary mediation shall be mutually acceptable to the parties. Costs of voluntary mediation shall be shared equally among the parties participating in the mediation. 94. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute one and the same document. 95. Mandatory Compliance with Chapter 119, Florida Statutes, and Public Records Request. In order to comply with Section 119.0701, Florida Statutes, public records law, the Contractor must: 1. Keep and maintain public records that ordinarily and necessarily would be required by the City in order to perform service. 2. Provide the public with access to public records in the same terms and conditions that the CITY would provide the records and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. 3. Ensure that public records that we exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by laws. 4. Meet all requirements for retaining public records and transfer, at no cost, to the CITY all public records in possession of the CONTRACTOR upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically be provided to the City in a format that is compatible with the information technology systems of the CITY. 5. If the CONTRACTOR does not comply with a public records request, the CITY shall enforce the contract provision in AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-18 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 f) CITY OF S,ki4FOID FINANCE DEPARTMENT accordance with this Agreement. 6. Failure by the CONTRACTOR to grant such public access and comply with public records request shall be grounds for immediate unilateral cancellation of this Agreement by the CITY, the CONTRACTOR shall promptly provide the CITY with a copy of any request to inspect or copy public records in possession of the CONTRACTOR and shall promptly provide the CITY with a copy of the CONTRACTOR's response to each such request. 7. The CONTRACTOR shall not the following IF THE CONTRACTOR/VENDOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S (VENDOR'S) DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (407) 688-5012, TRACI HOUCHIN, CITY CLERK, CITY OF SANFORD, CITY HALL, 300 NORTH PARK AVENUE, SANFORD, FLORIDA 32771, HOUCHINT&SAM ORDFL.GOV. (Agreement Execution page follows) IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. CONTRACTOR: Qualis General Contractors, LLC. Brycen Herman Name of Owner ZD—Sign;d y: /y/� 3/14/2024 `001A5753Al2C<50... Date (SEAL) Brycen Herman - President Printed Name and Title ATTEST: �se any: 3/14/2024 Uwa�n,e 1�I^aaA, 2111N AI, 1w�I; Date Vivian Beltran - Finance Director Printed Name and Title OWNER: City of Sanford AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-19 DocuSign Envelope ID: 03BAEE24-5E77-40F4-AC90-CF40DEDD1 E85 CITY OF &�FORD f)FINANCE DEPARTMENT Name of Owner 03/19/2024 Art Woodruff (Mar 19, 204 21:38 EDT) By (Signature) Date (SEAL) Art Woodruff Mayor Printed Name and Title ATTEST: n2ddc f &dK 03/20/2024 Traci Houchin (Mar 20, 202409:57 EDT) By (Signature) Date Traci Houchin City Clerk Printed Name and Title Approved as to form and Legal sufficiency. lkyyle. N CZvA ACA fogy wcr CA_ 03/19/2024 l NG lAC41 VlLCUI Mar 192024591 ED71 William L. Colbert Date City Attorney END OF SECTION AGREEMENT 520 IFB 23124-10 Tennis & Pickleball Court Improvement 00520-20 cc /CITY OF ' j� ' ; y S OR (uTl' n `r� !1?lnfr'Gl WS- RM X FLORIDA Item No.p CITY COMMISSION MEMORANDUM 24094 MARCH 25, 2024 AGENDA To: Honorable Mayor wid Members of the City Commission PREPARED BY: Robert Beall, Operations Manager SUBMITTED BY: Norton N. Bonaparte, Jr., ICMA-CM " is Ter SUBJECT: Budget Amendment Resolution. 26 -3233 and Procurements, Lee P. Moore Park Rehabilitation,/ $3' X16,916 Procurements and $158,094 (Budget Amendment) STRATEGIC PRIORITIES: ❑ Unify Downtown & the Waterfront ❑ Promote the City's Distinct Culture ❑ Update Regulatory Framework ❑ Redevelop and Revitalize Disadvantaged Communities SYNOPSIS: Approval of Resolution No. 2024-3233, to amend the budget in the amount of $158,094, and three procurements, in the total amount of $396,916, for the parking lot pavement resurfacing and striping and teiuiis and pickleball rehabilitation at Lee 11. Moore Park is requested. FiSCAL/STAFFING STATEMENT: Funding in the amount of $396,916 is available in the Parks Improvements Other Than Building fund. The budget amendment is in the amount of $158,094 which moves funding within the projects of the Improvements Other Than Building Capital fund for the Lee P. Moore Project. The breakdown of the procurements is as follows: (1). $324,248: Tennis and pickleball court s_rehabilitation (2). $ 66,905: Parking lot paving (3). $ 5,763: Parking Int line striping BACKGROUND: (1). $324,248: Tennis and pickleball courts rehabilitation procurement: Bid IFB 23/24-10 Lce P. Moore Park Tennis and Pickleball Court Improvement was opened on February 15. 2024. with two bidders responding. Qualis General Contractors. LLC, a Florida limited liability company which is headquartered in Tampa, is proposed to be awarded the contract as the lowest most responsive bidder. The other bidder was The Nidy Sports Construction, Inc., an Ohio corporation which is headquartered in Longwood. The bid summary follows. The Nidy Sports Construction, Inc. $420,600 Qualis General Contractors, LLC $324,248 The parking lot area to be paved is over 25 years old and has deteriorated over the years due to high traffic and age. The tennis and pickleball courts are over 20 years old with cracking and separation of the pavement and one side of the courts has a large depression causing staff to close half of the tennis courts. (2). $66,905: Parking lot -paving procurement: Middlesex Asphalt, LLC. a Delaware limited liability company which is headquartered in Orlando, is being procured under piggyback contract PBA 19/20-53 which piggybacked a Seminole County contract. (3). $5,763: Parking lot line striping procurement: Fausnight Stripe and Line, Inc. a Florida corporation which is headquartered in Longwood, is being procured under piggyback contract PBA 23/24-201 which piggybacked a Seminole County contract. (4). $158,094 budget amendment: Moves funding within the projects of the Improvements Other Than Building Capital fiord for the I.:ee P_ Moore Park Project. LEGAL REVIEW: The Assistant City Attorney has reviewed and has no legal objection to the use of all City forms and no vendor forms to implement the procurements. RECOMMENDATION: City staff recommends that the City Commission approve Resolution No. 2024-3233, amending the City budget, in the amount of $158,094, and three procurements relating to Lee P. Moore Park in an amount not to exceed $396,916. SUGGESTED Manow "I move to approve Resolution No. 2024-3233, and the three procurements, as proposed." Attachments: (1). Budget Amendment Resolution No. 2024-3233 (2). Lee P. Moore Park bid tabulation (IFB 23/24-10). (3). Middlesex quote. (4). Fausnight quote.