1373 Dixie Lime & Stone Co piggyback/ f c / • / �! �� ✓� /Y i f
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PURCHASING DEPARTMENT
TRANSMITTAL MEMORANDUM
TO: Mayor /City Clerk
RE: Contract for Dixie Lime & Stone Co Piggy back with Seminole County
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
® Mayor's signature
Ordinance
Performance Bond
Resolution
Once completed, please:
® Return original
❑ Return copy
El
Special Instructions:
endering
Safe keeping (Vault)
❑ Payment Bond
❑ City Manager Signature
® City Clerk Signature
N ed executed signatures both parties).
Please advise if you have any questions regarding the above.
Thank you!
From
Date
TADept_ forms \City Clerk Transmittal Memo - 2009.doc
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P j 3��
DOCUMENT APPROVAL
Contract/Agreement Name: Dixie Lime & Stone Co Piggy back Contract with
Seminole County
Approval:
� j
Finance Director
Date
al li
Date
,2�22 -�
Date
City Of Sanford
Agreement With Dixie Lime And Stone Company
I
For FDOT 911 Limerock Pi back) b�
This Agreement made and entered into thin -3day of Japeary, 2 11 by and
between the:
City of Sanford, Florida
City Hall
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," and:
Dixie Lime And Stone Company
Post Office Box 1209
Anthony, Florida 32617
a Florida corporation, authorized to do business in the State of Florida, hereinafter referred
to as the "Supplier ".
The City and the Supplier are collectively referred to herein as the "parties ".
Witnesseth:
Whereas, the Supplier has entered an agreement to provide services to Seminole
County, Florida pursuant to an Agreement which Agreement continues to be in effect
(hereinafter collectively the "Seminole County Agreement "); and
Whereas, the City desires to retain the Supplier for the work identified in the
specifications outlined in the Seminole County Agreement and for the periods set forth in
the Seminole County Agreement; and
Whereas, the Seminole County Agreement is attached hereto as Exhibit "A" along
with the certain other documents relating thereto to include, but are not limited to, the
documents relating to Invitation For Bids (IFB) 3123- 05 /GMG which are incorporated herein
by this reference thereto; and
Whereas, the City desires to employ the Supplier for the performance to support
the activities, programs, and projects of the City upon the terms and conditions hereinafter
set forth and in the Seminole County Agreement, and the Supplier is desirous of performing
and providing such services upon said terms and conditions; and
Whereas, the Supplier hereby warrants and represents to the City that it is
competent and otherwise able to provide professional and high quality services to the City;
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(c). The Supplier acknowledges that the City may retain other Suppliers to provide the
same types of services for City projects. The City reserves the right to select which Supplier
shall provide services for City projects.
(d). The Supplier acknowledges that the City has retained, or may retain, other Suppliers
and the coordination between said Suppliers and the Supplier may be necessary from time -
to -time for the successful completion of each Work Order. The Supplier agrees to provide
such coordination as necessary.
(e). The Supplier agrees to provide and ensure coordination between goods /services
providers.
(f). Time is of the essence of the lawful performance of the duties and obligations
contained in this Agreement to include, but not be limited to, each Work Order. The parties
covenant and agree that they shall diligently and expeditiously pursue their respective
obligations set forth in this Agreement and each Work Order.
(g). The Supplier shall maintain an adequate and competent staff and professionally
qualified persons throughout the performance of this Agreement to ensure acceptable and
timely completion of each Work Order.
(h). Requirements for signing and sealing plans, reports and documents prepared by the
Supplier shall be governed by the laws and regulations of Seminole County and State
regulatory agencies.
(i). No claim for services furnished by the Supplier not specifically provided for herein
shall be honored by the City.
Section 4: Commencement/implementation Schedule Of Agreement.
(a). The Supplier shall commence the provision of services as described in this
Agreement immediately upon execution of this Agreement and a Work Order thereunder.
(b). The Supplier and the City agree to make every effort to adhere to the schedules
established for the various Work Orders as described in each Work Order. However, if the
Supplier is delayed at any time in the provision of services by any act or omission of the
City, or of any employee of the City, or by any other Supplier employed by the City, or by
changes ordered by the City, or by strikes, lock outs, fire, unusual delay in transportation,
unavoidable casualties, or any other causes of force majeure not resulting from the
inactions or actions of the Supplier and beyond the Supplier `s control which would not
reasonably be expected to occur in connection with or during performance or provision of
the services, or by delay authorized by the City pending a decision, or by any cause which
the City shall decide to justify the delay, the time of completion shall be extended for such
reasonable time as the City may decide in its sole and absolute discretion. It is further
expressly understood and agreed that the Supplier shall not be entitled to any damages or
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City Manager
City of Sanford
City Hall
300 North Park Avenue
Sanford, Florida 32771
(2). For the Supplier:
Dixie Lime And Stone Company
Post Office Box 1209
Anthony, Florida 32617
(c). 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
Supplier 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 Supplier 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.
Section 8: Work Orders.
(a). The provision of services to be performed under this Agreement may commence
immediately upon the execution of this Agreement or a Work Order as directed and
determined by the City. Services to be provided by the Supplier to the City shall be
negotiated between the Supplier and the City. Each Work Order shall reference this
Agreement by title and date, include a detailed description of quantities, services, and a
completion schedule, and will be provided on the Supplier's letterhead. Services described
in said Work Order will commence upon the issuance of a City Notice -to- Proceed.
(b). If the services required to be performed by a Work Order is clearly defined, the Work
Order shall be issued on a "Fixed Fee" basis. The Supplier shall perform all services
required by the Work Order but in no event shall the Supplier be paid more than the
negotiated Fixed Fee amount stated therein.
(c). The Supplier and the City agree to make every effort to adhere to the schedule
established for the various Work Orders described in the Work Order.
(d). If the services are not clearly defined, the Work Order may be issued on a "Time
Basis Method" and contain a Not -to- Exceed amount. If a Not -to- Exceed amount is
provided, the Supplier shall perform all work required by the Work Order; but in no event
shall the Supplier be paid more than the Not -to- Exceed amount specified in the applicable
Work Order.
(e). For Work Orders issued on a "Fixed Fee Basis," the Supplier may invoice the
amount due based on the percentage of total Work Order services actually performed and
Page 5
Section 10: Compensation.
(a). Compensation to the Supplier for the services performed on each Work Order shall
be as set forth the Work Order /Change Order or as set forth in the Seminole County
Agreement which enumerates rates and charges of the Supplier.
(b). The City shall not pay for reimbursable items such as gas, tolls, mileage, meals, etc.
and other items not directly attritbutable to items produced for each Work Order.
(c). Work performed by the Supplier without written approval by the City's designated
representative shall not be compensated. Any work performed by the Supplier without
approval by the City is performed at the Supplier's own election.
(d). In the event the City fails to provide compensation under the terms and conditions of
this Agreement, the Supplier shall notify the City's designated representative in order that
the City may take remedial action.
Section 11: Invoice Process.
(a). Payments shall be made by the City to the Supplier when requested as work
progresses for services furnished, but not more than once monthly. Each Work Order shall
be invoiced separately. The Supplier shall render to the City, at the close of each calendar
month, an itemized invoice properly dated, describing all services rendered, the cost of the
services, the name and address of the Supplier, Work Order Number, Contract Number
and all other information required by this Agreement.
(b). Invoices which are in an acceptable form to the City and without disputable items will
be processed for payment within thirty (30) days of receipt by the City.
(c). The Supplier will be notified of any disputable items contained in invoices submitted
by the Supplier within fifteen (15) days of receipt by the City with an explanation of the
deficiencies.
(d). The City and the Supplier will make every effort to resolve all disputable items
contained in the Supplier's invoices.
(e). Each invoice shall reference this Agreement, the appropriate Work Order and
Change Order if applicable, the billing period, and include the Project Status Report for the
period being billed.
(f). The Florida Prompt Payment Act shall apply when applicable.
(g). Invoices are to be forwarded directly to:
Finance Director
City Hall
Page 7
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 in this Agreement; provided, however, that the
Contractor shall also comply with the provisions of this Agreement relating to insurance
coverages.
Section 14: Counterparts.
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 made and executed this Agreement
on the respective dates under each signature with the City acting through its City
Commission and the Contractor signing by and through its duly authorized corporate officer
having the full and complete authority to execute same.
Attest: Dixie Lime And Stone Company
/n/ 1 11 k By
William W. h1eughton III William H. Stavola
rt N ) al Man�er� � n President
`� \ 02/13/11
Date
Second Witness
Attest: City Of
Janet Dougherty, C y Clerk Jeff Tripl
Date
For use and reliance of the
Sanford City Commission only.
Ptproved3 as to form and _lecv9i
WKm L. Colbert, City AttbMey
�C �AlAlrt A/ , 6)1 J
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