1221-McMahan Const. Co./; ?)I
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AGREEMENT
THIS AGREEMENT, made this /3 Of day of &,� Y , 2008, by and between the
City of Sanford, hereinafter called the Owner, and McMahan Construction Co., Inc., doing
business as a corporation, and hereinafter called the Contractor.
The Owner and Contractor, in consideration of the mutual covenants hereinafter set forth, agree
as follows:
1.01 WORK
A. The Contractor will commence and complete the construction of the North Seminole
Regional Reclaimed Water & Surface Water Augmentation System Expansion -
Phase I (Rebid).
B. The Contractor will furnish all of the material, supplies, tools, equipment, labor and other
services necessary for the construction and completion of the North Seminole
Regional Reclaimed Water & Surface Water Augmentation System Expansion -
Phase I (Rebid) as described herein.
C. The Contractor shall complete all Work as specified or indicated in the Contract
Documents. The Project Work generally consists of, but is not limited to, the following
elements:
1. Cast -in -place concrete influent structure to include a mechanical barscreen and
compactor system, and associated equipment, piping, and appurtenances.
2. A Secondary Effluent Pump Station, associated equipment, piping and
appurtenances.
3. Installation of two (2) 4.0 MGDACTIFLO Treatment Units and all equipment, piping
and appurtenances required for a fully functional and operational system. The
Owner has purchased the two ACTIFLO water treatment units. Both of the units are
currently stored "on- site" at the Sanford North WRF.
4. Flow Metering Systems and associated piping, equipment and appurtenances.
5. Modifications to the "existing" Washwater Lift Station (package system) including
replacement of the submersible pumps, piping, valving, control panel, electrical, and
appurtenances.
6. Tertiary Filter /CCC interconnection channel construction.
7. Plant roadway modifications and miscellaneous sitework.
8. Associated yard piping, precast concrete building and chemical feed systems.
9. Electrical, controls and instrumentation system modifications and improvements.
10. SCADA system modifications and improvements.
11. Signage, irrigation system modifications, sodding, and miscellaneous
appurtenances and ancillaries.
D. It is further understood that the methods of accomplishing the work of this Project as
shown on the Contract Drawings are general in nature and not intended to be complete
or accurate in all details or respects with actual field conditions and the Contractor shall
make such adjustments or departures as required and as approved by the Engineer
and Owner to accomplish the intent. If the Contractor determines that departures are
necessary from the Contract Documents, he shall submit such departures and the
reasons therefore with shop drawings to the Engineer. Approved departures shall be
made at no additional cost to the Owner.
1.02 ENGINEER
A. The Project has been designed by CPH Engineers, Inc. whose address is 500 West
Fulton Street, Sanford, Florida, 32772 -2808, who is hereinafter called the Engineer, and
who will assume all duties and responsibilities and will have the rights and authority
assigned to the Engineer in the Contract Documents in connection with completion of
the Work in accordance with the Contract Documents.
B. Phone No.: (407) 322 -6841
C. FAX No.: (407) 330 -0639
1.03 CONTRACT TIME AND LIQUIDATED DAMAGES
A. The Contractor will commence the work required by the Project Manual /Contract
Documents within ten (10) calendar days after the date of the Notice to Proceed and
shall "substantially" complete the work within two hundred twenty -five (225) consecutive
calendar days, or December 5, 2008, and "finally" complete the work within two
hundred fifty -five (255) consecutive calendar days, or January 4, 2009, unless the
period for completion is extended otherwise by the Contract Documents.
B. Liquidated Damages
1. It is expressly understood by both the Owner and Contractor that Time Is of the
Essence with respect to the Project and Agreement and that the Owner will suffer
financial loss if all of the Work is not substantially complete within the time frame
identified in Article 1.03(A)(1) above, plus any extensions thereof allowed in
accordance with the General Conditions.
2. The Owner and Contractor also recognize the delays, expense and difficulties
involved in proving, in a legal arbitration proceeding, the actual loss suffered by the
Owner if the Work is not "substantially" complete "on- time ". Accordingly, instead
of requiring such proof, the Ownerand Contractor agree that as liquidated damages
for delay (but not as a penalty), the Contractor shall pay the Owner the sum of Two
Thousand Five Hundred Dollars ($2,500) for each calendar day that expires after
the time stipulated in Article 1.03(A)(1) above for project "substantial" completion
for the various portions of the Project until the Work is substantially complete. The
amount represents an estimate of the Owner's damages for loss of use and
administrative costs associated with delay.
3. After Substantial Completion, if the Contractor shall neglect, refuse or fail to
complete the remaining Work within the time specified in Article 1.03(A)(1) for "final"
completion and readiness for final payment or any proper extension thereof granted
by the Owner, the Contractor shall pay the Owner Two Thousand Dollars ($2,000)
for each calendar day that expires after the time specified in Article 1.03(A)(1) for
completion and readiness for final payment. This amount represents Owner's
damages for loss of use and administrative costs associated with delay.
1.04 CONTRACT PRICE
A. The Owner will pay to the Contractor in the manner, and at such times as set forth in
the General Conditions, such amounts required by the Contract Documents.
B. The Contractor agrees to perform all of the Work described in the Contract Documents
for the construction of the North Seminole Regional Reclaimed Water and Surface
Water Augmentation System Expansion - Phase I (Rebid) and comply with the
terms therein for a Total Contract Price, including the two additive bid items, of Three
Million Two Hundred Four Thousand Dollars ( $3,204,000 ).
1.05 PAYMENT PROCEDURES
A. The Contractor shall submit Applications for Payment (AFP) in accordance with the
General Conditions, as amended by the Supplementary Conditions. Applications for
Payment will be processed by the Engineer as provided in the General Conditions. The
Contractor shall use the AFP Form found in Section 01030, "Applications for Payment ".
B. The Owner shall make progress payments on account of the Contract Price on the
basis of the Contractor's Applications for Payment as recommended by Engineer, on
monthly intervals during construction as provided below. All progress payments will be
on the basis of the progress of the Work.
C. Prior to Substantial Completion, progress payments will be made in an amount equal
to the percentage indicated below, but in each case, less the aggregate of payments
previously made and less such amounts as the Engineer shall determine, or the Owner
may withhold, in accordance with the General Conditions and as amended by the
Supplementary Conditions.
1. Ninety percent (90 %) of the value of Work completed, with a ten percent (10 %)
retainage until the Project Work is fifty percent (50 %) complete, at which time the
retainage will be reduced to five percent (5 %). The point at which Project Work is
fifty percent (50 %) complete shall be defined by the Engineer.
2. Ninety percent (90 %), with the balance being retainage of the value of materials and
equipment not incorporated in the Work, but delivered, suitably stored and
accompanied by documentation satisfactory to the Owner as provided in the
General Conditions and amended by the Supplementary Conditions. When the
Project work is fifty percent (50 %) complete, the retainage will be reduced to five
percent (5 %). The point at which Project Work is fifty percent (50 %) complete shall
be defined by the Engineer.
3. Upon Substantial Completion, the Owner may, at his option, increase total
payments to the Contractor to ninety seven and one -half percent (97.5 %) of the
Contract Price, with the balance being retainage, less such amounts as the
Engineer shall determine, or the Owner may withhold, in accordance with the
General Conditions and amended by the Supplementary Conditions.
D. Final Payment
1. Upon final completion and acceptance of the Work in accordance with the General
Conditions, and as amended by the Supplementary Conditions, the Owner shall pay
the remainder of the Contract Price as recommended by the Engineer as provided
in the General Conditions and amended in the Supplementary Conditions.
E. The Contractor shall certify at the time of each progress payment that the work covered
by the partial payment has been completed in accordance with the Contract Documents
and that all amounts have been paid by the Contractor for which previous certificates
or payment were issued and that all subcontractors and materialmen have been paid.
The Contractor shall consent to joint checks with subcontractors and materialmen in the
event it fails to make timely payments when due or to submit affidavits or certificates
as requested herein.
F. No change orders, additions, modifications or deletions shall be allowed nor
compensable unless the Contractor has "prior" written approval from the Owner. Said
"prior" written approval must specify the nature of the change and any adjustment to the
time of completion and contract price.
1.06 CONTRACTOR'S REPRESENTATIONS
A. In order to induce the Owner to enter into this Agreement, the Contractor makes the
following representations:
1. The Contractor has examined and carefully studied the "Rebid" Contract
Documents, including the Addenda listed in Article 1.07, and the other related data
identified in the Bidding Documents including "technical data ".
2. The Contractor has visited the site and become familiar with and is satisfied as to
the general, local and site conditions that may affect cost, progress, performance
or furnishing of the Work.
3. The Contractor is familiar with and is satisfied as to all federal, state and local laws
and regulations that may affect cost, progress, performance and furnishing of the
Work.
4. The Contractor has carefully studied all drawings, reports of explorations and tests
of subsurface conditions at or contiguous to the site and all drawings of physical
conditions in or relating to existing surface or subsurface structures at or contiguous
to the site including underground facilities which have been identified in the
Supplementary Conditions. The Contractor acknowledges that such reports and
drawings are not Contract Documents and may not be complete for the Contractor's
purposes. The Contractor acknowledges that the Owner and Engineer do not
assume responsibility for the accuracy or completeness of information and data
shown or indicated in the "Rebid" Contract Documents with respect to underground
facilities at or contiguous to the site. The Contractor has obtained and carefully
studied, or assumes responsibility for having done so, all such additional
supplementary examinations, investigations, explorations, tests, studies and data
concerning conditions (surface, subsurface and underground facilities) at or
contiguous to the site or otherwise which may affect cost, progress, performance
or furnishing of the Work or which relate to any aspect of the means, methods,
techniques, sequences and procedures of construction to be employed by the
Contractor and safety precautions and programs incident thereto. The Contractor
does not consider that any additional examinations, investigations, explorations,
tests, studies or data are necessary for the performance and furnishing of the Work
at the Contract Price, within the Contract Times and in accordance with the other
terms and conditions of the "Rebid" Contract Documents.
5. The Contractor is aware of the general nature of Work to be performed by the
Owner and others at the site that relates to the Work as indicated in the "Rebid"
Contract Documents.
6. The Contractor is specifically aware of the contractual terms relating to changes of
Contract Price and Time as described in Article 12 of the General Conditions as
supplemented and amended in the Supplementary Conditions.
7. The Contractor has correlated the information known to the Contractor, information
and observations obtained from visits to the site, reports and drawings identified in
the "Rebid" Contract Documents and all additional examinations, investigations,
explorations, tests, studies and data with the "Rebid" Contract Documents.
8. The Contractor has given the Engineer written notice of all conflicts, errors,
ambiguities or discrepancies that the Contractor has discovered in the "Rebid"
Contract Documents and the written resolution thereof by the Engineer is
acceptable to the Contractor, and the "Rebid" Contract Documents are generally
sufficient to indicate and convey understanding of all terms and conditions for
performance and furnishing of the Work.
1.07 CONTRACT DOCUMENTS
A. The "Rebid" Contract Documents which comprise the entire Agreement between the
Owner and the Contractor concerning the Work consist of the following:
1. This Agreement (pages 1 to 10, inclusive).
2. Public Construction Contract Bonds.
3. Certificates of Insurance.
4. General Conditions (pages 1 to 41, inclusive).
5. Supplementary Conditions (pages 1 to 48, inclusive).
6. Project Manual bearing the title "North Seminole Regional Reclaimed
Water and Surface Water Augmentation System Expansion - Phase I
(Rebid), consisting of Volume Numbers I through II.
7. Contract Drawings consisting of a cover sheet and sheet numbers 1 through
1 -04, inclusive, with each sheet bearing the following general title: "North
Seminole Regional Reclaimed Water and Surface Water Augmentation
System Expansion - Phase I (Rebid).
8. Addenda numbers 1 to 6, inclusive.
9. The Contractor's Bid Proposal (pages 00300 -1 to 00300 -22, inclusive).
10. Documentation submitted by the Contractor prior to the Notice of Award.
11. Any modification, including Change Orders and Field Orders, duly delivered
after execution of the Agreement.
B. There are no "Rebid" Contract Documents other than those listed above in this Article
1.07. The "Rebid" Contract Documents may only be amended, modified or
supplemented as provided in the General Conditions and amended by the
Supplementary Conditions.
1.08 MISCELLANEOUS
A. Terms used in this Agreement which are defined in Article 1 of the Section 00700,
"General Conditions ", will have the meanings indicated in the General Conditions and
as amended in Section 00800, "Supplementary Conditions ".
B. No assignment by a party hereto of any rights under or interests in the "Rebid" Contract
Documents will be binding on another party hereto without the written consent of the
party sought to be bound; and specifically but without limitation moneys that may
become due and moneys that are due may not be assigned without such consent
except to the extent that the effect of this restriction may be limited by law, and unless
specifically stated to the contrary in any written consent to an assignment no
assignment will release or discharge the assignor from any duty or responsibility under
the "Rebid" Contract Documents.
C. The Owner and Contractor each binds itself, its partners, successors, assigns and legal
representatives to the other party hereto, its partners, successors, assigns and legal
representatives in respect of all covenants, agreements and obligations contained in the
"Rebid" Contract Documents.
D. The Contractor agrees to indemnify and hold the Owner, Engineer and others, as
defined in the Section 00700, "General Conditions ", and as amended by Section 00800,
"Supplementary Conditions ", harmless from any and all claims, suits, actions, damages,
causes of action, or attorney's fees, arising from any personal injury, loss of life, or
damage to person or property sustained by reason of or as a result of the products or
services supplied in the performance of this Agreement.
E. The Contractor agrees to indemnify and hold the Owner, Engineer and others, as
defined in the Section 00700, "General Conditions ", and as amended by Section 00800,
"Supplementary Conditions ", harmless from any and all claims, suits, actions, damages,
causes of action, or attorney's fees, arising from any personal injury, loss of life, or
damage to person or property sustained by reason of, or as a result of the negligence,
recklessness, or intentional wrongful misconduct of the Contractor and persons
employed or utilized by the Contractor in the performance of this Agreement.
1.09 GOVERNING LAW
A. This Agreement shall be governed by the laws of the State of Florida. Both parties
agree that the Courts of the State of Florida shall have jurisdiction of any claim arising
in connection with this Agreement.
B. In the event of litigation arising out of
entitled to the award of attorney's fees
The venue of any litigation, at law of
Owner's choosing.
1.10 SIGNATORIES
this Agreement, the prevailing party shall be
and costs at both the trial and appellate level.
equity shall lie exclusively in the place of the
IN WITNESS WHEREOF, the Owner and Contractor have executed, or caused to be
executed by their duly authorized officials, this Agreement in triplicate, each of which shall
be deemed an original on the date first above written.
This Agreement will be effective on &4y' i 3 1 2008.
OWNER
City of Sanford, Florida
300 North Park Avenue
Sanford, FL 32771
CONTRACTOR
McMahan Construction Co., Inc.
123 East Indianan Avenue
Deland, FL 32724
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Authorized Signature
Acting City Manager
Name (typed)
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Title
Date
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John Justus, Jr.
Name (typed)
Executive Vice Pres
Title
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Date
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Attest: C�ZIf.X, (6' ` G 1�"�f< °� "� �� Attest: Z,--
Lynne Raborn
Name: Name: Y
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Title: Title: Secreta
License No.: CGCO59437