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1350 Thad-Con Contract & Surety Bond-1877= PURCHASING DEPARTMENT TRANSMITTAL MEMORANDUM To: Mayor & City Clerk RE: Thad -con Contract 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 ❑ On ted ce comple, plea ® Return original _...... _.__... -. �l�eturn _ co py .. El Special Instructions: Executed signatures .... Mayor's signature Recording Rendering Safe keeping (Vault Payment Bond N_�, City Manager Signature City Clerk Signature Please advise if you have any questions regarding the above. Thank you! J1 4d From i Date , C> -T_ TADept_ forms \City Clerk Transmittal Memo - 2009.doc STENSTROM, McINTOSH, COLBERT, WHIGHAM & PARTEOW, P.A. ATTORNEYS AND COUNSELLORS AT LAW WILLIAM L. COLBERT 1001 HEATHROW PARK LANE KENNETH W. McINTOSH FRANK C. WHIGHAM SUITE 4001 S. KIRBY MONCRIEF ROBERT K. McINTOSH LAKE MARY. FLORIDA 32746 SANDRA K. AMBROSE JAMES J. PARTLOW' (407) 322 -2171 LONNIE N. GROOT JENNIFER BARRINGTON -NIX DELAND (386) 668 -1479 BILAL IFTIKHAR FAX (407) 330 -2379 WILLIAM J. WIELAND `CERTIFIED MEDIATOR WWW.STENSTROM.COM OF COUNSEL DOUGLAS STENSTROM (1921 -2010) THOMAS E. WHIGHAM (1952 -1988) November 24, 2010 Mr. Bill Smith Purchasing Manager City of Sanford, Florida Sanford City Hall 300 N. Park Avenue Sanford, Florida 32771 SUBJECT: Agreement for U.S. 17 -92 Beautification Project Dear Mr. Smith: Per request, please find enclosed two (2) executed original copies of above referenced contract with Thad -Con, LLC. Thank YOU for your attention to this matter. Please call me anytime at the office (407- 322 -2171) or at my cell phone (386- 748 - 3685). 1 answer my cell phone 24 hours a day. If long distance, the office's toll free numbec is 800 - 247 -5225. My e-mail address is IBC roo stenstr LBERT, , I .f . Lonnie N. Groot, Esquire 1 1 . {. ", rz; 4 7` r- Ct_ v w SERVING CENTRAL FLORIDA — SINCE 1954 — P � � 7 -- DOCUMENT APPROVAL Contract/Agreement Name: Thad -Con Contract Approval: / /_ / �!Za// a4±L I A �,SU.4 4 Finance irector Date �� - ►8 -aol�_ Date O ttomey Date H66 SECTION 00520 AGREEMENTFORM PART 1 GENERAL 1.01 THIS AGREEMENT, made and entered into the day of , 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 ThadCon LLC. , whose principal and local address is 5 North ST. Daytona Bch. Fl. 3211 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 fisted - 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 Coritract`an.d� ell'are as fully -a part of the Contract as if attabhed to thi he s Agreement or repeated rein. . B. Scope of Work -The Contractor shall perform all work required by the Contract Documents for the construction of the U.S. 17 -92 Beautification Project (Airport Blvd. to Park Dr. (IFB No. 09/10 -22) 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,Raragraphs 1.02.C.5' of the Bid Form, which is 120 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 00520 -1 F SPECLIB043008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 7$ 50.00 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 ('/) 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 . wndrp e d t� - w i i��P�a ° nr a d— y e e ents Dollars ($ 248,742.90 ). 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 ..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 Agree.me.nt.. The :CONTRACTOR Hereby recognizes the. right of the CITY to. engage . in - taz ,:recove -ry /savings through direct purchases: G. 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 00520 -2 SPECLIB043008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) of at least 50 percent of the total updated construction cost, retainage shall be reduced in accordance with State law. .I. 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 1. 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. .4;. The CONTRACTOR :a.giees, to pro'v`ide 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 00520 -3 SPECLIB043008 i NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 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 f.6 - the, . professional:: quality, 'accepted standards; - #echnical'' accuracy,.. neatness o f appearance: of employees;° employee conduct safety, - 'and the - -coordination:of all services..furnished by the CONTRACTOR under any Agreernent, 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. C. 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, .00520-4 SPECLISO43008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 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. f. 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 00520 -5 SPECLIB043008 t NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 bylaw. 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. 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.. .City's. - designated CEI representative, as identifed at-tlie preconstrudbon. 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: SPECLIB043008 00520 -6 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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: Marc Hultin Parks and Grounds 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 (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. the CONTRACTOR 's failure to perform; or b. If, in, the- CITY's opinion, the quality of-the..goods and /or services provided kiy the CONTRACTOR %s /are not in conformance With . ommorly �acepted - ,professional ,standards, :standards_ _of the. CITY, aril th`e`'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 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 00520 -7 SPECLIB043008 j- NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 ev6rAthaf this Agreement is term hated ;Ahe CITY shall identify any specific .work to fie 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. SPECLIB043008 00520 -8 NAME OF PROJECT: U.S: 17 -92 Beautification Project (IFB 09/10 -22) 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`Qisability Act, the regulations of the Federal government. issued 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 00520 -9 SPECLISO43008 NAME OF PROJECT: U.S. 17 -92 Beautification Project(IFB 09/10 -22) 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. 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 00520 -10 SPECLISO43008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) first PurchaseMiork 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,Agreeme.nt. 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 00520 -11 SPECLIB043008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 1�- 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. 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 999, Florida. 00520 -12 SPECLIB043008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 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 00520 -13 SPECLIB043008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 � 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. 00520 -14 SPECLIB043008 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 Courtin 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 Jn 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,. wired earthquake, explosion, any jaw,.-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 00520 -15 SPECLIB043008 j J NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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. 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. . SPECLIB043008 00520 -16 NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 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 i 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. CONTRACTOR: ThadCon LLC. Name of Firm t By (Signatur Thad R. S' error I Managing Member Printed 4afne nd tee ATTEST: I 00520 -17 SPECUB043008 NAME O PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) (SEAL) By (Signature) Jona than Kephart Project Manag Printed Name and Title OWNER: City of Sanford Name of caner By (Signs )ure) Linda Kuhn - Mayor Printed Name and Title ATM��� By ignature) Janet Douqherty, City Clerk Printed Name and Title END OF SECTION S (SEAL) 00520 -18 - • 'SPECL16043008 " "" - NAME OF PROJECT: U.S. 17 -92 Beautification Project (IFB 09/10 -22) 503 North Street Daytona Beach, Fl. 32114 State Certified General Contractors FDOT208366085001 Dec. 14, 2010 Cathy J. LoTempio, Fiscal Tech City of Sanford Public Works Department P.O. Box 1788 Sanford, FL 32772 -1788 Dear Cathy, i= "' i.� P(386)253 -3963 F(386)257 -9676 CGCO9472 CUC 1224517 This is to confirm that Jon Kephart has my authorization to sign documents on behalf of ThadCon,LLC in relation to the City of Sanford US 17 -92 Beautification project ( Airport Blvd. to Park Dr.), (IFB NO. 09/10 -22). If you need any further authorization or information, please give me a call @ (386) 527 -0223. TRS:jf State of Florida County of Volusia Subscribed and sworn to before me this 14 day of Dec. 2010. Notary Public (SEAL) .3A.V AILEEN B. CHAFFEE Notary Public, State of Florida My Comm. Expires July 22, 2013 Commission No. DD 884197 FLORIDA SURETY BONDS, INC. November 11, 2010 City of Sanford 300 North Park Avenue Sanford, FL 32771 Re: Authority to Date Bonds and Powers of Attorney Principal: Thadcon, LLC 620 N. Wymore Road, Suite 200 Maitland, FL 32751 407 - 786 -7770 Fax 407 - 786 -7766 888 - 786 -BOND (2663) Fax 888 - 718 -BOND (2663) www.FloridaSuretyBonds.com Bond No.: 5873193 Project: IFB No. 09/10 -22, U.S. 17 -92 Beautification Project, Airport Blvd. to Park Dr., Sanford, Florida Dear Sir or Madam: Please be advised that as Surety on the above referenced bond, executed on your behalf for this project, we hereby authorize you to date the bonds and the powers of attorney concurrent with the date of the contract agreement. Once dated, please fax a copy of the bonds to our office. Sincerely, nce Don Bramlage Attomey -in -Fact and Florida licensed Resident Agent 1326 S. Ridgewood Avenue, Suite #15 • Daytona Beach, FL 32114 386 - 898 -0507 • Fax 386 - 898 -0510 OBLIGEE PHONE NO.: BOND AMOUNT: $248,742.90 CONTRACT NO.: (If applicable) IFB No. 09/10 -22 DESCRIPTION OF WORK: U.S. 17 -92 Beautification Project PROJECT LOCATION: Airport Blvd to Park Dr., Sanford, Florida LEGAL DESCRIPTION: (If applicable) FRONT PAGE All other bond page(s) are deemed subsequent to this page regardless of any page number(s) that may be printed thereon. Public Work Executed in 2 Counterparts F.S. Chapter 255.05 (1)(a) Cover Page THIS BOND IS GIVEN TO COMPLY WITH SECTION 255.05 OR SECTION 713.23 FLORIDA STATUTES, AND ANY ACTION INSTITUTED BY A CLAIMANT UNDER THIS BOND FOR PAYMENT MUST BE IN ACCORDANCE WITH THE NOTICE AND TIME LIMITATION PROVISIONS IN SECTION 255.05(2) OR SECTION 713.23 FLORIDA STATUTES. BOND NO: 5873193 CONTRACTOR NAME: Thadcon LLC CONTRACTOR ADDRESS: 503 North Street Daytona Beach, FL 32114 CONTRACTOR PHONE NO: (386) 253 -3963 SURETY COMPANY: Westfield Insurance Company PO Box 5001 Westfield Center, OH 44251 -5001 (330) 887 -0101 OWNERNAME: City of Sanford OWNER ADDRESS: 300 North Park Avenue Sanford, FL 32771 OWNER PHONE NO.: (407) 330-5600 OBLIGEE NAME: (If contracting entity is different from the owner, the contracting public entity) OBLIGEE ADDRESS: OBLIGEE PHONE NO.: BOND AMOUNT: $248,742.90 CONTRACT NO.: (If applicable) IFB No. 09/10 -22 DESCRIPTION OF WORK: U.S. 17 -92 Beautification Project PROJECT LOCATION: Airport Blvd to Park Dr., Sanford, Florida LEGAL DESCRIPTION: (If applicable) FRONT PAGE All other bond page(s) are deemed subsequent to this page regardless of any page number(s) that may be printed thereon. THE ATTACHED STATUTORY COVER PAGE FORMS AND BECOMES A PART OF THIS BOND. Bond No. 5873193 Executed In 2 Counterparts SECTION 00608 PERFORMANCE BOND KNOW ALL MEN BY THOSE PRESENTS: that Thadoon, LLC (Name of CONTRACTOR) North Street, Daytona Beach, FL 32114 (386) 2 -3963 e Corpordon ..,...�..,.� a henl3ifhaw Galled (Corporation, Partnership or IndividuaQ CONTRACTOR, and Westfield Insurance Company (Name of SURETY) Box 5001, Westfi Center, OH 4 4251 - 5001 SURETY) - - - - (Phone No. of hereinafter called SURETY, are held and 6" bound unto: the City► of Sanford, that OWNER, whose address Is 300 North • Park-Avence,•Sanford. Florida 32771; (407).330-5600 In the full and just Sum of Two Hundred Forty Eight Thousand Seven Hundred Forty Two and 901100 DOl -LAR8 — - 248.742 •_. .�.. �.... .... ..�_ �.. _� ,,,1 In lawful money of the UnW Slabs, for the payment of,>s'vhkh sum well and truly to be made, we, the CONTRACTOR and SURETY, bind ourselves. suareswm, and assigns, jointly afhd severely, Rrmiy by these presents. The sum shalt not be less than one hundred percent (100%) of the Contlad Price. THE CONDITION OF THIS OBUGATMU is such that whereas, the CONTRACTOR entered into a certain Agreement (Including all associated conlraot documerds rdatinS thereto and as the Agreement may bd amended from Ume -*Vme) with the OWNFA dated the � day of �._, • �_____��_ a copy of which may be hereto aftched. but. In any event. Is maintained In the records of the OWNER, said Agreement bft hereby trade a part hereof by this reference thereto as t:fuey set fiorUh therein vrebetim, said Agreement being entered generally for the aonstiv.don of. U.S. 17 -92 Beautification Project IFB No. 09110 - 22 (Name of Pnojed) (Contrac:t No.) The Protect Is brleffy described as: Construction of the U.S. 17 - 92 Beautification Project (Airport Blvd. to Park Dr.), Sanford, FL WaDva"" OQ8f1 i The Project is located (address or general location as shown below): Airport Blvd, to Park Dr., Sanford, Florida This Bond is being entered into to, at a minimum, satisfy the requirements of Section 255.05. Florida Statutes, and to satisfy the terms and Conditions the Agreement. The SURETY sheii be bound by any and sit etternattve disputo resolution awards and settlements to the same extent as CONTRACTOR is bound. NOW. THEREFORE. the condition of this obligation is such that if CONTRACTOR: Promptly and faithfully performs all of its duties and responsibilities as Well as all of the covenants. terms, conditions, and agreements of said Agreement In Its totality, in the time and manner prescribed In the Agreement to the satisfaction of the OWNER, and 2. Pays OWNER all such sums as will be sufficient to satisfy all losses, damages, delay damages (liquidated or actual), expenses, costs and attorneys' fees (including, but not limited to, costs and attorney's fees on appeal that OWNER sustains resulting directly or indirectly from any breach or -defa(lt by CONTRACTOR under the Agreement), and 3. Satisfies all claims and demands incurred under the Agreement; end fully indemnifies and holds harmless the OWNER from all costs and damages which it may suffer by reason or failure to do so, then this Bond is able to be yolded upon demand of the SURETY: otherwise it shall remain in full force and effect. The coverage of this Bond is co -equal with each and every obligation of the CONTRACTOR under the Agreement. In the event that the CONTRACTOR fails to perform any of the terms, covenants or conditions of the Agreement before this Bond is released by the OWNER, the SURETY shall remain liable to the OWNER for all such toss or damage. The SURETY shall also indemnify end hold the OWNER harmless from any and all loss, damage, cost and expenses enumerated herein with respect to the CONTRACTOR, resulting directly or indirectly from the $URETY's failure to fulfill its obligations here(inder. This subsection shall survive the termination or cancellation of this Bond. The SURETY stipulates and agrees that its obligation under this Bond is to perform the CONTRACTOR's work under the Agreement. The following shall not be considered performance under any circumstance or In any context: (1) SURETY's financing of the CONTRACTOR under the Bond to keep CONTRACTOR from defaulting under the Agreement, or (ii) SURETY's offers to OWNER to buy back the Bond. SURETY's election to do nofhing under the Bond shall be construed as a material breach of the Bond and bad faith by the SURETY. The'SURETY agrees that Its obligation under the Bond Is to: (1) fully take over performance of the CONTRACTOR's work under the Agreement In a plenary manner and be the completing surety even if performance of the CONTRACTOR's work exceeds the CONTRACTOR's contract price under the Agreement, or (ii) re -bid and ra-let the 00608 -2 CONTRACTOR'S work to a completing contractor with SURETY remaining liable for the completing contractor's parformai;hce of the CONTRACTOR's worts and furnishing adequate and fill funds to complete the work In the required plenary manner. The SURETY admowledges that its cost of completion upon default by the CONTRACTOR may erased the contract price set forth in the Agreement. In any event. the CONTRACTOR re. Contract Time Is ar the essence and applicable delay damages are not wehred by OWNER. The SURETY. for value received, hereby stipulates- and agrees that its obilgettons hereunder shall be direct and Immediate and not conditions] or contingent upon OWNER's pursuit - of Its remedies against CONTRACTOR, shall remain in fun force and effect notwithstanding {i) amendments or modHications to the Agreement entered into by OWNER and CONTRACTOR without the SURETY's knowledge or consent 0g weivere of compliance with or nay default under the Agreement granted by OWNER to CONTRACTOR wlttout the SURETY's knowledge or consent. or (iii) the' discharge of CONTRACTOR fmm Its obligations under the Agreement as a result of any pmceeding Initiated under the bankruptcy laws of the United States of America, as the same may be amended. or any similar State or Federal law. or any limitation of the liability or CONTRACTOR or its estate as. a result of any such proceeding. Any changes in or under the Agreement and compliarm or noncompdance with any formalitles connected with the Agreement or the changes therein shell not affect SURETY's obligations under this Bond'and SURETY hereby waives notice of any such changes. Further. CONTRACTOR and SURETY eck nowtedge that the Sum of this Bond shell Increase or decreeae in accordance with change orders (unilateral and bilateral) or other modifications to the Agreement. The CONTRACTOR may have obligations to the SURETY, but the failure of the CONTRACTOR to perform, comply with or accomplish any such obligation. In whole or part, shalt not, In any way or to any extent, lemit or Interfere with the rights and benefits of the OWNER underthis Bond. This Bond and any other bond, or similar document, and the covered amounts of each, are separate and distinct trot each other and the OWNER shalt be entitled to the totaiity of rights and berets from all such documents. This Bond is Intended to comply, at a minimum. with the requirements of Section 266.06, Florida Statutes. as amended, and additionally, to provide common law rights more expensive than as required by statute; provided, however, that the -OWNER shall be entitled to all such common law rights notwithstanding the language used herein. The SURETY agrees that this Bored shall be ommirued as a common law bond when such construction will benefit the OWNER. The undersigned signatories represw to the OWNER that they are authorized, permitted and empowered to execute this document and bind the entigr or person forwhlch they are eacecutIng this document and recognize that the OWNER Is relying. to its detriment, upon the signature set forth below and the representations, promises. covenants, guarantees and assurances made herein. IN WITNESS WHEREOF, this Instrument is executed this the of ATTE i' n cry ` KrRA T Attesting Autho CONT7r S Aul got3RS02 ZI ere�aruar _ .lea: S Futch Typed Name ( CORPORATE SEAL) �%Vftnoas to CONTRACTOR) Typed Name ATTEST.• (SURETY) Secretary Typed Name (CORPORATE SEAL) Cf,� �Zo� -ate Wkness as to SURETY Anita Navarra Typed Name Witness as to SURETY Typed Name Thad R. Sizemore, III "Managing Member" Typed Name and Title 503 North Street Address Daytona Beach. FL 32114 City, State. ZIP (386) 253.3963 (386) 257 -9676 Tefephone No. Faooimile No. SURETY Westfield Insurance Company SURETY 887 -0101 (3301887 -0840 MSV&in*FgCt & FL Licensed Resident Don P.O. BOX 5001 Address Westfield Center. OH 44251 -5001 City. State, Zip (330) 887 -0101 (330) 887 -0840 Telephone No. Fecalmde No. NOTE: Date of the Bond must not be prior to date of Agreement. If CONTRACTOR-Is a joint venture. an venturers shag execute the Bond. If CONTRACTOR is partnership, all partners shall execute the Bond. The SURETY's obligations-fun as to off such p*dm IMPORTANT. Surety companies wmcudng bonds mast appear on the Treasury Departmeafs most current not (CirwI®r 570 as ainerided) and to authorized to transact business in the State of Florida, unless otherwise spoWcelly approved In writing by OWNER. ATTACH a certified Power•of- Attomay appointing individual Attomey -M-Fact for execution of Bond an behalf of SURETY. END OF SECTION 1 OMS-4 bP%SXQ urt*w THE ATTACHED STATUTORY COVER PAGE FORMS AND BECOMES A PART OF THIS BOND. Bond No. 5873193 Executed in 2 Counterparts SECTION 00610 PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS: that Thadcon, LLC (Name of CONTRACTOR) 503 North (Address FL 32 114 No. of 253 -3983 a Corporation , hereinafter called (Corporation, Partnership or individual) CONTRACTOR , and Westfiel Insurance Company (Name of SURETY) P.O. Box 5001, Westfield Center, OH 44251 -5001 (330) 887 -0101 (Address of SURETY) (Phone No. of SURETY) hereinafter called Surety, are held and firmly bound unto: the City of Sanford; the OWNER, whose address Is 300 North Park Avenue, Sanford, Florida 32771; (407) 3305600 in the full and just Sum of Two Hundred Forty Eight Thousand Seven Hundred Forty Two and 901100 DOLLARS (S 248,742.90 ) in lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, successors, and assigns. Jointly and severally, firmly by these presents. The sum shall not be less than one hundred percent (100%) of the Contract Price. THE CONDITION OF THIS OBLIGATION Is such that whereas, the CONTRACTOR entered Into a certain Agreement (including' all associated contract documents relating thereto and as the. Agreement may be amended from time- 4otime) with the OWNER, dated the ,_ day of a copy of which may be hereto attached, but, in any event, is maintained in the records of the OWNER, said Agreement being hereby made a part hereof by this reference thereto as if fully set forth herein verbatim. sold Agreement being entered generally for the construction of. U.S. 17 -92 Beautification Project IFB No. 09110 -22 (Name of Project) (Contract No.) The Project is briefly described as: Construction of the U.S. 17 -92 Beautification Project (Airport Blvd. to Park Dr.), Sanford, FL 006110 -1 The Project is located (address or general location -as shown below): Airport Blvd. to Park Dr., Sanford, Florida The SURETY shall be bound by any and all alternative dispute resolution awards and settlements to the same extent as CONTRACTOR is bound. NOW. THEREFORE, the condition of this obligation Is such that If CONTRACTOR Mall promptly make payments to all claimants as defined in Sections 266.05 and 713.01, Florida Statutes, supplying CONTRACTOR with labor, materials, or supplies, used directly or indirectly by CONTRACTOR in the prosecution of the Work provided for In the Agreement then this obligation shall be void; otherwise, it shall remain in full force and effect subject, however, to the following conditions: 1. This Bond is furnished for the purpose of complying with the requirements of Section 255.05, Florida Statutes, as amended as well as for other Intents and purposes for the benefit of the OWNER. 2. Any action instituted by a claimant under this bond for payment must be in accordance with the notice and time limitation provisions to Sections 713.23 and 713.18, Florida Statutes: 3. Therefore, a claimant, except a laborer, who Is not In privi with the CONTRACTOR shall. before commencing to fumish labor, materials, or supplies for the prosecution of the work, or not later than 45 days after commencing to fumish labor, materials, or supplies for the prosecution of the work, furnish the CONTRACTOR with a notice that he or she intends to took to this Bond for protection. A claimant who Is not in privity with the CONTRACTOR and who has not received payment for his or her labor, materials, or supplies shall deliver to the CONTRACTOR and to the SURETY written notice of the performance of the labor or delivery of the materials or supplies and of the nonpayment. The notice of nonpayment may be served at any time during the progress of the work or thereafter but not before 45 days otter the first furnishing of labor. services, or materials, and not later than 9D days after the final furnishing of the labor, services, or materials by the claimant or, with respect to rental equipment, not later than 90 days after the date that the rental equipment was last on the job site available for use. Claimant shall deliver to the CONTRACTOR and to the SURETY written notice of the performance of the labor or delivery of the materials or supplies and of the nonpayment. No action for the labor, materials or supplies may be instituted against the CONTRACTOR or the SURETY on the bond after one year from the performance of the labor or completion of the delivery of the materials or supplies. 4. The SURETY, for value re�lved, hereby stipulates and agrees that Its obligations hereunder shall be direct and - immediate and not conditional or contingent upon OWNER's pursuit of its remedies against CONTRACTOR, shell remain in full'force and effect notwithstanding (i) amendments or modifications to the Agreement entered into by OWNER and CONTRACTOR without the SURETY's knowiedge or consent (11) waivers of compliance with or nail default under the Agreement granted by OWNER to CONTRACTOR without the 00610.2 SPEWS""" SURETY's knowledge or consent. or (Iii) the discharge of CONTRACTOR from its obligations under the Agreement as a result of any proceeding initiated under the bankruptcy laws of the United States of Amerlr:e. as the same may be amended, or any slmtlar State or Fedwrei hew, or any limitation of the 08WIlty or CONTRACTOR or Its estate as a result of any such prooeeding. S. Any changes in or under the Agreement and compliance or nonconvilartce witch any formalities connected with the Agreement or the dmnges thwein shall not effect SURETY's obligations under this Bond and SURETY hereby wales notice of any such dwVes. Further, CONTRACTOR and SURETY acknowledge that the Sum of this Bond shag Increese or dekxease In aocotdence wfth change orders (unilateral and b1lateral) or other modifications to the Agreement. The CONTRACTOR may have obligations to the SURETY, but the failure of the CONTRACTOR to perform, comply with or accomplish any such obligation, In whole or part, shell not in any way or to any extent, ifmit or Interfere with the rights and benefits of the OWNER under this Bond. 6. This Band and any other bond, or simNar document, and the covered amounts of each, are separate and distinct from each other and the OWNER shall be erdtded to the totality of rightrand benettba from ail such doauhmwft IN WITNESS WHEREOF, this instrument Is executed this the._,_,__ day of A Thadcon, LLC Jean S. Futch Typed Name (CORPORATE SEAL) P b M to CONTRACTOR) Typed Name ATTEST (SURETY) Secretary Typed Name Thad 4. Si3�6 YI "Manginng Member" T en 503 North Street Address Daytona Beach, FL 32114 C* State, Zip (386) 253 -3963 (386) 257 -967 Telephone No. Fnelmile No. SURETY Westfield Insurance Company SURETY (330) 887 -0101 (330) 887 -0840 Telq*one No. Facsimile No. "M OMO-3 spacusn (CORPORATE SEAL) Wtness as to SURETY Ani ta Navarra Typed Name Witness as to SURETY Typed Name Westfield Center. OH 442515001 City. State, Zip (330) 887 -0101 (330) 887-0840 Telephone No. Facsimle No. NOTE: Date of the Bond meet not be prior to date of Agreement If CONTRACTOR is a johd venture, all venturers eh+Mll execute the Bond. If COWRACTOR Is ' m*wship, all partners shag execute the Bond. The SURETY's odgetlons run as to all such parties. IMPORTANT: Surety companies executing bones must appear an the Treasury DepwWaWs most current list (Circular 570 as amended) and be authorized to transact business In the Stela of Florida, unless otherw;ee specfticelly approved in vMft by OWNER. ATTACH a certified Power- of4ftmey appointing Indhndual Attomsydn -Faict for execution of Bond on behalf of SURETY. END OF SECTION 00610.4 P.O. Box 5001 Address THIS POWER OF ATTORNEY SUPERCEDES ANY PREVIOUS POWER BEARING THIS SAME POWER # AND ISSUED PRIOR TO 04113/10, FOR ANY PERSON OR PERSONS NAMED BELOW, POWER N0. 0890992 00 General Power of Attorney CERTIFIED COPY Westfield Insurance Co. Westfield National Insurance Co. Ohio Farmers Insurance Co. Westfield Center, Ohio Know All Men by These Presents, That WESTFIELD INSURANCE COMPANY, WESTFIELD NATIONAL INSURANCE COMPANY and OHIO FARMERS INSURANCE COMPANY, corporations, hereinafter referred to individually as a "Company" and collectively as "Companies; duty organized and existing under the laws of the State of Ohio, and having its principal office in Westfield Center, Medina County, Ohio, do by these presents make, constitute and appoint DON BRAMLAGE, JEFFREY W. REICH, LESLIE M. DONAHUE, SUSAN L REICH, PATRICIA L SLAUGHTER, GLORIA A. RICHARDS, TERESA L DURHAM, LISA A ROSELAND, CHERYL FOLEY, J. GREGORY MACKENZIE, JOINTLY OR SEVERALLY of MAITLAND and State of FL its true and lawful Attorneys) -in -Fact, with full power and authority hereby conferred in Its name, place and stead, to execute, acknowledge and deliver any and all bonds, recognizances, undertakings, or other Instrvments cordracts of suretyship - - - - - - - - -- - - - - - - - - - - - - - - . LIMITATION: THIS POWER OF ATTORNEY CANNOT BE USED TO EXECUTE NOTE GUARANTEE, MORTGAGE DEFICIENCY, MORTGAGE NUXRARTEiti OR BANK DEPOSITORY BONDS. and to bind any of the Companies thereby as fully and to the some extent as If such bonds were signed by the President, sealed with the corporate seal of the applicable Company and duly attested by Its Secretary, hereby ratifying and confirming all that the said Attorneys) -in -Fact may do In the promises. Said appointment Is made under and by authority of the following resolution adopted by the Board of Directors of each of the WESTFIELD INSURANCE COMPANY, WESTFIELD NATIONAL INSURANCE COMPANY and OHIO FARMERS INSURANCE COMPANY: - So It Resolved, that the President, any Senior Executive, any Secretary or any Fidelity & Surety Operations Executive or other Executive shall be and is hereby vested with full power and authority to appoint any one or more suitable persons as Attorney(s)-in -Fact to represent and act for and on behalf of the Company subject to the following provisions: The Attorney- In•FacL may be given full power and authority for and in the name of and on behalf of the Company, to execute, acknowledge and deliver, any and all bonds, recognizances, contracts, agreements of indemnity and other conditional or obligatory undertakings and any and all notices and documents canceling or terminating the Company's liability thereunder, and any such Instruments so executed by any such Attorney-min-Fact shall be as binding upon the Company as it signed by the President and sealed and attested by the Corporate Secretary." "Be it Further Resolved, that the signature of any such design person and the seat of the Company heretofore or hereafter affixed to any power eal shall beval attorney and any upon�the wth to any bond or undertaking or certificate it sbattach facsimile ed.' ( ach signatures opted at meeting held on February 8, 2000). In Witness Whereof, WESTFIELD INSURANCE COMPANY, WESTFIELD NATIONAL INSURANCE COMPANY and OHIO FARMERS INSURANCE COMPANY have caused these presents to be signed by their Senior Executive and their corporate seals to be hereto affixed this 13th day of APRIL A.D., 2010 . Corporate 4LV ,V ISIS L "" WESTFIELD INSURANCE COMPANY Seals O O a,. �s�; ; ,� WESTFIELD NATIONAL INSURANCE COMPANY �' A' a = ° =' •? OHIO FARMERS INSURANCE COMPANY 40 Z 1 =�' SEAL J 30 t �' 0: ; 1848 ; =f Stale Of Dhio •'•,'''••,...,, ». »,••••'`,,,, w„r «w",'.� By: County of Medina ss.: Richard L Kinnaird, Jr., Senior Executive On this 13th day of APRIL A.D., 2010 , before me personally came Richard L. Kinnalyd, Jr. to me known, who, being by me duly sworn, did depose and say, that he resides in Medina, Ohio; that he is Senior Executive of WESTFIELD INSURANCE COMPANY, WESTFIELD NATIONAL INSURANCE COMPANY and OHIO FARMERS INSURANCE COMPANY, the companies described In and which executed the above Instrument; that he knows the seals of said Companies: that the seals affixed to said instrument are such corporate seals; that they were so affixed by order of the Boards of Directors of said Companies; and that he signed his name thereto by like order. Notarial Seal P al A L S ' Affixed =NI %� William J. Kahelin, A may at Law, Notary Public State of Ohio N O My Commission Does Not Expire (Sec. 147.03 Ohio Revised Code) County of Medina ss.: q TF 0,r.� I, Frank A. Carrino, Secretary of WESTFIELD INSURANCE COMPANY, WESTFIELD NATIONAL INSURANCE COMPANY and OHIO FARMERS INSURANCE COMPANY, do hereby Certify that the above and foregoing is a true and correct copy of a Power Of Attorney, executed by said Companies, which Is still In full force and affect: and furthermore, the resolutions of the Boards of Directors, set out in the Power of Attorney are in full force and effect. In Witness Whereof, 1 have hereunto set my hand and affixed the seals of said Companies at Westfield Center, Ohio, this day of A.D., i it SEAL wa`wo 1648 , Frank A. trarrino /1ecret Sea+d SPOAC2 (combined) 1\96.02)