1507* Hazen Construction IFB 11/12-05 SR 46l c
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PURCHASING DEPARTMENT
TRANSMITTAL MEMORANDUM
TO: City Clerk /Mayor
RE Notice of Award to Hazen Construction Section 00510 IFB 11/12 -05 SR 46 Detour Rd
and SR 415 Utility Relocation.
The item(s) noted below is /are attached and forwarded to your office for the following action(s):
Development Order
Final Plat (original mylars)
Letter of Credit
Maintenance Bond
Ordinance
Performance Bond
Resolution
® Mayor's signature
❑ Recording
Safe keeping (Vault)
U Payment Bond
❑ City Manager Signature
® City Clerk Attest/Signature
Once completed, please:
® Return originals to Purchasing
❑ Return copies
El
Special Instructions:
Execute Contract and City Clerk to attest it CC approval on 3.21.12 memo. No. 12.049
Marisol Ordone AAVW
From
TADept_ forms \City Clerk Transmittal Memo - 2009.doc
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DOCUMENT APPROVAL
Contract Agreement Name: Hazen Construction contract IFB 11/12 -05 SR 46
Detour Rd and SR 415 Utility Relocation.
Approval:
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SECTION 00520
AGREEMENT FORM
PART 1 GENERAL
AGREEMENT, made and entered into the °�D da of
1.11 THIS AGREE y ,
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 Hazen
Construction, LLC whose principal and local address is 1599 Tionia Road, New Smyrna
Beach, Florida 32168 hereinafter referred to as 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. Contract Documents
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, and
Engineer's written interpretations and clarifications issued on or after the
Effective Date of this Agreement. These form the Contract and all are as fully a
part of the Contract as if attached to this Agreement or repeated herein.
B. Scope of Work
The Contractor shall perform all work required by the Contract Documents for the
construction of the SR 46 Detour Rd. and SR 415 Utility Relocations 0FB No.
11/12-05).
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 77 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
1) 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,
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plus any extensions thereof allowed in accordance with the General
Conditions.
2) The CONTRACTOR understands FDOT work associated with the SR 46
Detour Road Surcharge and SR 415 widening is scheduled by FDOT for
letting in April 2012 and has an anticipated construction start date no
sooner than July 16, 2012 and that the City of Sanford's SR 46 Detour
Rd. and SR 415 Utility Relocations (IFB No. 11/12 -05) work must be
substantially complete prior to the start of FDOT construction. The
CONTRACTOR understands if it is not substantially complete and the
FDOT makes claim against the CITY for causing delay damages to the
FDOT's contractor then the City will assess liquidated damages to be
paid for by the CONTRACTOR per Paragraph 1.02.D.3.
3) OWNER and CONTRACTOR 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 the below listed amounts for
each calendar day that expires after the time specified in Paragraph C for
substantial completion until the work is substantially complete.
a) Liquidated Damages for the SR 46 Detour Rd. Utility Relocations:
$1,532 per calendar day.
b) Liquidated Damages for the SR 415 Utility Relocations: $3,226
per calendar day.
4) 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 ( 1 /) 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 Five hundred fifty -five thousand five
hundred fifty -five and 55/100 Dollars ($555.555.55 Payments will be made to
the Contractor on the basis of the Schedule of Unit Prices included as a part of
his Bid, which shall be as fully a part of the Contract as if attached or repeated
herein.
F. City of Sanford Tax Recovery
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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.
Engineer
The Project has been designed by CPH Engineers, Inc., referred to in the
documents as the Engineer, whose authority during the progress of construction
is defined in the General Conditions and Supplementary Conditions.
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.
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4. The CONTRACTOR agrees to provide and ensure coordination between
goods /services providers.
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.
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11. Quality, Professional Standards, and Security Requirements
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
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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
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.
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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.
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:
Paul Moore, P.E.
Utility Director
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:
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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
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
PurchaseANork 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
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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.
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.
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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
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
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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.
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.
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.
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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.
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.
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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.
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
SR 46 Detour Rd. and SR 415 Utility Relocations
00520 -13
AGREEMENT
SPECLIB043008
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.
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 PurchaseMork 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.
SR 46 Detour Rd. and SR 415 Utility Relocations
00520 -14
AGREEMENT
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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.
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.
SR 46 Detour Rd. and SR 415 Utility Relocations AGREEMENT
00520 -15
SPECLIB043008
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,
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.
SR 46 Detour Rd. and SR 415 Utility Relocations
00520 -16
AGREEMENT
SPECLIB043008
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
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.
SR 46 Detour Rd. and SR 415 Utility Relocations
00520 -17
F- 'TCV:l:Vi14►l11l
SPECLIB043008
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.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year
first above written.
CONTRACTOR:
Name
ure)
Chad G. Hazen - President
Printed Name and Title
ATTEST
By (Signature)
Panted Name and Title
OWNER:
Name of Owner
By (Signature)
Jeff Triplett, Mayod
Printed Name and Title
��N' � �
By - /
Janet Dougherty, City Clerk
Printed Name and Title
SR 46 Detour Rd. and SR 415 Utility Relocations
00520 -18
(SEAL)
(SEAL)
U
6y- 0�
AGREEMENT
SPECLIB043008
OP ID: JE
CERTIFICATE OF LIABILITY INSURANCE
F D � E (MM /DD/YYYY)
03/29/12
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER 386- 672 -2827
Capital Partners Insurance 386- 672 -5156
298 S. Nova Road, Suite F
Ormond Beach, FL 32174
Timothy A. Thomas
CONTACT
NAME: Joanna Engel
PHONE 386- 672 -2827 aC No : 386- 672 -5156
A/c El
IL
aI ss: joanna capitalpartnersinsuranc
PRODUCER HAZEN - 1
CUSTOMER ID #:
INSURER(S) AFFO COVERAGE
NAIC #
INSURED Hazen Construction, LLC
1599 Tionia Rd
New Smyrna Bch, FL 32168
INSURER A: Travelers Property Casualty
25674
INSURER B: Bridgefield Employer Insuranc
10101/12
INSURER C
$ 1 ,000, ®�
INSURER D:
$ 300,00
INSURER E
$ 1 0,00
INSURER F:
$ 1,000,00
n�er,o1%wTO Lu IIIaDCD• REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
'LTR
TYPE OF INSURANCE
ADDL
UB
POLICY NUMBER
POLICY EFF
MM /DD/YYYY
POLICY EXP
MM /DDNYYY
LIMITS
A
A
GENERAL LIABILITY
X COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE 1XI OCCUR
X XCU
X
X
CO345KI665
10/01/11
10101/12
EACH OCCURRENCE
$ 1 ,000, ®�
PREMISES Ea o nce
$ 300,00
MED EXP (Any one person)
$ 1 0,00
PERSONAL &ADV I NJURY
$ 1,000,00
GENERAL AGGREGATE
$ 2,000,00
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY X PRO LOC
PRODUCTS - COMP /OP AGG
$ 2,000,00
Emp Ben.
$ 1,000,00
A
AUTOMOBILE
LIABILITY
ANY AUTO
X
345K9665
10/01/11
10/01/12
COMBINED SINGLE LIMIT
(Ea accident)
$ 1 , 000,00 0
X
BODILY INJURY (Per person)
$
BODILY INJURY (Per accident)
$
ALL OWNED AUTOS
PROPERTY DAMAGE
(Per accident)
$
SCHEDULED AUTOS
HIRED AUTOS
NON - OWNEDAUTOS
X
$
X
A
X
I UMBRELLA LIAB
EXCESS LIAB
X
OCCUR
CLAIMS -MADE
CUP345K9665
10/01/11
10/01/12
E ACH OCCUR
$ 2,000,00
AGGREGATE
$ 2,000
DEDUCTIBLE
$
X WC ST F X OTH-
TORY LIMIT ER
$
B
A
X RETENTION $ 10000
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR /PARTNER /EXECUTIVE Y I N
OFFICER /MEMBER EXCLUDED?
(Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Equipment Floater
N / A
J(
83045268
9309R049
06/12/11
10/01/11
06/12/12
10101/12
E.L. EACH ACCIDENT
$ 1,00,000
E.L. DISEASE - EA EMPLOYEE
$ 1,000,00
E.L. DISEASE - POLICY LIMIT
Floater
1 000,00
$ ,
1,795,00
Rented /Leased /SCh
I
R
200,00
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required)
Re: City of Sanford - SR 46 Detour Rd., and SR 415 Utility Relocations (IFB
11/12/05) CPH Job No. 50695.01 / S0691.01. The City of Sanford, Sanford Air
Authority and CPH Engineers, Inc. are listed as additional insureds with res
the General Liability and Auto Liability. Waiver of subrogation is provided
General Liability and Workers Compensation.
r-ANCE - -
I ATIO
. CER I It IGA I E HULUEK
CPH CON
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
CPH Engineers, Inc.
PO BOX 2808
AUTHORIZED REPRESENTATIVE
Sanford, FL 32772
Timothy A. Thomas
U 1VStS - AL;UKU VVKrVKAI Ivry. An nyllw rrarr
ACORD 25 (2009/09) The ACORD name and logo are registered marks of ACORD