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City of South Miami PUBLIC WORKS & ENGINEERING DEPARTMENT 4795 SW 75 th Avenue Miami, FL 33155 Tel. (305) 663-6350 Fax (305) 668-7208 South Miami bOd fiii'r 20m TO: Steven Alexander, City Manager FROM: Jorge L. Vera, Capital Improvement Project Manager DATE: April 9, 2013 3 Resolution: A Resolution authorizing the City Manager to expend with Florida Construction & Engineering, Inc. an amount not to exceed $81,061 for the City Hall Sewer Connection Project, to be charged to General Obligation Fund account number 114-4010-541-3450. Background: A septic tank is currently located behind City Hall. It is providing service to the second floor restrooms of the Police Department. It is in a state of disrepair and can no longer provide the needed service. Therefore, an upgrade has been designed to abandon the existing septic tank system and to connect a new sanitary sewer line. It will be constructed to route the building's sewage flow from the existing point of connection near the septic tank, to a new sanitary sewer lateral line that will connect to an existing sewer along SW 61st Court. Expense: Account: The City received bids from qualified vendors to perform the construction work. Upon review of references and evaluating the current status of vendors, it was determined that Florida Construction & Engineering, Inc. was the most responsive and responsible bidder. Contract amount not to exceed $81,061. The expenditure is charged to the Capital Improvement Program Fund account number 114-4010-541-3450 which has a balance of $749,937 before this request was made. Attachments: Proposed Resolution Bid Package' Sun biz Corporate Information 1 2 3 4 5 6 7 8 9 10 11 12 l3 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 and RESOLUTION NO.: _____ _ A Resolution authorizing the City Manager to enter into a contract with Florida Construction & Engineering, Inc. for a contract price not to exceed $81,061 for the City Hall Sewer Connection Project, to be charged to General Obligation Fund account number 114-4010-541-3450. WHEREAS, the Mayor and City Commission wishes to abandon a septic tank and construct a sewer line, WHEREAS, pursuant to a competitive selection process, it was determined that Florida Construction & Engineering, Inc. submitted a proposal in the amount of $81,061 that was the most comprehensive and cost effective in its construction approach; and WHEREAS, the work shall consist of the construction of a sanitary sewer line at the rear of City Hall, servicing the second floor of the Police Department; and WHEREAS, the total expenditure is not to exceed $81,061; and WHEREAS, the Mayor and City Commission desire to authorize the City Manager to enter into a contract with Florida Construction & Engineering, Inc. for the City Hall Sewer Connection Project for an total amount not to exceed $81,061. NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT: Section 1: The City Manager is authorized to enter into a contract with Florida Construction & Engineering, Inc .. for the City Hall Sewer Connection Project for an amount not to exceed $81,061. Section 2: The expenditure shall be charged to the General Obligation Fund account number 114-410-541-3450 which has a balance of $749,937 before this request was made. Section 3: If any section clause, sentence, or phrase of this resolution is for any reason held invalid or unconstitutional by a court of competent jurisdiction, the holding shall not affect the validity of the remaining portions of this resolution. Section 3. This resolution shall take effect immediately upon adoption. PASSED AND ADOPTED this ___ day of ______ , 2013. ATTEST: CITY CLERK READ AND APPROVED AS TO FORM LANGUAGE, LEGALITY AND EXECUTION THEREOF CITY ATTORNEY APPROVED: MAYOR COMMISSION VOTE: Mayor Stoddard Vice Mayor Liebman Commissioner Newman Commissioner Harris Commissioner Welsh BID FORM THIS BID IS SUBMITIED TO: Steven Alexander City Manager City of South Miami 6130 Sunset Drive South Miami. FL 33143 City Hall Sewer Connection I. The undersigned Bidder proposes and agrees. that if this Bid is accepted. to enter into a Contract with the City of South Miami in the form included in the Contract Documents which are part of this Bid Package to perform and furnish all work as specified or indicated in the Contract Documents for the Contract Price and within the Contract Time indicated therein and in accordance with the other terms and conditions of the Contract Documents which include those prepared by Ty Lin International. 2. BIDDER accepts all of the terms and conditions of the Advertisement or Invitation to Bid and Instructions to Bidders. including without limitation those dealing with the dispOSition of Bid Bond/Security. This Bid will remain subject to acceptance for 90 calendar days after the day of the Bid opening. Bidder agrees to sign and submit the Contract with the Bonds. Insurance Certificate and other documents required by the Bidding requirements within ten (10) calendar days after the date of the City's Notice of Award. 3. In submitting this Bid. Bidder represents. as more fully set forth in the Contract. that: a. BIDDER has examined copies of all the Bidding Documents and of the following Addenda (receipt of all which is hereby acknowledged.) Addendum No. One Dated: 2/8/13 Addendum No. Two Dated: 2/13/13 Addendum No. Three Dated: 2/13/13 Addendum No. Dated: Addendum No. Dated: Addendum No. Dated: b. BIDDER has familiarized himself with the nature and extent of the Contract Documents. the proposed work. site. locality. and all local conditions and laws and regulations that in any manner may affect cost. progress. performance or furnishing of the Work. c. BIDDER has studied carefully all reports and drawings of subsurface conditions and drawings of physical conditions. d. BIDDER has obtained and carefully studied (or assumes responsibility for obtaining and carefully studying) all such examinations. investigations. explorations. tests and studies in addition to or to supplement those referred to in (c) above which pertain to the subsurface or physical conditions at the site or otherwise may affect the cost. progress. performance. or the furnishing of the Work at the Contract Price. within the Contract Time and in accordance with the other terms and conditions of the Contract Documents. The Bidder hereby acknowledges that no additional examinations. investigations. explorations. tests. reports or similar information or data are. or will, be required by Bidder for any reason in connection with the Bid. e. BIDDER has correlated the results of all such observations. examinations. investigations. explorations. tests. reports and studies with the terms and conditions of the Contract Documents. f. BIDDER has reviewed and checked all information and data shown or indicated on the Contract Documents with respect to existing Underground Facilities at or contiguous to the site and assumes responsibility for the accurate location of all Underground Facilities. No additional thomasfpepe©-O 1-02-13 Page 6 of 67 / / / g. h. examinations, investigations, explorations, tests, reports or similar information or data in respect to any Underground Facilities are, or will be reqUired, by Bidder in order to perform and furnish· the Work at the Contra~t Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents. BIDDER has given TYLin International written notice of all conflicts, errors or discrepancies that it has discovered in the Contract Documents and, if any conflicts, errors or discrepancies have been found and notice given, the Bidder represents, by submitting'its bid to the City, that the Bidder has received sufficient notice of the resolution thereof by Consultant, that such resolution is acceptable to Bidder and the Bidder waives any claim regarding the conflicts, errors or discrepancies. This Bid is genuine and not made in the interest of or on behalf of any undisclosed person, firm or corporation and is not submitted in conformity with any agreement or ruies of any group, association, organization, or corporation; Bidder has not directly or indirectly induced or solicited any other Bidder to submit a false or sham Bid; Bidder has not solicited or induced any person, firm or corporation to refrain from Bidding; and Bidder has not sought by' collusion or otherwise to obtain for itself any advantage over any other Bidder or over the CITY. 4. BIDDER understands and agrees that the Contract Price is the lump sum that it needs to furnish and install all of the Work complete and in place.' The Schedule of Values is provided for the purpose of Bid Evaluation and when initiated by the CITY, it shall form the basis for calculating the pricing of change orders. The Contract PriCe shall not be adjusted in any way so as to result in a deviation' fr.om the Schedule of Values, except to the extent that the CITY changes the scope of the Work after the Contract Date. As such, the Contractor shall furnish 3d!. lab_o~. ~$. eqUipment, tools, s.!!e.erintendence and services necessary to provide :u;orrIJ.>lece, 10 place Project for the B~' . LUMP SUM BASE BID: dollars and cents $ 78,933.00 Alternates: #1 ADD $2,128 -Addendum 1 #5 #2 #6 ----------------~------ #3 #7 ------------------------ #4 #8 ------------------------------------------------------- A fee breakdown for each task must be completed in the table shown above. Failure to complete this information shall render the proposal non-responsive. 5. The ENTIRE WORK shall be completed, in full, within 4S days from the date stipulated in the NOTICE. TO PROCEED. Failure to complete the entire work during the described time period shall result in the assessment of liqUidated damages as set forth in Paragraph 6 of the Contract. thomasfpepe@.O'-02-'3 Page 7 of 67 •. ~ t t·· " " . 6. Communications concerning this Bid shall be addressed to: BIDDER: Florida Construction & Engineering, Inc. Address: 155 Bentley Drive Miami Springs, FL 33166 Telephone: 305-883-7601 Facsimile: 305-883-1514 Attention: Hamid Djahanshahi 7. The terms used in this Bid which are defined in the General Conditions of the Contract shall have the same meaning as is assigned to them in the General Conditions. SUBMITTED THIS 15 DAY OF -'..F..::.eb::.cr.:::.ua::.:.ryL-______ 20-'!..L. BID SUBMITTED BY: Florida Construction & Engineering, Inc. 305-883-7601 Company Telephone Number Hamid Djahanshahi 305-883-1514 Name of Person Authorized to Submit Bid Fax Number Fce52@yahoo.com Signature Email Address President Title thomasfpepe©.O 1·02·13 Page 8 of67 BID BOND City Hall Sewer Connection STATE OF FLORIDA COUNTY OF MIAMI·DADE KNOW ALL MEN BY THESE PRESENTS, that we, Florida Construction & Engineering I Inc. __________ " as Principal, and Capitol Indemnity Corporation _"-_______ -----', as Surety, are held and firmly bound unto the City of South Miami, a municipal corporation of the State of Florida in the sum of ***Five Percent of Amount Bid*** Dollars ($ 5 % of Amount Bid ), lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators and successors jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH that WHEREAS, the Principal has submitted the accompanying Bid dated 2/15/2013 , for the City Hall Sewer Connection. it was a condition precedent to the submission of said Bid that a Bid Bond in the amount of five percent (5%) of the Base Bid be submitted with said Bid as a guarantee that the Bidder would, fulfill the obligations of the invitation to bid and bid documents; . NOW THEREFORE, A. If the principal shall not withdraw said bid within ninety (90) calendar days after the date for opening of the same, and shall, within ten (10) calendar days after the prescribed forms are presented to it for signature, enter into a written contract with the Owner in accordance with the bid as accepted, and give bonds with good and sufficient surety or sureties, as may be required, for the faithful performance and proper fulfillment of such contract, then the above obligations shall be void and of no effect, otherwise to remain in full force and effect B.However, in the event of the principal's unauthorized withdrawal of said bid within ninety (90) calendar days after the date of the opening of the same or the failure to enter into a written contract with the Owner in accordance with the bid as accepted, and/or the failure to provide the City with bonds issued from good and sufficient surety or sureties, as may be reqUired, for the faithful performance and proper fulfillment of such Contract within ten (10) calendar days after the prescribed forms are presented to it for signature and/or in the event that the principal is not awarded the bit but fails to waive all claims that arose or might have arisen out of the bid process in the event that the bid is not awarded to the principal, then the above obligations shall remain in full force and effect and the bond shall thereafter be disburse, by court order, to the Owner in the full amount of the bond if the Bid Documents provide fer liquidated damages under the circumstance of the case or, if liquidated damages are not applicable, then in an amount that is adequate to fully compensate the Owner for all of its damages incurred due to the breach of the terms of this Bond, Including all attorney fees, court costs and legal expense incurred by the City for any and all proceedings required to obtain the court order of disbursement. including the cost of all appeals or other proceedings, as well as the fees and costs incurred to collect these damages. IN WITNESS WHEREOF, the above bonded parties have executed this instrument under their several seals this 15th day of February ,2022-, the name and the corporate seal of each corporate party being hereto affixed and these presents being duly signed by its undersigned representative. thomasfpepe©-O 1-02-13 Page 10 of 67 IN PRESENCE OF: 155 Bentley Drive (Business Address) Miami Springs, FL. 33166 (City/State/Zip) 305-883-7601 (Business Telephone) ATIEST: See attached Power of Attorney Capitol Indemnity Corporation Secretary Warren Alter, Attorney-In-Fact *Impress Corporate Surety Seal IMPORTANT Surety companies executing bonds must appear on the Treasury Department's most current list (circular 570 as amended) and be authorized to transact business in the State of Florida. FAILURE TO COMPLETE. SIGN, & RETURN THIS FORM MAY DISQUALIFY YOUR BID © thomasfpepe-O 1-02-13 Page 10 of 67 CAPITOL INDEMNITY CORPORATION POWER OF ATTORNEY ··60088243 K~OW ALL MEl\ BY THESE PRESEl\TS. Tlwt the CAPITOL !l\ [)[\1 l\rry CORPOHATION. a corpor:l1ion of the State of Wisconsin. havin¥ its principal ofJI(·cs in th~ City of !Vliddkton. Wisconsin. doc:; make. constitute :lIld appoint -~--:--:----------:---,--_-::----·-·-----·------WARREN ALTER; DA VID SATINE------------------------:--·---...,~-------------. -. -.. ----.- its true illld lawful A'uorncy(s)-in-facl. to make. cxceUle, seal aild delii'crfor find 011 it$ behalt~ as surety, and as its act and deed, Hliy and all bonds, undertakings and contracts of suretyship, provided that no bond or undertaking or contract of suretyship executed undcr this authority shall exceed ill amount the sum of ---·--------------------------------oALL WRITTEN INSTRUMENTSIN AN AMOUNT NOT TO EXCEED:$20,OOO,OOO.OO---------------------------------------- . ," ." ." ...", :, This Power ofAt;orn<:Y·JS gi',;nted and is signed and sealed by ':ti\csimIleUllder and by' the authority of the following Resplutionadol)ted :bY: th~~J3.oard of Directors of CAPITOL INDEMNITY CORPORATION at fl meeting duly called <Ind held on the 15th clay of 1\18Y. 2002. "RESOLVED. that the President, Executive Vice President, Vicc President, Secretary or Treasurer, acting individually or otherwise, be and they horeby are granted the power and authorization to appoint by a Power of Atlorney for the purposes only of execUling and attesting bonds and undertakings, and wher writingsoblig?tory inthe nature thereof, one or ll1orcresi.d~nt vice-prcsi(\ents,assistam secretaries and attorney(s)-in·fact, each appojnte, to have thcj)o\v·ers·mid.dmicJ; usual to such offices 10 the business ofthi, c()mpany; thesignatil.re or such officers and seal oft~eCoJllpallY may·b~ ai't1xed to any ·stlch:powcr of'a(l(irncy or·to any certificate relating thereto by l~csill1ik, and any such power of <tttorney or ceriifieaie beiiring:sliehJacsiInile signatll!'i~s ol·facsimilc·seal shall be valid and binding upon th6C(lIll]iany; and·flI1Y slich power 50 executed and certificiH1Y facsimile sign,ittlrC5 and facsimile seal shall be valid and binding uJlon the Company in the fulure with respect to any bond or undertaking or other writing obligatory in the nature thereof to which it is attached. Any such appointment Illay be revoked, for cause, or without cause, by any of said officers, fit any time." IN WITNESS WHEHEOF, the CAPITOL INDEMNITY CORPOHATION has caused these presents to be signed by its officer undersigned and its corporate seal. to be horcto·affix",d duly attested, this 2nd day or May; :10·1 J...... .... , AO'~, ?~0.~ ;=M;v:;::J Richard W. Allen III President ··St'li:cty81:Jid~lity Operations ~~JiT~ o~t~i~~SIN.}··s.s: D~vid F. Pauly CEO & President .. On the 2nd day ofJVlay, 20]1 before me personally eame David F. Puuly, to me known, who being by me duly sworn, did depose and say: that he resides in the County of Dane, State of Wisconsin; that he is President of CAPITOL INDEMNITY CORPORATION, the corporation descrihed herein and which executed the above instrument; that he knows the seal of the said corporation; that the seal affixed ·\0 said instrument is such cOlvoratc seal; that it wassoaffixeiUiyord!5r:o~theBomd of Directors of said corpDraliOl1 a]ili tl)1It 11~ ~igl)edhis name [hereto by like order' ... STAT.E OF WISCONSIN.} .. s,S., COUNTY C)FDANE' . CERtiFICATE Daniel W. Krueger Notary p(lblic, Dane. Co., Wi My COll1mission Is PermanclJi I, IhclUidersigned,duly elected to the "fllce st:llcd below,.I1()W 'the incumbent in CAPITOL INDEMNITY COHPOIV\T!ON, u· Wi·scollsin Corporation, authorized 10 make this eertilkatc. DO HEREBY CERTIFY that the foregoing atlached Power orAltOl'lIcy remains in full force and ha>; not been revoked: and furthermore, that Ihe Resolution of the Board of Directors, set forth in the Power of Attorney is now in foret'. Signed and scaled al the City of Middlelon. Slate of Wisconsin this _ .. J.~.t:.l:1_. __ clay of __ l'~bt:'~~!:_v _____ , 2013 a£~ / .. !J;L~ ;\1;111 S. Ogilvie Secretary THIS DOCUMENT IS N()TVALID UNLESS PRINTED ON GRAYSHADED BACKGROUND WITH A RED SERIAliNUtvlBER IN THE UPPER RIGI-I'i'.HAND(iORNER, IF YOU HAVE ANY QUESTIONS CqNCERNING1TIJ; AUTllENTICJTY OF THIS DOCUMEN;rCALL 800;47S,4450. UC>I'O.A \5·11) • BIDDER QUALIFICATION STATEMENT City Hall Sewer Connection The Bidder's response to this questionnaire shall be utilized as part of the CITY'S overall Bid Evaluation and Contractor selection. I. Number of similar construction projects completed, a) In the past 5 years 7 On Schedule Yes ~~------------------ b) I n the past I 0 years 13 ~~--------------- On Schedule Yes ~~--------------- 2. List the last three (3) completed similar projects. a) b) thomasfpepe©.o 1-02-13 Project Name: Seaboard Marine Cargo Terminal Redevelopment Owner Name: Port of Miami ~~~~~--------------------- Owner Address: 1015 N America Way, Suite 301, Miami, FL 33132 Owner Telephone: -.::<.3.,,;05:::..-..::034-'..7'--..::05""5°""6'--___________ _ Original Contract Completion Time (Days): --=:;24..:,:0:.....-___________ _ Original Contract Completion Date: __ 2_1_1/_1_2 _________________________ _ Actual Final Contract Completion Date: Original Contract Price: Actual Final Contract Price: Project Name: Owner Name: Owner Address: 2/1/12 $4,479,553.00 $4,479,553.00 C3 Terminal H Command Control Center Port of Miami 1015 N America Way, Suite 301, Miami, FL 33132 Page 11 of 67 f' I •.... • ~'. " I , c) ~.' thomasfpepe©-O 1-02-13 Owner Telephone: 305-347-5506 ~~~~----------------------- Original Contract Completion Time (Days): __ 3::..:6:.=0 ___________ _ Original Contract Completion Date: _-=:2:.::0'-'1-=2 ______________ _ Actual Final Contract Completion Date: Original Contract Price: Actual Final Contract Price: Project Name: 2012 $1,496,060.00 $1,496,060.00 Harris Field Restroom Installation Owner Name: --.::C:::.it:Ly-.:o:::.f~H.:.::o~m:.::e::::s:.:te:::a::.:d~ _________ _ Owner Address: 790 N Homestead Blvd., Homestead, FL 33030 Owner Telephone: --.:3:..:0:..:5...:-2=::2:....4:....-4.:..4...:0:..:0 ___________ _ Original Contract Completion Time (Days): _1~0:.:::.0 ___________ _ Original Contract Completion Date: _1.:..0;.:./::.2.:..1/....:1...:.0 _____________ _ Actual Final Contract Completion Date: Original Contract Price: Actual Final Contract Price: 10/21/10 $157,271.00 $157,271.00 Page 12 of 67 , .' . 3. Current workload Project Name Owner Name Telephone Number· Contract Price' De Leonardis Youth Center City of North Miami Beach 305-948-2946 $398,396.00 at Allen Park Culmer Parking Lot Light Miami-Dade County 786-469-2709 $119,670.00 Poles Internal Services ARRA Municipalities Miami-Dade County 786-473-4710 $371,229.39 Group C Part 2 Transit 4. The following information shall be provided for this project. a) Estimated total demolition man-hours 40 b) Percent man-hours to be performed by Contractor's permanent staff 240 c) Permanent man-hours to be performed by direct hired employees for this project 260 d) Percent man-hours to be performed by Subcontractors 260 5. The following information shall be attached to the bid. a) Contractor's home office organization chart. b) Contractor's proposed project organizational chart. c) Resumes of proposed key project personnel, including on-site Superintendent. 6. List and describe any: a) Bankruptcy petitions filed by or against the Bidder or any predecessor organizations, N/A b) Any arbitration or civil or criminal proceedings, or N/A Suspension of contracts or debarring from Bidding by any public agency brought against the c) Bidder in the last five (5) years. N/A © thomasfpepe-O 1-02-13 Page 13 of 67 7. Government References: List other Government Agencies or Quasi-government Agencies for which you have done business within the past five (5) years. Name of Agency: Miami Dade Parks & Recreation Address: 275 NW 2nd Ave, Miami FL Telephone No.: 305-275-1155 Contact Person: Vivian Type of Project: Miller Pond Park -New Recreation Center Name of Agency: Port of Miami Address: 1015 N America Way, Miami FL Telephone No.: 305-347-3235 Contact Person: Kari Type of Project: Cargo Terminal Redevelopment -Paving/Drainage Name of Agency: City of Homestead Address: 1034 NE 8th Street, Homestead, FL 33030 Telephone No.: 305-224-4400 Contact Person: Denis May tan Type of Project: Restroom Installation © thomasfpepe·O (·02-13 Page 14 of 67 ~, NON-COLLUSION AFFIDAVIT City Hall Sewer Connection STATE OF FLORIDA COUNTY OF MIAMI-DADE ____ ..:..H.:.;:a;;.,;mc.:;i.::.d.,;:;DCLja:::.:h.:.;:a:;.n;,.:s.:..;h;:::;ahc.:;i __________ being first duly sworn. deposes and states that: (I) He/ShefThey is/are the _-:--P_re_s_id...;..e_nt'--___________________ _ (Owner. Partner. Officer. Representative or Agent) of =-,"F:"lo::..:r.:.;:id:.=a:..;C",-o",n.:.;:s:.:;tr:.;::u:.;::c.:.:;tio",n.:...;::&..::E"",n.!l;Qz.::in.:.:e:.::e",ric.:n ... Q,-" Ic.:n.::oc,'--_____ the Bidder that has submitted the attached Bid; (2) He/ShefThey is/are fully informed concerning the preparation and contents of the attached Bid and of all pertinent circumstances concerning such Bid; (3) Such Bid is genuine and is not a collusive or sham Bid; (4) Neither the said Bidder nor any of its officers. partners. owners. agents, representatives. employees or parties in interest. including this affiant, have in any way colluded. conspired. connived or agreed. directly or indirectly. with any other Bidder. firm, or person to submit a collusive or sham Bid in connection with the Work for which the attached Bid has been submitted; or to refrain from Bidding or proposing in connection with such Work; or have in any manner. directly or indirectly. sought by agreement or collusion. or communication, or conference with any Bidder, firm, or person to fix any overhead. profit. or cost elements of the Bid or of any other Bidder, or to fix any overhead, profit, or cost elements of the Bid Price or the Bid Price of any other Bidder, or to secure through any collusion, conspiracy. connivance. or unlawful agreement any advantage against (Recipient), or any person interested in the proposed Work; (5) The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any other of its agents, representatives. owners, employees or parties of interest, including this affiant, W It/! --:--~~ ... By:_-c-_~ _____ ~""""==-_- Signature Hamid Djahanshahi -President Print Name and Title 2/15/13 Date thomasfpepe©·O J ·02· J 3 Page 15 of 67 I,., ,- ~':,,;. ACKNOWLEDGEMENT STATE OF FLORIDA COUNTY OF MIAMI-DADE On this the 15 day of February , 20_13_, before me, the undersigned Notary Public of the State of Florida, pers?nally appeared (Name(s) of individual(s) .who appeared before notary) \..\; o..VIA~ 'o.V\.b kcxJ:' \ and whose name(s) is/are Subscribed to the within instrument, and he/she/the acknowledge that he/shelthey executed it. WITNESS my hand and official seal. NOTARY PUBLIC: SEAL OF OFFICE: (Name of Notary Public: c7ioned.) __ Personally known to me, or Personal identification: Type of Identification Produced Did take an oath, or Did Not take an oath. thomasfpepe©·O 1-02-13 Page 16 of 67 r '. PUBLIC ENTITY CRIMES AND CONFLICTS OF INTEREST City Hall Sewer Connection Pursuant to the provisions of Paragraph (2) (a) of Section 287.133. Florida State Statutes -"A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a Bid on a Contract to provide any goods or services to a public entity. may not submit a Bid on a Contract with a public entity for the construction of repair of a public building or public work. may not submit bids on leases or real property to a public entity. may not be awarded to perform Work as a Contractor. supplier. Subcontractor. or Consultant under a Contract with any public entity. and may not transact business with any public entity in excess of the threshold amount Category Two of Section 287.017. Florida Statutes. for thirty six (36) months from the date of being placed on the convicted vendor list". The award of any contract hereunder is subject to the provisions of Chapter I 12. Florida State Statutes. Bidders must disclose with their Bids. the name of any officer. director. partner. associate or agent who is also an officer or employee of the City of South Miami or its agencies. SWORN STATEMENT PURSUANT TO SECTION 287.133 (3) (a). FLORIDA STATUTES. ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS. I. This sworn statement is submitted to City of South Miami [print name of the public entity] by Hamid Djahanshahi [print individual's name and title] for Florida Construction & Engineering. Inc. [print name of entity submitting sworn statement] whose business address is 155 Bentley Drive. Miami Springs, FL 33166 and (if applicable) its Federal Employer Identification Number (FEIN) is 59-2768130 (If the entity has no FEIN. include the Social Security Number of the individual signing this sworn statement: ------------------_.) 2. understand that a "public entity crime" as defined in Paragraph 287.133 (I ) (g). Florida Statutes. means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States. including. but not limited to , any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud. theft. bribery. collusion. racketeering. conspiracy. or material misrepresentation. 3. I understand that "convicted" or "conviction" as defined in Paragraph 287.133 (I) (b). Florida Statutes. means a finding of guilt or a conviction of a public entity crime. with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July I. 1989. as a result of a jury verdict. non-jury trial. or entry of a plea of guilty or nolo contendere. 4. I understand that an "affiliate" as defined in Paragraph 287.133 (I) (a), Florida Statutes. means: (a) A predecessor or successor of a person convicted of a public entity crime; or (b) An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers. directors, executives, partners. shareholders, employees. members. and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling thomasfpepe@·01·02·13 Page 17 of 67 P l·· , interest in any person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 5. understand that a "person" as defined in Paragraph 287.133 (I) (e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. [Indicate which statement applies.] _X__ Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been Charged with and convicted of a public entity crime subsequent to July I, 1989. ___ The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,1989. ___ The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity has been charged with and convicted of a publiC entity crime subsequent 'of July I, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. [attach a copy of the final order.] thomasfpepe©-O 1-02-13 Page 18 of 67 I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY INDENTIFIED IN PARAGRAPH I (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY, AND THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES, FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. [Signature] Sworn to and subscribed beZfore me this 1 '5 day of x::: .ub-r V OJ':{ ,20 t ~ 'Z~A/ Personally known ___ \:>L _______ _ OR Produced identification ______ _ (Type of identification) Form PUR 7068 (Rev.06111/92) © thomasfpepe-O 1-02-13 Notary ~bliC -State of g I")"L-I cl <A- My commission expires a-Ii "5' / I S o 7 (Printed, typed or stamped commissioned name of notar~~'~~!!!!!!!!!!!!!!!!!!~!!,!!!~~!!!!!!!!!~ ",~~'r;;'",,, ZOILA P. REYES if ~f% MY COMMISSION HE 034155 : EXPIRES: February 12, 2015 Bonded Thru Notary Public UndelWrllers Page 19 of 67 DRUG FREE WORKPLACE City Hall Sewer Connection Whenever two or more Bids which are equal with respect to price, quality and service are received by the State or by any political subdivisions for the procurement of commodities or contractual services, a Bid received from a business that certifies that it has implemented a drug-free workplace program shall be given preference in the award process. Established procedures for processing tie Bids shall be followed if none of the tied vendors have a drug-free workplace program. In order to have a drug-free workplace program, a business shall: I) Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that shall be taken against employees for violations of such prohibition. 2) Inform employees about the dangers of drug abuse in the workplace, the business' policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3) Give each employee engaged in providing the commodities or contractual services that are under Bid a copy of the statement specified in Subsection (I). 4) In the statement specified in Subsection (I), notify the employees, that, as a condition of working of the commodities or contractual services that are under Bid, he employee shall abide by the terms of the statement and shall notify the employee of any conviction. of, or plea of guilty or nolo contendere to, any violation of Chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (S) business days after such conviction. S) Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program, if such is available in the employee's community, by any employee who is so convicted. 6) Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. BIDDER's Signature: _dl.--LL!~----",g,,--·-_> __ ~---,,:::::::====::::.-____ -__ Print Name: Hamid Djahanshahi -President Date: 2/15/13 thomasfpepe©-O 1-02-13 Page 20 of6? • ACKNOWLEDGEMENT OF CONFORMANCEWITH OSHA STANDARDS City Hall Sewer Connection TO THE CITY OF SOUTH MIAMI We, Florida Construction & Engineering, Inc., (Name of Contractor), hereby acknowledge and agree that as . Contractors for the City Hall Sewer Connection as specified have the sole responsibility for compliance with all the requirements of the Federal Occupational Safety and Health Act of 1970, and all State and local safety and health regulations, and agree to indemnify and hold harmless the City of South Miami and TyLin International against any and all liability, claims, damages, losses and expenses they may incur due to the failure of (subcontractor's names): to comply with such act or regulation. BY: Hamid Djahanshahi Name President Title thomasfpepe©.O 1 ·02· 13 Witness Page 21 of 67 EXPERIENCE: 2001-Present I.' 1998-2001 1997-1998 1996-1997 1988-1996 EDUCATION: 1990-1992 1985-1988 LICENSES: Ali R. Djahanshahi 741 Falcon Ave. Miami Springs Fl. 33166 (786)208-9392 Florida Construction & Engineering Inc. Miami Springs, Florida. Project Manager United Airlines Chicago, Illinois / Los Angeles, California. Avionic's Technician Carnival Airlines Dania, Florida. Avionic's Technician Tampa Airlines Cargo Miami, Florida. Avionic's Technician Airways International Inc. Miami, Florida. Avionic's Supervisor George T. Baker Aviation School Miami, Florida. Avionic's Montgomery College Rockville, Maryland Computer Science Airframe & Powerplant License FCC General Radiotelephone Operator License " ~ ... .. EDUCATION: PROFESSIONAL EXPERIENCE: 1999 -Present 1992 -1999 1981-1991 1980 -1981 MAHMOUD REZA D'JAHANSHAHI 61 Deer Run Miami Springs, FL 33166 (561) 747-9382 Bachelor of Science in Civil Engineering, The Ohio State University, Columbus, Ohio, 1978 Florida Construction & Engineering Inc. Miami, Florida Construction Site Manager -Responsibilities included review of schedules coordination among the various disciplines, resolution of daily design and construction obstacles. Performed as a liaison between Inspectors and other trades and disciplines. Studied all contracts to ensure jobs performed are in accordance with the scope of work and do not exceed the project budgets. Techno Electric Inc. North Palm Beach, Florida Owner / Manager -My Spouse and I are sole operators and decision makers of the company. We are committed to all aspect of design and construction which includes estimating, bidding, financing, scheduling, marketing, job supervision, advertising, purchasing, invoicing, drafting and calculation. Bechtel Power Corporation. Gaithersburg, Maryland Civil/Structural Design Engineer-Responsibilities included analysis and design of steel and reinforced concrete structures. Performed calculation on frames, floor systems, platforms and retaining wall of power generating plant to assure compliance with AISC, AISI, ACI and A WS. Checked Architectural drawings for accuracy. Job Site Experience: Assigned to construction site to resolve structural design related problems. Interfaced with other disciplines and construction management for the expeditious resolution of problems to meet the project schedule. Great Lakes Supply Co. Cleveland, Ohio Structural Design Engineer-As the only engineer had total responsibility for designing and drawing industrial and construction material handling device manufactured by this company. Other duties included testing and inspection subject equipment. IJI t I I. ~ ... 1979 -1980 Paramont Technical service. Cleveland, Ohio Structural Design Engineer -Duties included structural analysis, design and modification of heat furnaces at Union Carbide Corporation, Metal Division, Ashtabula, Ohio. 1975 -1979 Department of Civil Engineering, The Ohio State University. Columbus, Ohio Research assistant -Duties included research and studies on construction materials with an emphasis on asphalt and concrete mix design. Additional responsibilities were testing and defining strengio of various materials. REGISTRATION: EIT certificate, State of Ohio PROFESSIONAL AFFILIATIONS: American Society of Civil Engineers (ASCE) REFERENCES: Available upon request. ~ .. ; .' ~ ... HAMID REZA DJAHANSHAHI 61 Deer Run EDUCATION Miami Springs, FL 33166 (786) 271-0656 Bachelor of Science in Civil Engineering. Ohio State University, Columbus, Ohio (December 1982) Areas of concentration include Structural and Construction Engineering Bachelor of Science in Mining Engineering. Ohio State University, Columbus, Ohio (June 1982) Relevant Coursework includes: Structural Engineering Principles Basic Reinforcement Concrete Design Design of Steel Structures Wood Structure Design PROFESSIONAL BACKGROUND Structural Analysis Principles of Rock Mechanics Geotechnical Engineering Cost Analysis General Construction Contractor, Florida Construction & Engineering, Inc. Miami Springs, FL (1987 to present) -Responsibilities included oversight of all aspects of assigned projects. Design and Construction Engineer, A&M International, Inc., Rockville, MD. (Jan 1983 to 1987) -Responsibilities included analysis and design of low -to mid-high rise residential, institutional and office building of both steel and concrete material Research Assistant. The Ohio State Department of Civil Engineering, Hydrology Laboratory, Columbus, Ohio (Jan 1981 to April 1981) -Responsibilities included collecting geomorphic data for a U.S. Geological Department sponsored project in Ohio River Basin Resident Manager, Hill's Apartments, Columbus, Ohio (June 1979 to Jan 1981) Research Assistant, The Ohio State University, Department of Civil Engineering, Division of Materials and Design, Columbus, Ohio (March 1979 to Sept 1980) -Responsibilities included preparing and testing samples for two research projects: A Statewide Study of Subgrade Soil Support Conditions and Optimization of Design of Asphalt Paving Mixtures. Maintenance and Repair Assistant, Ohio Dominican College, Columbus, Ohio (June 1978 to Sept 1978) PROFESSIONAL AFFILIATIONS Miami Springs Rotary Club American Society of Civil Engineers (ASCE) American Society of Mining Engineers (AS ME) HONORS / AWARDS Recipient of Engineer in Training (ElT) certificate from state of Ohio Chi Epsilon, National Honorary Society for Engineers Achieved a 3.0/4.0 Cumulative Grade Point Average, The Ohio State University Recipient of the Mining Engineering Department Scholarship, The Ohio State University References Available upon Request , ; . . ' . . . • ~; .. ' '.:',;: :,: ,:.:; ',; .. ';;~:'bl£PLAV~S R;~~'~IR~b:~~::~/;J/,'; SEQ# L120918005 3 3 KEN LAWSON SECRETARY -.....• '.' " v'" 'DEPARTMEm OF" 'Bus:ftl:iE:SS' AND, PROFESSI'ONAL' ,REGULATION .,/,>,:,~qNS~:RUCTI'9N INDUSTRY LJJCENS!NG BOARD SEQ#L12081601840 ... ' •.•. '. GENERAL '.' ""1"'\"I.TITI~',·'lI\ ........ ,.... ..... Named below' IS Urider the'provis Expiration date: ';"D' JAHANSHAHI~,HAMl:P:~ i~.~: < ' . ,. FLORIDA CONSTRUCTION'&; 'f':l ................... ...",.:1"!0 POBOX 1426" ... . MIAMI. SPRINGS FL3,3266 RICK SCOTT GOVERNOR ~ ." .. . KEN, LAWSON SECRETARY Detail by Entity Name Events No Name History Return to Search Results iI by Entity Name HANSHAHI, MAHMOUD R n M45192 592768130 01/21/1987 FL ACTIVE AMENDMENT 12/27/2004 NONE Page 1 of2 Entity Name Search I Search I http://search.sunbiz.org/Inquiry ICorporationSearchiSearchResultDetail/EntityN ame/domp-... 4/9/2013 Detail by Entity Name Page 2 of 2 1207 GENERAL POINTE TRACE PALM BEACH GARDENS, FL 33418 lTitie S DJAHANSHAHI, ALI R 74RdOM.CON A Vf:bruiCt Us E-Filing Services Document Searches Forms Help MIAMI SPRINGS, FL 33166 IAnnual Reports Report Year Filed Date 2011 02/22/2011 2012 02/14/2012 2013 03/01/2013 Document Imaaes 03/01/2013 --ANNUAL REPORT I View image in PDF format 02/14/2012 --ANNUAL REPORT I View image in PDF format 02/22/2011 --ANNUAL REPORT I View image in PDF format 02/16/2010 --ANNUAL REPORT I View image in PDF format 04/08/2009 --ANNUAL REPORT View image in PDF format 03/25/2008 --ANNUAL REPORT View image in PDF format 01/16/2007 --ANNUAL REPORT View image in PDF format 04/17/2006 --ANNUAL REPORT View image in PDF format 03/28/2005 --ANNUAL REPORT View image in PDF format 12/27/2004 --Amendment View image in PDF format 07/07/2004 --ANNUAL REPORT View image in PDF format 03/21/2003 --ANNUAL REPORT View image in PDF format I 04/30/2002 --ANNUAL REPORT View image in PDF format 01/17/2001 --ANNUAL REPORT View image in PDF format 06/08/2000 --ANNUAL REPORT View image in PDF format 03/06/1999 --ANNUAL REPORT View image in PDF format 01/15/1998 --ANNUAL REPORT View image in PDF format 09/30/1997 --VOLUNTARY DISSOLUTION View image in PDF format I Events No Name History Entity Name Search Return to Search Results I Search I Home I Contact us I Document Searches I E-Filing Services I Forms I !:!§Q I ~ © and Privacy Policies State of Florida, Department of State http:// search. sunbiz. org!Inquiry !CorporationSearchiSearchResultDetail!Entity Name! domp-... 4!9120 13 CONTRACT City Hall Sewer Connection THIS CONTRACT was made and entered into on this _____ day of • 20 __ . by and between hereafter referred to as "Contractor". and the City of South Miami. hereafter referred to as "Owner". WITNESETH: That. the Contractor. for the consideration hereinafter fully set out:, hereby agrees with the Owner as follows: I. The Contractor shall furnish all labor. materials. equipment:, machinery. tools. apparatus. transportation and any other items necessary to perform all of the work shown on and described in the Contract Documents and shall do everything required by this Contract and the other Contract Documents. 2. The Contract Documents shall include this Contract. General Conditions to the Contract. the drawings. plans. specifications. Project Manual. any supplementary or special conditions. other documents referring to this contract and signed by the parties. the solicitation documents ("hereinafter referred to as "Bid Documents") and any documents to which these documents refer as well as any attachments or exhibits to any of documents described herein. 3. The Contractor shall commence the Work to be performed under this Contract on a date to be specified in a Notice to Proceed and shall complete all Work hereunder within the length of time set forth in the Contract Documents. 4. The Owner hereby agrees to pay to the Contractor for the faithful performance of this Contract:, subject to additions and deductions as provided in the Contract Documents and any properly approved. written change orders. in lawful money of the United States. the amount of: --:::-::-:::-::--:-_-::--:--:-__ -'-______ Dollars ($ .OO--.J. Lump Sum. (Spell Dollar Amount on IiJ'le ~bov(!) 5. The Owner shall make monthly partial payments to the Contractor on the basis of a duly certified and approved schedule of values for the Work performed during each calendar month by the Contractor. less the retainage (all as provided for in the Contract Documents). which is to be withheld by the Owner until completion and acceptance of the complete project in accordance with this Contract and the other Contract Documents and until such Work has been accepted by the Owner. 6. Upon submission by the Contractor of evidence satisfactory to the Owner that all labor. material. and other costs incurred by the Contractor in connection with the construction of the Work have been paid in full. and after compliance with the terms for payment provided for in the Contract Documents. final payment on account of this Contract shall be made within sixty (60) calendar days after the completion by the Contractor of all Work covered by this Contract and the acceptance of such Work by the Owner. 7. In the event that the Contractor shall fail to complete the Work within the time limit stipulated in the Contract Documents. or the extended time limit agreed upon. in accordance with the procedure as more particularly set forth in the Contract Documents. liquidated damages shall be paid at the rate of $500.00 dollars per day. plus any monies paid by the City to the Consultant for additional engineering and inspection services associated with such delay. 8. It is further mutually agreed between the parties hereto that if. at any time after the execution of this Contract and the Payment and Performance Bond for its faithful performance and payment, the Owner shall deem the Surety or Sureties upon such bond(s) to be unsatisfactory. or if. for any reason such bond ceases to be adequate to cover the performance of the Work or payment to subcontractors and suppliers. the Contractor shall. at its expense within five (5) business days after the receipt of notice from the Owner so to do. furnish an additional bond or bonds in such form and amount and with such Surety or Sureties as shall be satisfactory to the Owner. In such event, no further payment to the Contractor shall be deemed to be due under this Contract until such new or additional security for the faithful performance of the Work is furnished in the manner and in the form satisfactory to the Owner. 9. No additional Work or extras shall be done unless the same is duly authorized in advance of the work by appropriate action by the Owner and in accordance with the Contract Documents. thomasfpepe©·O 1-02· f 3 Page 24 of67 SECOND PAGE of a two (2) page CONTRACT made and entered into on this day of _-:-:-_____ ..,.-,-:.20 __ . by and between ... hereafter referred to as "Contractor", and the City of South Miami, hereafter referred to as "Owner" or "City". IN WITNESS WHEREOF, the parties hereto have executed this Contract on the day and date first above written. in five (5) counterparts, each of which shall, without proof or accounting for the other counterpart be deemed an original Contract. WITNESSES: (print name of Witness) (print name of Witness) AUTHENTICATION: Signature: __________ _ Maria Menendez, CMC City Clerk Read and Approved as to Form, Language, Legality and Execution thereof: Signature: _--:-_________ _ City Attorney thomasfpepe©-O 1-02-13 CONTRACTOR: Signature: _______________ _ Name: Title: OWNER: Signature: CITY OF SOUTH MIAMI Steven Alexander City Manager Page 25 of 67 GENERAL CONDITIONS City Hall Sewer Connection ARTICLE I -DEFINITIONS Whenever used in these General Conditions or in the other Contract Documents. the following terms shall have the meaning indicated. These definitions shall always apply when the section of the Contract specifically refers to this article for the purpose of interpreting a word or group of words in that section of the Contract Documents. However, when the section of the Contract, where the word to be defined is used. does not specifically refers to this article to define the word or group of words. these definitions shall not apply unless the word. in the context of its use in the Contract Document in question, is ambiguous and open for interpretation. In addition. these definitions shall also not apply to contradict a 'definition that is given in a specific provision of a Contract Document: . Addenda: Written or graphic documents issued prior to the Bid Opening which modify or interpret the Contract Documents. Drawings and Specifications, by addition. deletions. clarifications or correction. Application for Payment: The form furnished by the CONSULTANT which is to be used by the CONTRACTOR in requesting progress payments. Bid: the offer or proposal of the Bidder submitted on the prescribed form setting forth the prices for the Work to be performed. BIDDER: Any person. firm or corporation submitting a Bid for Work. Bonds: Bid. performance and payment bonds and other instruments of security. furnished by the CONTRACTOR and their surety in accordance with the Contract Documents and in accordance with the law of the State of Florida, Change Order: A written order to the CONTRACTOR signed by the City authorizing an addition. deletion or revision in the Work. or an adjustment in the Contract Price of the Contract Time issued after execution of the Contract. CITY: City of South Miami. 6130 Sunset Drive. South Miami. FL 33143, Construction Observer: An authorized representative ofthe CONSULTANT assigned to observe the Work performed and materials furnished by the CONTRACTOR or such other person as may be appointed by the CITY as his representative. The CONTRACTOR shall be notified in writing of the identity of this representative. Contract Documents: The Contract Documents shall Include the Contract between the Owner and the Contractor. other documents listed in the Contract and modifications issued after execution of the Contract all Bid Documents including but not limited to the Invitation to Bid. CONTRACTOR'S Bid. the Bonds Insurance Certificates and the Notice of Award. the Notice to Proceed. these General Conditions. Special Conditions, if any. any Supplementary Conditions, the Technical Specifications. Drawings. including any incorporated specifications. addenda to the drawings issued prior to execution of the Contract, Change Orders. Construction Change Directives and any written order for a minor change in the Work. and written modifications to any of the Contract Documents and Acknowledgment of Conformance with the City of South Miami. Contract Price: The total moneys payable to the CONTRACTOR pursuant to the terms of the Contract Documents. Contract Time: The number of calendar days stated In the Contract for the completion of the Work. Contracting Officer; The individual who is authorized to sign the contract documents on behalf of the CITY'S governing body. CONTRACTOR: The person. firm or corporation with whom the CITY has executed the Contract. CONSULTANT: The person identified as the CONSULTANT in the Supplementary Conditions or as designated by the CITY in writing and delivered to the CONTRACTOR. Day: A period of twenty-four hours measured from the beginning of the day at 12:0 I a.m. and it shall be presumed to be a calendar day unless specifically designated as a business day, Days The number of twenty-four (24) hour periods following the event to which the word "days" refers commencing at 12:0 I a.m. at the start of the next day. Therefore. in computing any period of time prescribed or allowed by the Contract Documents. the day of the act, event or default from which the designated period of time begins to run shall not be included. The last day of the period so computed shall be included unless it is a Saturday. Sunday or legal holiday. in which event the period shall run until the end of the next business day that is not a Saturday. Sunday or legal holiday. p_efective Work: Work that is unsatisfactory. faulty. or deficient in that it does not conform to the Contract Documents. or does not meet the requirements of any applicable inspection. reference standard. test, or thomasfpepe@.01.02·13 Page 33 of67 NOTICE TO PROCEED City Hall Sewer Connection TO: DATE: PROJECT DESCRIPTION: City Hall Sewer Connection, in accordance with Plans and Contract Documents as may be prepared in whole or in part by TyLin International, the prime consultant and hereinafter referred to as CONSULTANT. You are hereby notified to commence Work in accordance with the Contract dated , on or before You are to complete the work within 45 days. The date of completion of all Work is therefore ______________ __ City of South Miami B~~ __________________ __ Steven Alexander. City Manager ACCEPTANCE OF NOTICE Receipt of the above Notice to Proceed is hereby acknowledged by _____________ _ on this ____ day of ______ -', 20 __ . BY: TITLE: _____________ _ thomasfpepe©-O 1-02-13 Page 32 of6? approval referred to in the Contract Documents, or has been damaged prior to the CO NSUL T ANT'S recommendation of final payment (unless responsibifity for the protection thereof has been delegated to the City); substitutions that are not properly approved and authorized, any defiCiency in the Work, materials and eqUipment; materials and equipment furnished under the Contract that are not good quality and new unless otherwise required or permitted by the Contract Documents. Drawin~s: The drawings which show the character and scope of the Work to be performed and which have been prepared or approved by the CONSULTANT and are referred to in the Contract Documents. Field Order: A written order issued by the CONSULTANT which clarifies or interprets the Contract Documents in accordance with Paragraph 9.3 or orders minor changes in the Work in accordance with paragraph 10.2. Modification: (a) A written amendment of the Contract Documents signed by both parties, (b) a Change Order signed by both parties, (c )a written clarification or interpretation 'if issued by the CONSULTANT in accordance with paragraph 9.3 or (d) a written order for minor change or alteration in the Work issued by the CONSULTANT pursuant to Paragraph 10.2. A modification may only be issued after execution of the Contract, it must be in writing and signed by the party against whom the modification is sought to be enforced. Notice of Award: The written notice by CITY to the apparent successful Bidder stating that upon ~ compliance with the conditions precedent to be fulfilled by it within the time specified, CITY will execute and deliver the Contract to him. Notice to Proceed: A written notice given by CITY to CONTRACTOR (with copy to CONSULTANT) fixing the date on which the Contract Time shall commence to run and on which CONTRACTOR shall start to perform its obligations under the Contract Documents. Person: An individual or legal entity. Project· The entire construction operation being performed as delineated in the Contract Documents. Shop Drawin&s: All drawings. diagrams. illustrations. brochures, schedules and other data which are prepared by the CONTRACTOR, a Subcontractor, manufacturer. supplier. or distributor, and which illustrate the equipment. material or some portion of the work and as required by the Contract Documents. Samples: Physical examples which illustrate materials, eqUipment or workmanship and establish standards by which the Work will be judged. Specifications: Those portions of the Contract Documents consisting of written technical descriptions of materials, equipment, construction systems, standards and workmanship as applied to the Work. Subcontractor: An individual, firm or corporation having a direct contract with CONTRACTOR or with any other Subcontractor for the performance of a part of the Work at the construction site. Substantial Completion: The date. as certified by the CONSULTANT, when the construction of the Project or a certified part thereof is sufficiently completed. in accordance with the Contract Documents, so that the Project. or a substantial part. can be utilized for the purposes for which it was intended without restriction or limitation to any degree. other than for the repair of minor "punch list" items; or if there be no such certification, the date when final payment is due in accordance with paragraph 14.9. However. in no event shall the project or portion thereof, be deemed to be substantially completed until a certificate of occupancy or cel"tificate of use is lawfully issued by the applicable governmental agency. A certificate of Substantial Completion, issued by the CONSULTANT, shall be null and void if it is based on false. misleading or inaccurate information. from any source, or when it would not have been issue but for the consideration of Work that is thereafter found to be defective to a degree greater than that which would normally to be considered by the City to be minor "punch list" work. Supplier; Any person or organization who supplies materials or equipment for the Work. including the fabrication of an item, but who does not perform labor at the site of the Work. Suret),: The individual or entity who is an obligor on a Bond and who is bound with the CONTRACTOR for the full and faithful performance of the Contract and for the payment of all labor. services and materials used on the project. Work: Any and all obligations. duties and responsibilities necessary for the successful performance and completion of the Contract. Notice: The term "Notice" as used herein shall mean and include all written notices, demands, instructions, claims. approvals and disapprovals required to obtain compliance with Contract requirements. Written notice shall be deemed to have been duly served if delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended. or to an authorized representative of such individual. firm, or corporation, or if delivered at or sent by registered mail to the last known business address. Unless otherwise stated in writing, any notice to or demand upon the CITY under this Contract shall be delivered to the CITY's Manager and the CONSULTANT. thornasfpcpe@-OI-02.13 Page 34 of 67 ARTICLE 2 -PRELIMINARY MATTERS Award' 2.1 The CITY reserves the right to reject any and all Bids. at its sole discretion. Bids shall be awarded by the CITY to the lowest responsive and responsible Bidder. No Notice of Award shall be given until the CITY has concluded its investigation. as it deems necessary. to establish. to the satisfaction of the CITY. which Bidder is the most responsive and responsible of all the Bidders to complete the Work within the time prescribed and in accordance with the Contract Documents. The CITY reserves the right to reject the Bid of any Bidder who is not believed to be, in the sole discretion and satisfaction of the City. to be sufficiently responsible. qualified al'ld financial able to petform the work. In analyzing a Bid, the CITY may also take into consideration alternate and unit prices. if requested by the Bid forms. If the Contract is awarded, the CITY shall issue the Notice of Award and give the successful Bidder a Contract for execution within ninety (90) day after opening of Bids. Execution of Contract: 2.2 At least four counterparts of the Contract, the Performance and Payment Bond, the Certificates of Insurance, the written notice of designated supervisor or superintendent as provided in Section 6.1 of the General Conditions and such other Documents as required by the Contract Documents shall be executed and delivered by CONTRACTOR to the CITY within ten (10) calendar days of receipt of the Notice of Award. A Contract Document that requires the Signature of a party may be executed in counterparts separately by each of the parties and. in such event, each counterpart separately executed shall. without proof or accounting for the other counterpart be deemed an original Contract Document. Forfeiture of Bid Security/Performance and Payment Bond: 2.3 Within ten (10) calendar' days of being notified of the Award. CONTRACTOR shall furnish a Performance Bond and a Payment Bond containing all the provisions of the Performance Bond and Payment Bond attached. 2.3.1 2.3.2 2.3.3 2.3.4 2.3.5 2.3.6 2.3.7 Each Bond shall be in the amount of one hundred percent (100%) of the Contract Price guaranteeing to CITY the completion and performance of the Work covered in such Contract as well as full payment of all suppliers, material man. laborers, or Subcontractor employed pursuant to this Project. Each Bond shall be with a Surety company whose qualifications meet the requirements of Sections 2.3.4. 2.3.5. and 2.3.6. Each Bond shall continue in effect for five year after final completion and acceptance of the Work with the liability equal to one hundred percent (100%) of the Contract Sum. The Performance Bond shall be conditioned that CONTRACTOR shall. upon notification by CITY, correct any patent defective or faulty Work or materials which appear within one year after final completion of the Contract and shall, upon notification by CITY, correct any latent defective or faulty Work or materials which appear within five year after final completion of the Contract. Pursuant to the requirements of Section 255.05( I). Florida Statutes, CONTRACTOR shall ensure that the Bond(s) referenced above shall be recorded in the public records of Miami-Dade County and provide CITY with evidence of such recording. Each Bond must be executed by a surety company authorized to do business in the State of Florida as a surety. having a resident agent in the State of Florida and having been in business with a record of successful continuous operation for a least five (5) years. The surety company shall hold a current certificate of authority as acceptable surety on federal bonds in accordance with the United States Department of Treasury Circular 570, current revisions. The CITY will accept a surety bond from a company with a rating A. VII or better. Failure of the successful Bidder to execute and deliver the Contract and deliver the required bonds and Insurance Certificates as stipulated in Paragraph 2.2 shall be cause for the CITY to annul the Notice of Award and declare the Bid and any security therefore forfeited. Contractor's Pre-Start Representati.9n: 2.4 CONTRACTOR represents that it has familiarized itself with, and assumes full responsibility for haVing familiarized itself with the nature and extent of the Contract Documents, Work. locality, and with all local conditions and federal, state and local laws, ordinance, rules and regulations that may in any manner affect performance of the Work, and represents that it has correlated its study and observations with the requirements of the Contract Documents. CONTRACTOR also represents that it has studied all surveys and investigations, reports of subsurface and latent physical conditions referred to in the specifications thomasfpepe©-OI-02-13 Page 35 of 67 and made such additional surveys and investigations as it deems necessary for the performance of the Work reflected in the Contract Documents and that he has correlated the results of all such data with the requirements of the Contract Documents. Commencement of Contract Time: 2.5 The Contract Time shall commence to run on the date stated in the Notice to Proceed. Starting the Project: 2.6 CONTRACTOR shall start to perform its obligations under the Contract Documents on the date the Contract Time commences to run. No Work shall be done at the site (as defined in Article I). prior to the date on which the Contract Time commences to run. except with the written consent of the CITY Before Starting Construction: 2.7 Before undertaking each part of the Work, CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements and conditions. It shall at once report in writing to CONSULTANT any conflict, error. or discrepancy which it may discover. Neither the CITY nor the CONSULTANT shall be liable for any harm, damage or loss suffered by CONTRACTOR as a result of its failure to discover any conflict. error, or discrepancy in the Drawings or Specifications nor shall the CONTRACTOR be entitle to any compensation for any harm, damage or loss suffered by the CONTRACTOR due to any conflict, error, or discrepancy in the Contract Documents. Schedule of Completion: 2.B Within Five (5) business days after delivery of the Notice to Proceed by CITY to CONTRACTOR. CONTRACTOR shall submit to CONSULTANT for approval. an estimated construction schedule indicating the starting and completion dates of the various stages of the Work. and a preliminary schedule of Shop Drawing submissions. The CONSULT ANT shall approve this schedule or require revisions thereto within seven (7) calendar days of its submittal. If there is more than one CONTRACTOR involved in the Project, the responsibility for coordinating the Work of all CONTRACTORS shall be provided in the Special Conditions. 2.9 Within five (5) business days after delivery of the executed Contract by CITY to CONTRACTOR. but before starting the Work at the site, a pre-construction conference shall be held to review the above schedules, to establish procedures for handling Shop Drawings and other submissions, and for processing Applications for Payment. and to establish a working understanding between the parties as to the Project. Present at the conference will be the CITY'S representative, CONSULTANT, Resident Project Representatives. CONTRACTOR and its Superintendent. Oualifications of Subcontractors. Material men and Suppliers: 2.10 . Within five (5) business days after bid opening, the apparent lowest responsive and responsible Bidder shall submit to the CITY and the CONSULTANT for acceptance a list of the names of SubcontractOrs and such other persons and organizations (including those who are to furnish principal Items of materials or eqUipment) proposed for those portions of the Work as to which the identity of Subcontractors and other persons and organizations must be submitted as specified in the Contract Documents. Within thirty (30) calendar days after receiving the list. the CONSULTANT will notify the CONTRACTOR in writing if either the CITY or the CONSULTANT has reasonable objection to any Subcontractor. person. or organization on such list. The failure of the CITY or the CONSULTANT to make objection to any Subcontractor, person. or organization on the list within thirty (30) calendar days of the receipt shall constitute an acceptance of such Subcontractor. person or organization. Acceptance of any such Subcontractor, person or organization shall not constitute a waiver of any right of the CITY or the CONSULTANT to reject defective Work, material or equipment. or any Work, material or equipment not in conformance with the requirements of the Contract Documents. 2.11 If. prior to the Notice of Award, the CITY or the CONSULTANT has reasonable objection to any Subcontractor. person or organization listed, the apparent low Bidder may. prior to Notice of Award. submit an acceptable substitute without an increase in its bid price. ARTICLEJ-CORRELATION, INTERPRETATION AND INTENT OF CONTRACT DOCUMENTS 3.1 It is the intent of the Specifications and Drawings to describe a complete Project to be constructed in accordance with the Contract Documents. The Contract Documents comprise the entire Contract between the CITY and the CONTRACTOR. They may be altered only by a modification as defined in Article I. thomasfpepe©.O 1-02-13 Page 36 of67 3.2 3.3 3.4 3.5 3.6 3.7 3.8 3.9 The Contract Documents are complementary; what is called for by one is as binding as if called for by all the documents. If CONTRACTOR finds a conflict. error or discrepancy in the Contract Documents. it shall. before proceeding with the Work affected thereby. immediately call it to the CONSULTANT's attention in writing. The various Contract Documents are complementary; in case of conflict, error or discrepancy, the more stringent interpretation and requirement that shall provide the maximum benefit to the City shall apply The words "furnish" and "furnish and install", "install". and "provide" or words With similar meaning shall be interpreted. unless otherwise specifically stated. to mean "furnish and install complete in place and ready for service". Miscellaneous items and accessories which are not specifically mentioned. but which are essential to produce a complete and properly operating installation. or usable structure. providing the indicated functions. shall be furnished and installed without change in the Contract Price. Such miscellaneous items and accessories shall be of the same quality standards. including material. style. finish. strength. class. weight and other applicable characteristics. as specified for the major component of which the miscellaneous item or accessory is an essential pare; and shall be approved by the CONSULTANT before installation. The above requirement is not intended to include major components not covered by or inferable from the Drawings and Specifications. The Work of all trades under this Contract shall be coordinated by the CONTRACTOR in such a manner as obtain the best workmanship possible for the entire Project, and all components of the Work shall be installed or erected in accordance with the best practices of the particular trade. The CONTRACTOR shall be responsible for making the construction of habitable structures under this Contract rain proof. and for making equipment and utility installations properly perform the specified function. If he is prevented from so doing by any limitations of the DraWings or Specifications, the CONTRACTOR shall immediately notify the CONSULTANT in writing of such limitations before proceeding with construction in the area where the problem limitation exists. Manufacturer·sliterature. when referenced, shall be dated and numbered and is intended to establish the minimum requirements acceptable. Whenever reference is given to codes, or standard specifications or other data published by regulating agencies or accepted organizations. including but not limited to National Electrical Code. applicable State Building Code. Florida Building Code. Federal Specifications. ASTM ·Specifications, various institute specifications. and the like. it shall be understood that such reference is to the latest edition including addenda in effect on the date of the Bid. Brand names where used in the technical specifications, are intended to denote the standard or quality required for the particular material or product. The term "equal'tor "equivalent". when used in connection with brand names. shall be interpreted to mean a material or product that is similar and equal in type. quality. size. capacity. composition. finish. color and other applicable characteristics to the material or product specified by trade name. and that is suitable for the same use capable of performing the same function, in the opinion of the CONSULTANT. as the material or product so specified. Proposed equivalent items must be approved by CONSULTANT before they are purchased or incorporated in the Work. (When a brand name. catalog number. model number, or other identification. is used without the phrase "or equal". the CONTRACTOR shall use the brand, make and model specified). Throughout this agreement the male pronoun may be substituted for female and neuter and vice versa and the Singular words substituted for plural and plural words substituted for singular wherever applicable. 3.10 All technical interpretations shall be made by the CONSULTANT as set forth in Section 9.3 below. 3.11 In the event that there is a conflict between or among the Contract Documents. only the latest version shall apply and the latest version of following documents are set forth in the order of their precedence so that all the documents listed above a given docurnent shall have precedence over all the documents listed below it. (a) Amendments and Change Orders (b) Addenda. with those; (c) (d) (e) (1) (g) <h) (i ) 0) (k) Drawings DraWings of a larger scale Drawings of a smaller scale Written dimensions Scaled dimensions Specifications. having; Contract with all Exhibits thereto Special Conditions; and General Conditions. thomasfpepe©-o 1-02.13 Page 37 of67 ARTICLE 4 -AVAILABILITY OF LANDS SUBSURFACE CONDITIONS REFERENCE POINTS Availability of Lands: 4. I The CITY shall furnish, as indicated in the Contract Documents, the lands upon which the Work is to be done, rights-of-way for access thereto, and such other lands which are designed for the use of the CONTRACTOR. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by the CITY, unless otherwise specified in the Contract Documents. Other access to such lands or rights-of-way for the CONTRACTOR'S convenience shall be the responsibility of the CONTRACTOR. The CONTRACTOR shall provide for all additional lands and access thereto that may be reqUired for· temporary construction facilities or storage of material and equipment. 4.2 The CITY will. upon request, furnish to the Bidders. copies of all available boundary surveys and subsurface tests at no cost. Subsurface Conditions: 4.3 The CONTRACTOR acknowledges that he has investigated prior to bidding and satisfied himself as to the conditions affecting the Work. including but not limited to those bearing upon transportation, disposal. handling and storage of materials, availability of labor, water. electric power. roads and uncertainties of weather, river stages. tides, water tables or similar physical conditions at the site. the conformation and conditions of the ground. the character of equipment and facilities needed preliminary to and during prosecution of the Work. The CONTRACTOR further acknowledges that he has satisfied himself as to the character. quality and quantity of surface and subsurface materials or obstacles to be encountered insofar as this information is reasonably ascertainable from an inspection of the site. including all exploratory work done by the CITYI CONSULTANT on the site or any contiguous site. as well as from information presented by the Drawings and Specifications made part of this Contract, or any other information made available to it prior to receipt of bids. Any failure by the CONTRACTOR to acquaint itself with the available information shall not relieve it from responsibility for estimating properly the difficulty or cost of successfully performing Work. The CITY assumes no responsibility for any conclusions or interpretations made by the CONTRACTOR on the basis of the information made available by the CITY! CONSULTANT. Differing Site Conditions: 4.4 The CONTRACTOR shall within forty eight (48) hours of its discovery, and before such conditions are disturbed. notify the CITY in writing. of: 4.4.1 Subsurface or latent physical conditions at the site differing materially from those indicated in the Contract Documents, and 4.4.2 Unknown physical conditions at the site, of an unusual nature, differing materially from those ordinarily encountered and generally inherent in Work of the character provided for in this Contract. The CITY shall promptly investigate the conditions. and if it finds that such conditions do materially differ to the extent as to cause an increase or decrease in the CONTRACTOR'S cost of, or the time required for. performance of any part of the Work under this Contract, an equitable adjustment shall be made and the Contract modified in writing accordingly. 4.5 No claim of the CONTRACTOR under this clause shall be allowed unless the CONTRACTOR has given the notice reqUired in 4.4 above; provided. however. the time prescribed therefore may be extended by the CITY, but only if done in writing signed by the City Manager or the CONSULTANT. ARTICLE 5 -INSURANCE AlA INSUANCE PROVISION S.O The Contractor shall purchase insurance from and shall maintain the insurance with a company or companies lawfully authorized to do business in the State of Florida as will protect the Contractor from claims as set forth below which may arise out of or result from the Contractor's operations under the Contract and for which the Contractor may be legally liable. whether such operations be by the Contractor or by a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: 5.0.1 claims under workers' compensation. disability benefit and other similar employee benefit acts which are applicable to the Work to be periormed; thomasfpepe©-O 1-02-13 Page 38 of 67 5.0.2 claims for damages because of bodily injury, occupational sickness or disease, or death of the Contractor's employees; 5.0.3 claims for damages because of bodily injury, sickness or disease, or death of any person other than the Contractor's employees; 5.004 claims for damages insured by usual personal injury liability coverage; 5.0.5 claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting there from; 5.0.6 claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; 5.01 claims for bodily injury or property damage ariSing out of completed operations; and . 5.0.8 claims involving contractual liability insurance applicable to the Contractor's obligations under the Contract. Contractor's Liability Insurance: 5.1 CONTRACTOR shall prOVide and maintain in force and effect until all the Work to be performed under this Contract has been completed ,and accepted by CITY (or for such duration as is otherwise specified hereinafter), the insurance coverage set forth below: 5.2 5.1.1 Worker's Compensation insurance at the statutory amount as to all employees in compliance with the "Workers' Compensation Law" of the State of Florida and all applicable federal laws. In addition, the policy(ies) must include: Employers' Liability at the statutory coverage amount. The CONTRACTOR shall further insure that all of its Subcontractors maintain appropriate levels of Worker's Compensation Insurance. 5.1.2 Comprehensive General Liability insurance with broad form endorsement, on a Florida approved form including automobile liability, completed operations and products liability, contractual liability, severability of interest with cross liability provision, and personal injury and property damage liability with limits of $1,000,000 combined single limit per occurrence and $2,000,000 aggregate. including: Personal Injury: $1,000,000; Medical Insurance: $5,000 per person; Automobile liability: $1,000,000 each accidentloccurrence. Excess/Umbrella: $1,000,000 per claim Excess/Umbrella Comprehensive General Liability insurance shall be written on a Florida approved form with the same coverage as the primary insurance policy but in the amount of $1,000,000 per claim. Coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General liability policy. without restrictive endorsements, as filed by the Insurance Services Office, and must include: (a) (b) (c) (d) (e) (f) (g) Premises and Operation Independent Contractors Products and/or Completed Operations Hazard Explosion, Collapse and Underground Hazard Coverage Broad Form Property Damage Broad Form Contractual Coverage applicable to this specific Contract. including any hold harmless and/or indemnification agreement. Personal Injury Coverage with Employee and Contractual Exclusions removed, with minimum limits of coverage equal to those required for Bodily Injury Liability and Property Damage Liability. 5.1.3 Business Automobile Liability with minimum limits of One Million D.ollars ($1,000,000.00) plus an additional One Million Dollar ($1,000,000.00) umbrella per occurrence combined single limit for Bodily Injury Liability and Property Damage Liability. Coverage must be afforded on a form no more restrictive than the latest edition of the Business Automobile Liability poliCy, without restrictive endorsements, as filed by the Insurance Services Office, and must include: (a) Owned Vehicles. (b) Hired and Non-Owned Vehicles (c) Employers' Non-Ownership Before starting the Work, the CONTRACTOR shall file with the CITY and CONSULTANT certificates of such insurance, acceptable to the CITY, the name, address and telephone number of the insurance agent or broker through whom the policy was obtained; these certificates shalf contain a provision that the coverage afforded under the policies shall not be canceled or materially changed until at least thirty (30) calendar days prior written notice has been given by the insurer to the CITY and CONSULTANT by thomasfpepe©·O 1·02·13 Page 39 of 67 certified mail. The insurer shall be rated AVI! or better per AM. Best's Key Rating Guide, latest edition and authorized to issue insurance in the State of Florida. 5.3 The CONTRACTOR agrees that if any part of the Work under the Contract is sublet, the subcontract shall contain the same insurance provision as set forth in section 5.1 and 5.2 above and substituting the word SUBCONTRACTOR for the word CONTRACTOR where applicable. Fire and Extended Coverage Insurance (Builders' Risk): 5.4 In the event that this contract involves the construction of a structure. the CONTRACTOR shall maintain. with an Insurance Company or Insurance Companies acceptable to the CITY, Fire, Extended Coverage and Vandalism & Malicious Mischief Insurance on buildings and structures, while in the course of construction, including foundations. additions, attachments and all permanent fixtures belonging to and constituting a part of said buildings or structures. The policy or policies shall also cover machinery. if the cost of machinery is included in the Contract, or if the machinery located in a building that is being renovated by reason of this contract. The amount of insurance must at all times be at least equal to the actual cash value of the insured property. The policy shall be in the name of the CITY and the CONTRACTOR. as their interest may appear, and shall also cover the interests of all Subcontractors performing Work. 5.5 The CONTRACTOR shall provide the CITY with satisfactory evidence certifying that the foregoing insurance is in force; and such evidence shall include provisions that the insurance shall not be canceled or materially changed until at least thirty (30) calendar days prior written notice has been given by the insurer to the CITY by certified mail. Cancellation and Re-Insurance: 5.6 If any notice of cancellation of insurance or changed by the insurance company or should any insurance have an expiration date that will occur during the period of this contract, the CONTRACTOR shall be responsible for securing other acceptable insurance prior to such cancellation, change, or expiration so as to provide continuous coverage as specified in this section and so as to maintain coverage during the life of this Contract. 5.7 All deductibles must be declared by the CONTRACTOR and must be approved by the CITY. At the option of the CITY, either the CONTRACTOR shall eliminate or reduce such deductible or the CONTRACTOR shall procure a Bond, in a form satisfactory to the CITY covering the same. ARTICLE 6 -CONTRACTOR'S RESPONSIBILITIES Supervision and Superintendence: 6.1 The CONTRACTOR shall supervise and direct the Work. It shall be solely responsible for the means. methods. techniques. sequences and procedures of construction. The CONTRACTOR shall employ and maintain a qualified supervisor or superintendent (hereinafter referred to as "Supervisor" at the Work site who shall be deSignated in writing by the CONTRACTOR. before the CONTRACTOR commences the Work and within the time required by the Contract, as the CONTRACTOR'S representative at the site. The Supervisor or so designated shalt have full authority to act on behalf of the CONTRACTOR and all communications given to the Supervisor shall be as binding as if given to the CONTRACTOR. The Supervisor(s) shall be present at each site at all times as required to perform adequate supervision and coordination of the Work. (Copies of written communications given to the Supervisor shall be mailed to the CONTRACTOR'S home office). 6.1.1 The CONTRACTOR shall keep one record copy of all Specifications. Drawings. Addenda, Modifications and Shop Drawings at the site at all times and in good order and annotated to show all changes made during the construction process. These shall be available to the CONSULTANT and any CITY Representative at all reasonable times. A set of "As-Built" drawings. as well as the original Specifications, Drawings, Addenda, Modifications and Shop DraWings with annotations, shall be made available to the City at all times and it shall be delivered to the CITY upon completion of the Project. Labor, Materials and EqUipment: 6.2 The CONTRACTOR shall provide competent, suitably qualified personnel to layout the Work and perform construction as required by the Contract Documents. It shall at all times maintain good discipline and order at the site. . 6.3 The CONTRACTOR shall furnish all materials. equipment, labor, transportation, construction eqUipment and machinery. tools, appliances, fuel. power. light, heat. local telephone, water and sanitary facilities and thomasfpepe©-O 1-02·13 Page 40 of 67 all other facilities and incidentals necessary for the execution, testing, initia! operation and completion of the Work. 6.4 AU materials and equipment shall be new, except as otherwise provided in the Contract Documents. When special makes or grades of material which are normally packaged by the supplier or manufacturer are specified or approved, such materials shall be delivered to the site in their original packages or containers with seals unbroken and labels intact. 6.5 All materials and equipment shall be.applied. installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturer, fabricator, or processors, except as otherwise provided in the Contract Documents. Materials. EqUipment, Products and Substitutions: 6.6 Materials. equipment and products incorporated in the Work must be approved for use before being purchased by the CONTRACTOR. The CONTRACTOR shall submit to the CONSULTANT a list of proposed materials. equipment or products. together with such samples as may be necessary for them to determine their acceptability and obtain their approval, within ninety (90) calendar days after award of Contract unless otherwise stipulated in the Special Conditions. No re.quest for payment for "or equal" equipment will be approved until this list has been received and approved by the CONSULTANT. 6.6. ( Whenever a material. article or piece of equipment is identified on the Drawings or Specifications by reference to brand name or catalog number; it shall be understood that this is referenced for the purpose of defining the performance or other salient requirements and that other products of equal capacities, quality and function shall be considered. The CONTRACTOR may recommend the substitution of a material, article, or piece of equipment of equal substance and function for those referred to in the Contract Documents by reference to brand name or catalog number, and if, in the opinion of the CONSULTANT. such material, article. or piece of equipment is of equal substance and function to that specified, the CONSULTANT may approve its substitution and use by the CONTRACTOR. Incidental changes or extra component parts required to accommodate the substitute will be made by the CONTRACTOR without a change in the Contract Price or the Contract Time. 6.6.2 No substitute shall be ordered or installed without the written approval of the CONSULTANT who shall be the judge of quality. 6.6.3 Delay caused by obtaining approvals for substitute materials shall not be considered justifiable grounds for an extension of construction time. 6.6.4 Should any Work or materials. equipment or products not conform to requirements of the Drawings and Specifications or become damaged during the progress of the Work. such Work or materials shall be removed and replaced, together with any Work disarranged by such alterations, at any time before completion and acceptance of the Project. All such Work shall be done at the expense of the CONTRACTOR. 6.6S No materials or supplies for the Work shall be purchased by the CONTRACTOR or any Subcontractor subject to any chattel mortgage or under a conditional sale or other agreement by which an interest is retained by the Seller. The CONTRACTOR warrants that they have good title to all materials and supplies used by them in the Work. Concerning Subcontractors; 6.7 The CONTRACTOR shall not employ any Subcontractor, ilgainst whom the CITY or the CONSULTANT may have reasonable objection. nor will the CONTRACTOR be required to employ any Subcontractor who has been accepted by the CITY and the CONSULT ANT, unless the CONSULTANT determines that there is good cause for doing so. 6.8 The CONTRACTOR shall be fully responsible for all acts and omissions of its Subcontractors and of persons and organizations directly or indirectly employed by it and of persons and organizations for whose acts any of them may be liable to the same extent that they are responsible for the acts and omissions of persons directly employed by them. Nothing in the Contract Documents shall create any contraCtual relationship between CITY or CONSULTANT and any Subcontractor or other person or organization having a direct contract with CONTRACTOR, nor shall it create any obligation on the part of CITY or CONSULTANT to payor to see to payment of ilOY persons due subcontractor or other person or organization, except as may othelwise be reqUired by law. CITY or CONSULTANT may furnish to any Subcontractor or other person or organization, to the extent practicable, evidence of amounts paid to the CONTRACTOR on account of speCified Work done in accordance with the schedule values. thomasfpepe©.O 1-02-13 Page 41 of 67 6.9 The divisions and sections of the Specifications and the identifications of any Drawings shall not control the CONTRACTOR in dividing the Work among Subcontractors or delineating the Work performed by any spedfic trade. 6.10 The CONTRACTOR agrees to bind specifically every Subcontractor to the 'applicable terms and conditions of the Contract Documents for the benefit of the CITY. 6.1 I All Work performed for the CONTRACTOR by a Subcontractor shall be pursuant to an appropriate agreement between the CONTRACTOR and the Subcontractor. 6.12 The CONTRACTOR shall be responsible for the coordination of the trades, Subcontractors material and men engaged upon their Work. 6.12. I The CONTRACTOR shall cause appropriate provisions to be inserted in all subcontracts relative to the Work to bind Subcontractors to the CONTRACTOR by the terms of these General Conditions and other Contract Documents insofar as applicable to the Work of Subcontractors, and give the CONTRACTOR the same power as regards to terminating any subcontract that the CITY may exercise over the CONTRACTOR under any provisions of the Contract Documents. 6.12.2 The CITY or CONSULTANT will not undertake to settle any differences between the CONTRACTOR and their Subcontractors or between Subcontractors. 6.12.3 If in the opinion of the CONSULTANT. any Subcontractor on the Project proves to be incompetent or otherwise unsatisfactory, they shall be promptly repla~ed by the CONTRACTOR if and when directed by the CONSULTANT in writing. Patent Fees and Royalties: 6.13 The CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use of any invention, design, process or device which is the subject of patent rights or copyrights held by others. He shall indemnify and hold harmless the CITY and the CONSULTANT and anyone directly or indirectly employed by either of them from against all claims, damages, losses and expenses (including attorney's fees) ariSing out of any infringement of such rights during or after the completion of the Work, and shall defend aU such claims in connection with any alleged infringement of such rights. 6.14 The CONTRACTOR shall be responsible for determining the application of patent rights and royalties materials, appliances, articles or systems prior to bidding. However, he shall not be responsible for such determination on systems which do not involve purchase by them of materials, appliances and articles. Permi~; . 6. I 5 The CONTRACTOR shall secure and pay for all construction permits and licenses and shall pay for all governmental charges and inspection fees necessary for the prosecution of the Work, which are applicable at the time of his Bid. When such charges are normaHy made by the CITY and when so stated in the Special Conditions, there will be no charges to the CONTRACTOR. The CITY shall assist the CONTRACTOR, when necessary, in obtaining such permits and licenses. The CONTRACTOR shall also pay al! public utility charges. Electrical Power and lightlog; 6.16 Electrical power required during construction shall be provided by each prime CONTRACTOR as required by it. This service shaH be installed by a qualified electrical Contractor approved by the CONSULTANT. Lighting shall be provided by the CONTRACTOR in all spaces at all times where necessary for good and proper workmanship, for inspection or for safety. No temporary power shall be used off temporary lighting lines without specific approval of the CONTRACTOR. Laws and Regulations: 6.17 The CONTRACTOR shall comply with all notices, laws, ordinances, rules and regulations applicable to the Work. If the CONTRACTOR observes that the Specifications or Drawings are at variance therewith, it shall give the CONSULTANT prompt written notice thereof, and any necessary changes shall be adjusted by an appropriate modification. If the CONTRACTOR performs any Work knowing it to be contrary to such Jaws, ordinances, rules and regulations, and without such notice to the CONSULTANT, it shall bear all costs arising there from; however, it shal! not be its primary responsibility to make certain that the Drawings and Specifications are in accordance with such laws, ordinances, rules and regulations. Taxes; 6.18 Cost of all applicable sales, consumer use, and other taxes for which the CONTRACTOR is liable under the Contract shall be included in the Contract Price stated by the CONTRACTOR. Safety and Protection: 6.19 The CONTRACTOR shall be responsible for initiating. maintaining and supervising all safety precautions and programs in connection with the Work. They shall take all necessary precautions for the safety of. and shall provide the necessary protection to prevent damage, injury or loss to: thomasfpepC@·01-02.13 Page 42 of67 6.19.1 All employees and other persons. who may be affected thereby. 6.19.2 All the Work and all materials or equipment to be incorporated therein, whether in storage on or off the site. and 6.19.3 Other property at the site or adjacent thereto, including trees, shrubs. lawns. walks, pavements, roadways. structures and utilities not designated for removal. relocation or replacement in the course of construction. 6.20 The CONTRACTOR shall designate a responsible member of their organization at the site whose duty shall be the prevention of accidents: This person shall be the CONTRACTOR'S Superintendent unless otherwise designated in writing by the CONTRACTOR to the CITY. Emergencies; 6.21 In emergencies affecting the safety of persons or the Work or property at the site or adjacent thereto, the CONTRACTOR. without special instruction or authorization from the CONSULTANT or CITY, is obligated to act. at his discretion, to prevent threatened damage. injury or loss. He shall give the CONSULTANT prompt written notice of any significant changes in the Work or deviations from the Contract Documents caused thereby. If the CONTRACTOR believes that additional Work done by him in an emergency which arose from causes beyond his control entitles him to an increase in the Contract Price or an extension of the Contract Time, he may make a claim therefore as provided in Articles II and 12. Sho!? Drawings and Samples; 6.22 After checking and verifying aU field measurements, the CONTRACTOR shall submit to the CONSULTANT for review. in accordance with the accepted schedule of shop drawing submissions. six (6) copies (or at the CONSULTANT option, one reproducible copy) of all Shop Drawings, which shall have been checked by and stamped with the approval of the CONTRACTOR. The Shop Drawings shall be numbered and identified as the CONSULTANT may require. The data shown on the Shop Drawings shall be complete with respect· to dimensions, design criteria, materials of construction and the like to enable the CONSULTANT to review the information without any unnecessary investigation. 6.23 The CONTRACTOR shall also submit to the CONSULTANT for review, with such promptness as to cause no delay in Work, all samples reqUired by the Contract Documents. All samples shall have been checked by and stamped with the approval of the CONTRACTOR, identified dearly as to material, manufacturer, any pertinent catalog numbers and the use for which intended. 6.24 At the time of each submission, the CONTRACTOR shall notify the CONSULTANT. in writing. of any deviations between the Shop Drawings or samples and the requirements of the Contract Documents. 6.25 The CONSULTANT shalf review with responsible promptness Shop Drawings and Samples, but his review shalf be only for conformance with the design concept of the Project and for compliance with the information given in the Contract Documents. The review of a separate item as such will not indicate review of the assembly in which the items functions. The CONTRACTOR shall make any corrections reqUired by the CONSULTANT and shall return the required number of corrected copies of Shop Drawings and resubmit new samples until the review is satisfactory to the CONSULTANT. The CONTRACTOR shall notify the CONSULTANT, in writing, of any prior Shop Drawing or revisions to Shop Drawings that are in conflict with each submission or re-submission. The CONTRACTOR'S stamp of approval on any Shop Drawings or sample shall constitute representation to the CITY and the CONSULTANT that the CONTRACTOR has either determined and/or verified all quantities, dimension, field construction criteria. materials, catalog numbers and similar data or they assume full responsibility for doing so, and that they have reviewed or coordinated each Shop Drawing or sample with the requirements of the Work and the Contract Documents. 6.26 No Work requiring a submittal of a Shop Drawing or sample shall be commenced until the submission has been reviewed and approved in writing by the CONSUL T ANT. A copy of each Shop Drawing and each approved sample shall be kept in good order, in a book or binder. in chronological order or in such other order reqUired by the CONSULTANT in Writing. by the CONTRACTOR at the site and shall be available to the CONSULTANT. 6.27 The CONSULTANTs review of Shop Drawings or samples shall not relieve the CONTRACTOR from his responsibility for any deviations from the reqUirements of the Contract Documents unless the CONTRACTOR has informed the CONSULTANT. in writing, to each deviation at the time of submission and the CONSULTANT has given written approval to the specific deviation, nor shall any review by the CONSULTANT relieve the CONTRACTOR from responsibility for errors or omissions in the Shop Drawings or samples. thomasfpepe@·OJ -02-J 3 Page 43 of67 6.271 The CONTRACTOR shall be liable to the CITY for any additional cost or delay that is caused by its failure to notify the CONSULTANT of any of said deviations or conflicts between Shop Drawings or due to errors in the Shop Drawings or samples. Cleaning Ull: 6.28 The CONTRACTOR shall clean up behind the Work as much as is reasonably possible as the Work progresses. Upon completion of the Work, and before acceptance of final payment for the Project by the CITY, the CONTRACTOR shall remove all his surplus and discarded materials. excavated material and rubbish as well as all other material and equipment that does not form a part of the Work, from the property, roadways, Sidewalks, parking areas, lawn and all adjacent property. In addition, the CONTRACTOR shall clean his portion of Work involved in any building under this Contract, so that no further cleaning by the CITY is necessary prior to its occupancy and he shall restore all property, both public and private, which has been disturbed or damaged during the prosecution of the Work so as to leave the whole Work and Work Site in a neat and presentable condition. 6.29 If the CONTRACTOR does not clean the Work site, the CITY may clean the Work Site of the materials referred to in paragraph 6.28 and charge the cost to the CONTRACTOR. Public Convenience and Safe!;)': . 6.30 The CONTRACTOR shall. at all times, conduct the Work in such a manner as to insure the least -practicable obstruction to public travel. The convenience of the general public and of the residents along and adjacent to the area of Work shall be provided for in a satisfactory manner, consistent with the operation and local conditions. "Street Closed" signs shall be placed immediately adjacent to the Work, in a conspicuous position. at such locations as traffic demands. At any time that streets are required to be dosed. the CONTRACTOR shall notify law enforcement agencies and in particular. the ,City of South Miami Police Department. before the street is closed and again as soon as it is opened. Access to fire hydrants and other fire extinguishing equipment shalf be provided and maintained at all times. Sanitary Provisions: 6.31 The CONTRACTOR shaff provide on-site office, and necessary toilet facilities. secluded from pUblic observation. for use of all personnel on the Work Site. whether or not in his employ. They shalf be kept in a clean and sanitary condition and shall comply With the requirements and regulations of the Public Authorities having jurisdiction. They shalf commit no public nuisance. Temporary field office and sanitary facilities shalf be removed upon completion of the Work and the premises shan be left clean. Indemnification: 6.32 Unless prohibited by law. or by the terms of applicable and viable insurance policies reqUired by the Contract Documents, of a solvent insurer whose policy covers the same matters as described herein. the Contractor shall indemnify and hold harmless the CITY and the CONSULTANT, as well as their agents and employees or any of them from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, received or sustained by any person or persons during or on account of or arising out of any operations connected with the Work, but only to the extent caused by the negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they are liable. In consideration of the separate sum of One Hundred Dollars ($100.00) or other valuable consideration, CONTRACTOR shall indemnify and hold harmless the CITY and the CONSULTANT (rom any claim, damage, loss or expense that is caused in part by a party indemnified hereunder. This indemnification provision is cumulative with all other remedies or other indemnification provisions contained in the Contract Documents. 6.33 In the event that any action or proceeding is brought against CITY or CONSULTANT by reason of any such claim or demand. CONTRACTOR. upon written notice from CITY shall defend such action or proceeding by counsel satisfactory to CITY. The indemnification provided above shall obligate CONTRACTOR to defend at its own expense or to provide for such defense. at CITY'S option, any and all claims of liability and all suits and actions of every name and description that may be brought against CITY or TYLin International, excluding only those claims that allege that the injuries arose out of the sole negligence of CITY or CONSULTANT. 6.34 The obligations of the CONTRACTOR under paragraph 6.33 shall not extend to the liability of the CONSULTANT. its agents or employees arising out of (a) the preparation or approval of maps. drawings, opinions. reports. surveys. Change Orders, designs or specifications or (b) the giving of or the failure to give directions or instructions by the CONSULTANT, its agents or employees provided such act or omission is the primary cause of injury or damage. thomasfpepe©-O 1-02-13 Page 44 of 67 6.35 All of the forgoing indemnification provisions shall survive the term of the Contract to which these General Conditions are a part. Responsibility for Connection to Existing Work; 6.35 It shall be the responsibility of the CONTRACTOR to connect its Work to each part of the existing 6.36 Work. existing building or structure or Work previously installed as required by the Drawings and Specifications to provide a complete installation. Excavations, grading. fill. storm drainage, paving and any other construction or installations in rights-of- ways of streets, highways. public carrier lines. utility lines. either aerial. surface or subsurface, etc.. shall be done in accordance with requirements of the special conditions. The CITY will be responsible for obtaining all permits necessary for the Work described in this paragraph 6.36. Upon completion of the Work. CONTRACTOR shall present to CONSULTANT certificates. in triplicate, from the proper authorities. stating that the Work has been done in accordance with their reqUirements. 6.36.1 The CITY will cooperate with the CONTRACTOR in obtaining action from any utilities or public authorities involved in the above requirements. 6.36.2 The CONSULTANT shall be responsible for obtaining elevations of curbs and gutters, pavement, storm drainage structures; and other items which must be established by governmental departments as soon as grading operations are begun on the site and. in any case. sufficiently early in the construction period to prevent any adverse effect on the Project. Cooperation with Governmental Departments. Public Utilities. Et!;.: 6.37 The CONTRACTOR shall be responsible for making all necessary arrangements with governmental departments. public utilities. public carriers. service companies and corporations (hereinafter referred to as "third parties") owning or controlling roadways. railways. water. sewer. gas. electrical condUits. telephone. and telegraph facilities such as pavements. tracks. piping. wires. cables. conduits. poles. guys. etc .• including incidental structures connected therewith. that are encountered in the Work in order that such items are properly shored. supported and protected. that their location is identified and to obtain authority from these third parties for relocation if the CONTRACTOR desires to relocate the item. The CONTRACTOR shall give all proper notices. shall comply with all requirements of such third parties in the performance of his Work, shall permit entrance of such third parties on the Project in order that they may perform their necessary work. and shaH pay all charges and fees made by such third parties for their work. 6.37.1 6.37.2 Use Premises: The CONTRACTOR'S attention is called to the fact that there may be delays on the Project due to work to be done by governmental departments. public utilities. and others in repairing or moving poles, conduits. etc. The CONTRACTOR shall cooperate with the above parties in every way possible. so that the construction can be completed in the least possible time. The CONTRACTOR shall have made itself familiar with all codes, laws. ordinances. and regulations which in any manner affect those engaged or employed in the Work, or materials and equipment use in or upon the Work. or in any way affect the conduct of the Work. and no plea of misunderstanding will be considered on account of damage or delay caused by his ignorance thereof. 6.38 CONTRACTOR shall confine its apparatus. storage of materials. and operations of its workmen to the limits indicated by law. ordinances. permits and directions of CONSULTANT and CITY. and 'shall not unnecessarily encumber any part of the site or any areas off site. 6.38.1 CONTRACTOR shall not overload or permit any part of any structure to be loaded with such weight as will endanger its safety. nor shall it subject any work to stresses or pressures that will endanger it. 6.38.2 CONTRACTOR shall enforce the rules and regulation promulgated by the CONSULTANT and CITY as well as their instructions with regard to signs. advertisements. fires and smoking. 6.38.3 CONTRACTOR shall arrange and cooperate with CITY in routing and parking of automobiles of its employees. subcontractors and other personnel. as well as that of the material delivery trucks and other vehicles that come to the Project site. 6.38.4 The City will designate specific areas on the site for storage. parking. etc. and the job site shall be fenced to protect the job site and the general public. 6.38.5 The CONTRACTOR shall furnish. install and maintain adequate construction office facilities for all wOI'kers employed by it or by its Subcontractors. Temporary offices shall be prOVided and located where directed and approved by the CONSULTANT. All such facilities shall be furnished in strict accordance with existing governing regulations. Field offices shall include telephone facilities. thomasfpepe©.o 1-02·13 Page 45 of 67 protection of Existing Property Improvements: 6.39 Any existing surface or subsurface improvements, such as pavements, curbs, sidewalks, pipes or utilities, footings. or structures (including portions thereof), trees and shrubbery, not indicated on the Drawings or noted in the Specifications as being removed or altered shall be protected from damage during construction of the Project. Any such improvements damaged during construction of the Project shall be restored at the expense of the CONTRACTOR to a condition equal to that existing at the time of award of Contract. ARTICLE 7 -WORK BY OTHERS 7.1 The CITY may perform additional Work related to the Project or may let other direct contracts therefor which shall contain General Conditions similar to these. The CONTRACTOR shall afford the other contractors who are parties to such direct contracts (or the CITY. if it is performing the additional Work itself). reasonable opportunity for the introduction and storage of materials and equipment and the execution of Work, and shall properly connect and coordinate its Work with theirs. 7.2 If any part of the CONTRACTOR'S Work depends upon proper execution or results of the Work of any other contractor or the CITY. the CONTRACTOR shall promptly report to the CONSULTANT in writing any defects or deficiencies in such Work that render it unsuitable for the CONTRACTOR's Work. 7.3 The CONTRACTOR shall do all cutting, fitting and patching of the Work that may be required to make its several parts come together properly and fit to receive or be received by such other Work. The CONTRACTOR shaH not endanger any Work of others by cutting, excavating or otherwise altering their Work and shall only cut Or alter their Work with the written consent ofthe CONSULTANT and ofthe other contractor whose work will be affected. 7.4 If the performance of additional Work by other contractors or the CITY is not noted in the Contract Documents prior to the execution of the Contract, written notice thereof shall be given to the CONTRACTOR prior to starting any such additional Work. If the CONTRACTOR believes that the performance of such additional Work by the CITY or others will cause the CONTRACTOR additional expense or entitles him to an extension of the Contract Time, he may make a claim therefore as provided in Articles II and 12. 7.5 Where practicable. the CONTRACTOR shall build around the work of other separate contractors or shall leave chases, slots and holes as required to receive and to conceal within the general construction Work the work of such other separate contractors as directed by them. Where such chases. slots. etc., are impracticable. the Work shall require specific approval ofthe CONSULTANT. . 7.6 Necessary chases, slots, and holes ncit built or left by the CONTRACTOR shall be cut by the separate contractor requiring such alterations after approval of the CONTRACTOR. The CONTRACTOR shall do all patching and finishing of the work of other COntractors where it is cut by them and such patching and finishing shall be at the expense of CONTRACTOR 7.7 Cooperation is required in the use of site facilities and in the detailed execution of the Work. Each contractor shall coordinate their operation with those of the other Contractors for the best interest of the Work in order to prevent delay in the execution thereof. 7.8 Each of several contractors working on the Project Site shall keep themselves informed of the progress of the work of other contractors. Should lack cif progress or defective workmanship on the part of other contractors interfere with the CONTRACTOR's operations, the CONTRACTOR shall notify the CONSULTANT immediately and in writing. Lack of such notice to the CONSULTANT shall be construed as acceptance by the CONTRACTOR of the status of the work of other contractors as being satisfactory for proper coordination of CONTRACTOR's own Work. 7.9 The cost of extra Work resulting from lack of notice. untimely notice, failure to respond to notice, Defective Work or lack of coordination shall be the CONTRACTOR's cost. ARTICLE 8 -CITY'S RESPONSIBILITIES 8.1 The CITY will issue all communications to the CONTRACTOR through the CONSULTANT. 8.2 In cases of termination of employment of the CONSULTANT, the CITY will appoint a CONSULTANT. whose status under the Contract Documents shall be that ofthe former CONSULTANT. 8.3 The CITY shall promptly furnish the data required of them under the Contract Documents. 8.4 The CITY'S duties in respect to providing lands and easements are set forth in Paragraphs 4.1 and 4.2. thomasfpepe@·O 1-02·13 Page 46 of67 8.5 The CITY shall have the right to take possession of and use any completed or partially completed portions of the Work, notwithstanding the fact that the time for completing the entire Work or any portion thereof may not have expired; but such taking possession and use shall not be deemed an acceptance of any Work not completed in accordance with the Contract Documents. ARTICLE 9 -CONSULTANTS' STATUS DURING CONSTRUCTION City's Representative: 9.1 The CONSULTANT shall be the CITY'S representative during the construction period. The duties and responsibilities and the limitations of authority of the CONSULTANT as the CITY'S representative during construction are set forth in Articles I through 16 of these General Conditions and shall not be extended without written consent of the CITY and the CONSULTANT. 9.1.1 The CONSULTANT's decision, in matters relating to aesthetics, shall be final, if within the terms of the Contract Documents. 9.1.2 Except as may be otherwise provided in this contract, all claims. counterclaims, disputes and other matters in question between the CITY and the CONSULTANT arising out of or relating to this Contract or the breach thereof, shall be decided in a court of competent jurisdiction within the State of Florida. Visits to Site: 9.2 The CONSULTANT shall provide an inspector to make periodic visits to the site at each phase of construction to observe the progress and quality of the executed Work and to determine if the Work is proceeding in accordance with the Contract Documents. His efforts shall be directed toward providing assurance for the CITY and all applicable regulatory agencies that construction is in compliance With the Construction Documents and applicable laws, rules and regulations. On the basis of these on site- observations as an experienced and qualified design professional, he shall keep the CITY informed of the progress of the Work and shall guard the CITY against defects and deficiencies in the Work of CONTRACTOR. Clarifications and Interpretations: 9.3 The CONSULTANT shall issue, with reasonable promptness, such written clarifications or interpretations of the Contract Documents (in the form of Drawings or otherwise) as it may determine necessary, which shaH be consistent with, or reasonably inferable from, the overall intent of the Contract Documents. If the CONTRACTOR seeks an increase in the Contract Price or extension of Contract Time based on a written clarification and/or interpretation it shall be required to submit a timely claim as provided in Articles II and 12. Measurement of Quantities: 9.4 All Work completed under the Contract shall be measured by the CONSULTANT according to the United States Standard Measures. All linear surface measurements shall be made horizontally or vertically as reqUired by the item measured. Rejecting Defective Work: 9.5 The CONSULTANT shall have authority to disapprove or reject Work that is "Defective Work" as defined in Article I. It shall also have authority to require special inspection or testing of the Work including Work fabricated on or off site, installed or completed as provided. In the event that the CONSULTANT requires testing of completed Work, the cost of such inspections and/or testing shall be approved in writing by the CITY. All consequential cost of such inspections and testing, including but not limited to the cost of testing and inspection, the cost of repairing any of the Work, or the work of others, the cost to move furniture and equipment and/or the cost to provide alternative facilities until the repair work can be completed, shall paid by the CONTRACtOR if the Work is found to be Defective Work. Shop Drawings, Change Orders and Payments; 9.6 In connection with the CONSULTANT responsibility as to Shop Drawings and samples, see paragraphs 6.25 through 6.28, inclusive. 9.7 In connection with the CONSULTANT's responSibility for Change Orders see Articles 10. II, and 12. 9.8 In connection with the CONSULTANT responsibilities with respect to the Application for Payment, etc., see Article 14. Decisions on Disagreements: 9.10 The CONSULTANT shall be the initial interpreter of the Construction Documents. Limitations on Consultant's Responsibilities: 9.11 The CONSULTANT will not be responsible for the construction means, methods, techniques, sequences or procedures. or the safety precautions and programs incident thereto. thomasfpepe©·o 1-02-13 Page 47 of67 9.12 The CONSULTANT will not be responsible for the acts or omissions of the CONTRACTOR. or any Subcontractors. or any of their agent. servants or employees. or any other person performing any of the Work under or through them. ARTICLE 10 -CHANGES IN THE WORK 10.1 Without invalidating the Contract. the CITY may. at any time or from time to time. order additions. deletions or revisions in or to the Work which shall only be authorized by a written Change Orders. Upon receipt of a Change Order. the CONTRACTOR shall proceed with the Work involved. All such Work shall be performed under the applicable conditions of the Contract Documents. If any authorized written Change Order causes an increase or decrease in the Contract Price or an extension or shortening of the Contract Time. an equitable adjustment will be made as provided in Article II or Article 12. A written Change Order signed by the CITY MANAGER and the CONTRACTOR indicates their agreement to the terms of the Change Order. All Change Orders shall be certified by the CONSULTANT as to the appropriateness and value of the change in the Work as well as to any change in the time to complete the Work under the circumstances. The failure to include a time extension in the Change Order or in the request for a change order shall result in a waiver of any extension of time due to the change in the work as reflected in the Change Order. 10.2 The CONSULTANT may authorize minor changes or alterations in the Work not involving extra cost and not inconsistent with the overall intent of the Contract Documents without the need for a formal written Change Order provided the CONTRACTOR does not request additional time or additional compensation. These may be accomplished by a written Field Order. If the CONTRACTOR believes that any change or alteration authorized by the CONSULTANT's Field Order would entitles the CONTRACTOR to an increase in the Contract Price or extension of Contract Time. it must submit a written notice of intent to demand a Change Order within twenty four (24) hours of the issuance of the Field Order and submit a written proposal for Change Order within four (4) days thereafter. otherwise the CONTRACTOR shall be deemed to have waived such claim. 10.3 Additional Work performed by the CONTRACTOR without authorization of a written Change Order shall not entitle it to an increase in the Contract Price or an extension of the Contract Time. except in the case of an emergency as provided in paragraph 6.22 and except as provided in paragraph 10.2. lOA The CITY will execute appropriate Change Orders prepared by the CONSULTANT covering changes in the Work. to be performed as provided in paragraph 404. and Work performed in an emergency as provided in paragraph 6.22 and any other claim of the CONTRACTOR for a change in the Contract Time or the Contract Price which is approved by the CONSULTANT. 10.5 It is the CONTRACTOR'S responsibility to notify its Surety of any changes affecting the general scope of the Work or change in the Contract Price or Contract Time and the amount of the applicable bonds shall be adjusted accordingly. The CONTRACTOR shall furnish proof of such an adjustment to the CITY before commencement of the Change Order Work. The Work shall be stopped until the CONTRACTOR provides such proof of adjustment in the Bond amount and any such delay shall be charged to the CONTRACTOR. ARTICLE II -CHANGE OF CONTRACT PRICE 11.1 The Contract Price constitutes the total compensation payable to the CONTRACTOR for Performing the Work. All duties. responsibilities and obligations assigned to or undertaken by the CONTRACTOR shall be at its expense without changing the Contract Price. ! 1.2 The CITY may. at any time. without written notice to the sureties. by written order designated or indicated to be a Change Order. make any change in the Work within the general scope of the Contract. including but not limited to changes to or in: 1 1.2.1 Specifications (including drawings and deSigns); 11.2.2 Method or manner of performance of the Work. 11.2.3 CITY-furnished facilities. equipment. materials. services. or site; or 11.2.4 Acceleration in the performance of the Work. I 1.3 Except as provided in this section. or sections referred to in this section. no order. statement. or conduct of the CITY shall be treated as a Change Order or entitle the CONTRACTOR to an equitable adjustment unless and until the change in the Work is specifically and expressly provided for in a written Change Order. or as otherwise provided in another section of the Contract Documents. J 1.4 When a Change Order is issued by the CONSULTANT and signed by the CITY or issued by the CITY in writing. the CONTRACTOR shall perform the Work even if the CONTRACTOR does not agree with thomasfpepe©-O 1·02·13 Page 48 of 67 the dollar amount of the Change Order. If any Change Order causes an increase or decrease in the CONTRACTOR'S cost of, or the time required for. the performance of any part of the Work under this Contract. for which the CITY and the CONTRACTOR cannot reach a timely agreement, an equitable adjustment based on the cost of the Work shall be made and the Contract modified accordingly. 11.5 If the CONTRACTOR intends to assert a claim for an equitable adjustment or contest the equitable adjustment made by the CONSULTANT. it shall. within ten (10) calendar days after receipt of a written Change Order. submit to the CITY and CONSULTANT a written notice including a statement setting forth the general nature and monetary extent of such claim for equitable adjustment. time extension requested and supporting data. In determining the cost of the Change Order. the costs shall be limited to those listed in section I 1.7 and I 1.8. 11.6 No claim by the CONTRACTOR for an equitable adjustment hereunder shall be allowed if not submitted in accordance with this section or if asserted after final payment under this Contract. 11.7 The value of any Work covered by a Change Order or of any claim for an increase or decrease in the Contract Price shall be determined in one of the following ways: 11.7.1 By negotiated lump sum. I 1.7.2 On the basis of the reasonable cost and savings that results from the change in the Work plus a mutually agreed upon fee to the CONTRACTOR to cover overhead and profit not to exceed 15%. If the CONTRACTOR disagrees with the CONSULTANTs determination of reasonable costs. the CONTRACT shall provide a list of all costs together with backup documentation 11.8 The term cost of the Work means the sum of all direct extra costs necessarily incurred and paid by the CONTRACTOR in the proper performance of the Change Order. Except as otherwise may be agreed to in writing by CITY. such costs shall be in amounts no higher than those prevailing in Miami-Dade County and shall include only the following items: 11.8.1 Payroll costs for employees in the direct employ of CONTRACTOR in the performance of the Work described in the Change Order under schedules of job classifications agreed upon by CITY and CONTRACTOR. Payroll costs for employees not employed full time on the Work shan be apportioned on the basis of their time spent on the Work. Payroll costs shall be limited to: salaries and wages, plus the costs of fringe benefits which shall include social security contributions. unemployment, excise and payroll taXes. workers' compensation, health and retirement benefits. sick leave, vacation and holiday pay applicable thereto. Such employees shall include superintendents and foremen at the site. The expenses of performing Work after regular working hours, on Sunday or legal holidays shall be included in the above only if authorized by CITY and provided it was not in any way. whether in whole or in part the result of the fault of the CONTRACTOR due to negligence of the CONTRACTOR or those acting by or through him or due in whole or in part to Defective Work of the CONTRACTOR. 11.8.2 Cost of all materials and equipment furnished and incorporated in the Work, including costs of transportation and storage. and manufacturers' field services required in connection therewith. The CONTRACTOR shall notify the CITY of all cash discounts that are available and offer the CITY the opportunity to deposit funds with the CONTRACTOR for the payment for items that offer a discount. Cash discounts shall accrue to CONTRACTOR unless the CONTRACTOR fails to timely notify the CITY of the discounts or if the CITY deposits funds with CONTRACTOR with which to make payments in which cases the cash discounts shall accrue to the CITY. All trade discounts. rebates and refunds, and all returns from sale of surplus materials and equipment shall accrue to CITY, and CONTRACTOR shall make provisions so that they may be obtained. 11.8.3 Payments made by· CONTRACTOR to the Subcontractors for Work performed by Subcontractors. If required by CITY. CONTRACTOR shall obtain competitive bids from Subcontractors acceptable to him and shall deliver such bids to CITY who will then determine, with the advice of the CONSULTANT. which Bids will be accepted. No subcontract shall be a cost plus contract unless approved in writing by the CITY. If a Subcontract provides that the Subcontractor is to be paid on the basis of Cost of Work plus a fee, the cost of the Work shall be determined in accordance this section I 1.8 and in such case the word "Subcontractor" shall be substituted for the word "CONTRACTOR". 11.8,4 Rentals of all construction equipment and machinery. except hand tools, and the parts thereof whether rented from CONTRACTOR or others in accordance with rental agreements approved by CITY with the advice of CONSULTANT, and the costs of transportation. loading, unloading. installation. dismantling and removal thereof -all in accordance with terms of said thomasfpepe©-O 1-02-13 Page 49 of 67 rental agreements. The rental of any such equipment, machinery or parts shall cease when the use thereof is no longer necessary for the Work. I 1.8.5 Sales, use or similar taxes related to the Work, and for which CONTRACTOR is liable, imposed by any governmental authority. 11.8.6 Payments and fees for permits and licenses. Costs for permits and licenses must be shown as a separate item. 11.8.7 The cost of utilities, fuel and sanitary facilities at the site. 11.8.8 Minor expenses such as telegrams, long distance telephone calls, telephone service at the site, expressage and similar petty. cash items in connection with the Work. 11.8.9 Cost of premiums for additional Bonds and insurance required solely because of changes in the Work, not to exceed two percent (2%) ofthe increase in the Cost ofthe Work. 11.9 The term Cost of the Work shall NOT include any of the following: 11.9.1 Payroll COSts and other compensation of CONTRACTOR'S officers, executives, principals (of partnership and sole proprietorships), general managers. engineers. architects, estimators, lawyers, agents, expediters, timekeepers, clerks and other personnel employed by CONTRACTOR whether at the site or in its principal or a branch office for general administration of the Work and not specifically included in the schedule referred to in Subparagraph 11.5. 11.9.2 Expenses of CONTRACTOR'S principal and branch offices other than its office at the site. 11.9.3 Any part of CONTRACTOR'S capital expenses, including interest on CONTRACTOR'S capital employed for the Work and charges against CONTRACTOR for delinquent payments. 11.9,4 Cost of premiums for all bonds and for all insurance policies whether or not CONTRACTOR is required by the Contract Documents to purchase and maintain the same (except as otherwise provided in Subparagraph 11.8.9). 11.9.5 Costs due to the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to, the correction of defective work, disposal of materials or equipment wrongly supplied and making good any damage to property. 11.9.6 Other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in Paragraph 11.8. 11.10 The CONTRACTOR'S fee which shall be allowed to CONTRACTOR for its overhead and profit shall be determined as follows: 11.10.1 A mutually acceptable firm fixed price; or if none can be agreed upon. 11.10.2 A mutually acceptable fixed percentage (not to exceed 15%). 11.1 I The amount of credit to be allowed by CONTRACTOR to CITY for any such change which results in a net decrease in cost will be the amount of the actual net decrease in costs calculated in the same manner as provided in I 1.8. When both additions and credits are involved in anyone change, the net shall be computed to include overhead and profit, identified separately, for both additions and credit, provided however, the CONTRACTOR shall not be entitled to claim lost profits for any Work not performed. ARTICLE 12 -TIME FOR COMPLETION, LIQUIDATED DAMAGES AND CHANGE OF THE CONTRACT TIME 12.1 Time is of the essence to this contract and the date of beginning and the time for completion of the Work are essential conditions of the Contract. Therefore, the Work shall be commenced on the date specified in the Notice to Proceed and completed within the time specified for completion of the work. 12.2 The CONTRACTOR shall proceed with the Work at such rate of progress to ensure full completion within the Contract Time. It is expressly understood and agreed, by and between the CONTRACTOR and the CITY, that the Contract Time for the completion of the Work described herein is a reasonable time, taking into consideration the average climatic and economic conditions and other factors prevailing in the locality of the Work. No extension of time shall be granted due conditions that the Contractor knew of or should have known of before bidding on the project or due to inclement weather, except as provided in section 12.7. 12.3 If the CONTRACTOR shall fail to complete the Work within the Contract Time, or extension of time granted by the CITY, then the CONTRACTOR shall pay to the CITY the amount of liquidated damages as specified in the Contract Documents for each calendar day after the scheduled date for completion as adjusted by written Change Orders that extended the completion date, 12.3.1 These amounts are not penalties but are liqUidated damages incurred by the CITY for its inability to obtain full use of the Project. Liquidated damages are hereby fixed and agreed upon between thomasfpepe©-O 1-02-13 Page 50 of67 the parties, recognizing the impossibility of precisely ascertaining the amount of damages that will be sustained as a consequence of such delay, and both parties desiring to obviate any question or dispute concerning the amount of said damages and the cost and effect of the failure of CONTRACTOR to complete the Contract on time. The above-stated liquidated damages shall apply separately to each phase of the Project for which a time for completion is given. 12.3.2 CITY is authorized to deduct the liquidated damages from monies due to CONTRACTOR for the Work under this Contract. 12.4 The Contract Time may only be changed by a' written Change Order. Any claim for an extension in the CONTRACT TIME shall be based on written notice delivered to the CITY and CONSULTANT within five (5) business days of the occurrence of the event giving rise to the claim and stating the general nature of the claim including supporting data. All claims for adjustment in the Contract Time shall be evaluated and recommended by the CONSULTANT, with final approval by the CITY'S representative. Any change in the Contract Time resulting from any such claim shall be incorporated in a written Change Order. 12.5 Aft time limits stated in the Contract Documents are of the essence of the Contract. 12.6 No claim for delay shall be allowed because of failure to furnish Drawings before the expiration of fourteen (14) calendar days after demand has been made in writing to the CONSULTANT for such Drawings. Furthermore, there shall be no monetary compensation for such delay and the CONTRACTOR's sole remedy shall be an extension of time for the period of delay. 12.7 Extensions to the Contract Time for delays caused by the effects of inclement weather shall not be granted unless the weather was unusual for South Florida and could not have been anticipated, the abnormal weather is documented by records from the national weather service and the abnormal weather is documented to have had a substantial affected on the construction schedule. 12.8 No Damages for Delay: The CONTRACTOR agrees that he shall not have any claim for damages due to delay unless the delay exceeds 6 months, whether individually or cumulatively, and then the damages shall be limited to increased cost of materials that were unanticipated and that would not have been incurred but for the delay. Other than as set forth above. the only remedy for any delay shall be limited to an extension of time as provided for in Section 12.4 which shall be the sole and exclusive remedy for such "esulting delay. Other than as set forth above, CONTRACTOR shall not be entitled to an increase in the Contract Price or payment or compensation of any kind from CITY for direct, indirect, consequential. impact or other costs, expenses or damages, including but not limited to. costs of acceleration or inefficiency, overhead or lost profits, arising because of delay, disruption, interference or hindrance from any cause whatsoever, whether such delay, disruption, interference or hindrance be reasonable or unreasonable. foreseeable or unforeseeable, or avoidable or unavoidable. 12.9 The CONTRACTOR waives all claims that are not presented to the City in writing on or before the 21 st day following the date of the event upon which the claim is based. ARTICLE 13 -GUARANTEE 13.1 The CONTRACTOR shall guarantee and unconditionally warrant through either the manufacturer or the CONTRACTOR directly, all materials and equipment furnished and Work performed for patent Defective Work for a period of one (I) year from the date of Final Acceptance as indicated in the CONSULTANT Letter of Recommendation of Acceptance or from the date when the defect was first observable, whichever is later. The same guarantee and unconditional warranty shall be extend for five (5) years from the date of Final Acceptance as indicated in the CONSULTANT Letter of Recommendation of Acceptance for latent Defective Work. The CITY will give notice of observed defects with reasonable promptness. In the event that the CONTRACTOR should fail to commence to correct such Defective Work within ten (10) calendar days after having received written notice of the defect, or should the CONTRACTOR commence the corrective work, but fail to prosecute the corrective work continuously and diligently and in accordance with the Contract Documents, applicable law, rules and regulations, the CITY may declare an event of default, terminate the Contract in whole or in part and cause the Defective Work to be removed or corrected and to complete the Word at the CONTRACTOR's expense, and the CITY shall charge the CONTRACTOR the cost thereby incurred. The Performance Bond shall remain in full force and effect through the guarantee period. 13.2 The specific warranty periods listed in the Contract Documents, if different from the period of time listed in Section 13.1, shall take precedence over Section 13.1. thomasfpepe@.OI.02-13 Page 51 of67 ARTICLE 14 -PAYMENTS AND COMPLETION Payments to Contractor 14.1 The Contractor shall not be entitled to any money for any work performed before the issuance of a Notice to Proceed on the form described in the Contract Documents and the issuance by the City of a "purchase order", or any other document, does not and shall not authorize the commencement of the Work. At least ten (10) calendar days before each progress payment falls due (but not more often than once a month), the CONTRACTOR shall submit to the CONSULTANT a partial payment estimate filled out and signed by the CONTRACTOR covering the Work performed during the period covered by the partial payment estimate and supported by such data as the CONSULTANT may reasonably require. All progress payment applications after the first progress payment shall be accompanied by partial releases of lien executed by all persons, firms and corporations who have furnished labor, services or materials incorporated into the work during the period of time for which the previous progress payment was made, releasing such claims and lien rights. if any, of those persons. . If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at or near site, the partial payment estimate shall also be accompanied by such supporting data, satisfactory to the CITY, which establishes the CITY'S title to the material and equipment as well as certificates of insurance providing coverage for 100% of the value of said material and equipment covering the material and eqUipment from all casualties as well as theft, vandalism, fire and flood. The CONTRACTOR shall replace at its expense any stored materials paid for which are either damaged or stolen before installation. The CONSULTANT will within ten (I O) calendar days after receipt of each partial payment estimate, either certifying in writing its approval of payment and present the partial payment estimate to the CITY, or return the partial payment estimate to the CONTRACTOR, indicating in writing his reasons for refusing to approve payment. In the latter case, the CONTRACTOR may make the necessary corrections and resubmit the partial payment estimate. The CITY, wiff within thirty (30) calendar days of presentation to it of any approved partial payment estimate, pay the CONTRACTOR a progress payment on the basis of the approved partial payment estimate. The CITY shall retain ten (10%) percent of the amount of each payment until Final Completion and Acceptance of all Work covered by the Contract Documents. Any interest earned on the retainage shall accrue to the benefit of the CITY. . 14.2 The CONTRACTOR, before it shall receive final payment, shall deliver to the CITY a Contractor's Final Payment Affidavit as set forth in the Florida Construction lien Statute as well as final releases of lien executed by all persons who have performed or furnished labor, services or materials, directly or indirectly, which was incorporated into the Work. If any person refuses to provide such a release or prOVides a conditional release, the CITY shall have the right to issue a joint check made payable to the CONTRACTOR and such person. Contractor's Warranty of Title 14.3 The CONTRACTOR warrants and guarantees that title to all Work. materials and equipment covered by an Application for Payment whether the Work. material or equipment is incorporated in the Project or not, shall have passed to the CITY prior to the making of the Application for Payment, free and clear of all liens, claims, security interest and encumbrances (hereafter in these General Conditions referred to as "Liens"); and that no Work, materials or equipment, covered by an Application for Payment, will have been acquired by the CONTRACTOR or by any other person performing the Work at the site or furnishing materials and equipment for the Project, under or pursuant to an agreement under which an interest therein or encumbrance thereon is retained by the seller or otherwise imposed by the CONTRACTOR or such other person. Approval of Payment 14.4 The CONSUL TNT's approval of any payment requested in an Application for Payment shall constitute a representation by him to the CITY, based on the CONSULTANT's on site observations of the Work in progress as an experienced and qualified design professional and on his review of the Application for Payment and supporting data, that the Work has progressed to the point indicated in the Application for Payment: that, to the best his knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning Project upon substantial completion as defined in Article I, to the results of any subsequent tests called for in the Contract Documents and any qualifications stated in his approval); and that the CONTRACTOR is entitled to payment of the amount approved. However, by approving, any such payment the CONSULTANT shalf not thereby be deemed to have represented that he made exhaustive or continuous on-site observations to check the quality or the quantity of the Work, or that he has reviewed the means, methods, techniques, sequences and procedures of construction or that he had made any examination to thomasfpepe©-Ol-02-13 Page 52 of 67 ascertain how or for what purpose the CONTRACTOR has used the moneys paid or to be paid to him on account of the Contract Price, or that title to any Work, materials, or equipment has passed to the CITY free and clear of any liens. .. 14.5 The CONTRACTOR shall make the following certification on each request for payment: "I hereby certify that the labor and materials listed on this request for payment have been used in the construction of this Work and that all materials included in this request for payment and not yet incorporated into the construction are now on the site or stored at an approved location, and payment received from the last request for payment has been used to make payments to all his Subcontractors and suppliers, except for the amounts listed below beside the names of the persons who performed work or supplied materials". In the event that the CONTRACTOR withholds payment from a Subcontractor or Supplier, the same amount of money shall be withheld from the CONTRACTOR's payment until the issue is resolved by written agreement between them and then a joint check shall be made payable to the person in question and the CONTRACTOR in accordance with the settlement agreement, otherwise the money shall be held by the CITY until a judgment is entered in favor of the CONTRACTOR or the person, in which case the money shall be paid according with said judgment. Nothing contained herein shall indicate an intent to benefit any third persons who are not signatories to the Contract. 14.6 The CONSULTANT may refuse to approve the whole or any part of any payment if, in its opinion, it is unable to make such representations to the CITY as required this Section 14. It may also refuse to approve any payment, or it may void any prior payment application certification because of subsequently discovered evidence or the results of subsequent inspection or tests to such extent as may be necessary in its opinion to protect the CITY from loss because: 14.6.1 of Defective Work, or completed Work has been damaged requiring correction or replacement, 14.6.2 the Work for which payment is requested cannot be verified, 14.6.3 claims of liens have been filed or received, or there is reasonable evidence indicating the probable filing or receipt thereof, 14.6.4 the Contract Price has been reduced because of modifications, 14.6.5 the CITY has correct Defective Work or completed the Work in accordance with Article 13. 14.6.6 of unsatisfactory prosecution of the Work. including failure to dean up as required by paragraphs 6.29 and 6.30, 14.6.7 of persistent failure to cooperate with other contractors on the Project and persistent failure to carry out the Work in accordance with the Contract Documents, 14.6.8 of liqUidated damages payable by the CONTRACTOR. or 14.6.9 of any other violation of, or failure to comply with provisions of the Contract Documents. 14.7 Prior to Final Acceptance the CITY, with the approval of the CONSULTANT, may use any completed or substantially completed portions of the Work provided such use does not interfere with the CONTRACTOR's completion of the Work. Such use shall not constitute an acceptance of such portions of the Work. 14.8 The CITY shall have the right to enter the premises for the purpose of doing Work not covered by the Contract Documents. This provision shall not be construed as relieving the CONTRACTOR of the sole responsibility for the care and protection of the Work. or the restoration of any damaged Work except such as may be caused by agents or employees of the CITY. 14.9 Upon completion and acceptance of the Work the CONSULTANT shall issue a Certificate attached to the Final Application for Payment that the Work has been accepted by it under the conditions of the Contract Documents. The entire balance found to be due the CONTRACTOR, including the retained percentages, but except such sums as may be lawfully retained by the CITY, shall be paid to the CONTRACTOR within thirty (30) calendar days of completion and acceptance of the Work. 14.10 Upon The awarded CONTRACTOR will be strongly encouraged to register as an ePayables Vendor with the City. The Bank of America ePayables Solution is an automated card payment process that shifts accounts payable disbursements to corporate purchasing cards. ePayables, streamline the process of making payments to your organization going forward, the City will provide the CONTRACTOR with a credit card account number to keep on file. This card has unique security features. with $0 of available funds until an invoice is approved for payment. After an invoice has received proper and complete approval, an electronic remittance advice will be Sent via e-mail, or fax. which notifies the CONTRACTOR that the funds have been transferred in to the account linked to the card for the amount listed on the invoice and/or remittance email. Please refer to the ePayables Questions & Answers Form contained in this RFP or contact the CITY's Finance department at (305) 663-6343 with any questions. thomasfpepe@.OI -02-13 Page 53 of67 Acceptance of Final Payment as Release 14.11 The Acceptance by the CONTRACTOR of Final Payment shall be and shall operate as a release to the CITY and a waiver of all claims and all liability to the CONTRACTOR other than claims previously filed and unresolved. The waiver shall include all things done or furnished in connection with the Work and for every act and neglect of the CITY and others relating to or arising out of this Work. Any payment, however, final or otherwise, shall not release the CONTRACTOR or its sureties from any obligations under the Contract Documents or the Performance Bond and Payment Bonds. 14. r 2 The CONSULTANT may void any certification of Substantial Completion or Final Completion of the Work as may be necessary in his opinion to protect the CITY from loss if he determines, because of subsequently discovered evidence or the results of subsequent inspection or tests. that: 14. [2.1 the Work is defective. or that the completed Work has been damaged due to the fault of the CONTRACTOR or any individual or entity operating under or through it requiring correction or replacement to the extent that the project is no longer Substantially Completed, or in the case of Final Completion certification. is no longer Finally Competed. 14.12.2 the Work necessary to be completed for the purpose of certifying the work as being Substantially Completed or Finally Completed cannot be verified. 14. 12.3 claims or Liens have been filed or received, or there is reasonable evidence indicating the probable filing or receipt thereof that, if valid and paid, would reduce the amount owing to the CONTRACTOR BY 20% in the case of Substantial Completion and 5% in the case of Final Completion. 14.12.5 there is Defective Work the value of which. if deducted from the contract price would reduce the amount owing to the CONTRACTOR BY 20% in the case of Substantial Completion and 5% in the case of Final Completion. ARTICLE 15 -SUSPENSION OF WORK AND TERMINATION 15.1 The CITY may, at any time and without cause. suspend the Work or any portion thereof for a period of not more than ninety (90) calendar days by notice in writing to the CONTRACTOR and the CONSULTANT. which shall fix the date on which Work shall be resumed. The CONTRACTOR shall be allowed an increase in the Contract Price or an extension of the Contract Time, or both. directly attributable to any suspension and if a claim is timely made and if it is allowed under the terms of Articles I I or Article 12. City May Terminate 15.2 If the CONTRACTOR is adjudged bankrupt or insolvent, or if he makes a general assignment for the benefit of its creditors. or if a trustee or receiver is appointed for the CONTRACTOR or for any its property, or if he files a petition to take advantage of any debtor's act, or to reorganize under bankruptcy or similar laws. or if he repeatedly fails to supply sufficient skilled workmen or suitable materials or equipment. or if he repeatedly fails to make prompt payments to Subcontractors or for labor, materials or equipment or he disregards laws. ordinances. rules. regulations or orders of any public body having jurisdiction. or if he disregards the authority of the CONSULTANT, or if he otherwise violates any provision of, the Contract Documents,· then the CITY may, without prejudice to any other right or remedy and after giving the CONTRACTOR and the Surety seven (7) calendar days written notice, terminate the services of the CONTRACTOR and take possession of the Project and of all materials. equipment, tools. construction equipment and machinery thereon owned by the CONTRACTOR. and finish the Work by whatever method it may deem expedient. In such case the CONTRACTOR shalt not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Price exceeds the direct and indirect costs of completing the Project, including compensation for additional professional services. such excess shall be paid to the CONTRACTOR. If such costs exceed such unpaid balance. the CONTRACTOR or the Surety on the Performance Bond shall pay the difference to the CITY. Such costs incurred by the CITY shall be determined by the CONSULTANT and incorporated in a Change Order. If after termination of the CONTRACTOR under this Section. it is determined by a court of competent jurisdiction for any reason that the CONTRACTOR was not in default, the rights and obligations of the CITY and the CONTRACTOR shall be the same as if the termination had been issued pursuant to Section 15.5 15.3 Where the CONTRACTOR'S services have been so terminated by the CITY said termination shall not affect any rights of the CITY against the CONTRACTOR then existing or which may thereafter accrue. thomasfpepe©.o 1·02-13 Page 54 of 67 Any retention or payment of moneys by the CITY due the CONTRACTOR shall not release the CONTRACTOR from liability. 15.4 Upon seven (7) calendar days written notice to the CONTRACTOR and the CONSULTANT, the CITY may. without cause and without prejudice to any other right or remedy, elect to terminate the Contract for the convenience of the CITY. In such case. the CONTRACTOR shall be paid for all Work executed and accepted by the CITY as of the date of the termination. minus any deduction for damage or Defective Work. No payment shall be made for profit for Work which has not been performed. Removal of Equipment 15.5 In the case of termination of this Contract before completion for any cause whatever. the CONTRACTOR. jf notified to do so by the CITY, shall promptly remove any part or all of its equipment and supplies from the property of the CITY. Should the CONTRACTOR not remove such equipment and supplies. the CITY shall have the right to remove them at the expense of the CONTRACTOR and the CONTRACTOR agrees that the CITY shall not be liable for loss or damage to such equipment or supplies. EqUipment and supplies shall not be construed to include such items for which the CONTRACTOR has been paid in whole or in part. Contractor May Stop Work or Terminate 15.6 If. through no act or fault of the CONTRACTOR. the Work is suspended for a period of more than ninety (90) calendar days by the CITY or by order of other public authority, or under an order of court or the CONSULTANT fails to act on any Application for Payment within thirty (30) calendar days after it is submitted. or the CITY fails to pay the CONTRACTOR any sum approved by the CONSULTANT, Within thirty (30) calendar days of its approval, and presentation. then the CONTRACTOR may. upon twenty (20) calendar days written notice to the CITY and the CONSULTANT, terminate the Contract. The CITY may remedy the delay or neglect within the twenty (20) calendar day time frame. If timely remedied by the CITY the Contract shall not be considered terminated. In lieu of terminating the Contract. if the CONSULTANT has failed to act on an Application for Payment or the CITY has failed to make any payment as afore said. the CONTRACTOR may upon ten (10) calendar days' notice to the CITY and the CONSULTANT stop the Work until it has been paid all amounts then due. Indemnification of Consultant. 15.7 The CONTRACTOR and the CITY hereby acknowledges that the CONSULTANT may be reluctant to rule on any disputes concerning the Contract Documents or on the performance of the CONTRACTOR or the CITY pursuant to the terms of the Contract Documents. Therefore. the CITY or the CONTRACTOR, at the CONSULTANT's request. agree to provide the CONSULTANT with a written indemnification and hold harmless agreement to indemnify and hold the CONSULTANT harmless before the CONSULTANT makes an interpretation, de-certifies a payment application. decertifies Substantial Completion. decertifies Final Completion, certifies an event of default, or approves any action which reqUires the approval of the CONSULTANT. ARTICLE 16 . MISCELLANEOUS 16.1 Whenever any provision of the Contract Documents requires the giving of written notice it shall be deemed to have been validly given if delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended, or if delivered at or sent by registered or certified mail. postage prepaid. to the last known business address. 16.2 The Contract Documents shall remain the property of the CITY. The CONTRACTOR and the CONSULTANT shall have the right to keep one record set of the Contract Documents upon completion of the Project. 16.3 The duties and obligations imposed by these General Conditions. Special Conditions and Supplemental Conditions. if any, and the rights and remedies available hereunder. and, in particular but without limitation. the warranties, guarantees and obligations imposed upon CONTRACTOR by the Contract Documents and the rights and remedies available to the CITY and CONSULTANT thereunder. shall be in addition to. and shall not be construed in any way as a limitation of. any rights and remedies available by law, by special guarantee or by other provisions of the Contract Documents. 16.4 Should the CITY or the CONTRACTOR suffer injury or damage to its person or property because of any error. omission, or act of the other or of any of their employees or agents or others for whose acts they are legally liable. claim shall be made in writing to the other party within twenty one (21) calendar days of the first observance of such injury or damage. tnomasfpepe©-OI-02-13 Page 55 of 67 ARTICLE 17 -WAIVER OF IURY TRIAL 17.1 CITY and CONTRACTOR knowingly, irrevocably voluntarily and intentionally waive any right either may have to a trial by jury in State or Federal Court proceedings in respect to any action, proceeding. lawsuit or counterclaim arising out of the Contract Documents or the performance of the Work thereunder. ARTICLE I B -ATTORNEYS FEES IURISDICTION I YENUE I GOVERNING LAW 18.1 The Contract shall be construed in accordance with and governed by the law of the State of Florida. 18.2 The parties submit to the jurisdiction of any court of competent jurisdiction in Florida regarding any claim or action arising out of or relating to the Contract or Contract Documents. Venue of any action to enforce the Contract shall be in Miami-Dade County, Florida. 1 B.3 If either the CITY or CONTRACTOR seeks to enforce the terms of the Contract by court proceedings, the prevailing party shall be entitled to recover all such costs and expenses, including. but not limited to, court costs. and reasonable attorney's fees. 18,4 Except as may be otherwise provided in the Contract Documents. all claims. counterclaims. disputes and other matters in question between the CITY and the CONTRACTOR arising out of or relating to this Contract or the breach thereof, shall be decided in a court of competent jurisdiction within the State of Florida. ARTICLE 19 -PROIECT RECORDS 19.1 The CITY shall have right to inspect and copy during regular business hours at CITY'S expense, the books and records and accounts of CONTRACTOR which relate in any way to the Project, and to any claim for additional compensation made by CONTRACTOR. and to conduct an audit of the financial and accounting records of CONTRACTOR which relate to the Project. CONTRACTOR shall retain and make available to CITY all such books and records and accounts. financial or otherwise, which relate to the Project and to any claim for a period of three (3) years following final completion of the Project. During the Project and the three (3) year period following final completion of the Project. CONTRACTOR shall provide CITY access to its books and records upon five (5) business day's written notice. ARTICLE 20 -SEVERABILITY 20.1 If any provision of the Contract or the application thereof to any person or situation shall to any extent. be held invalid or unenforceable, the remainder of the Contract, and the application of such provisions to persons or situations other than those as to which it shall have been held invalid or unenforceable shall not be affected thereby. and shall continue in full force and effect, and be enforced to the fullest extent permitted by law. thomasfpepe©·o 1·02·13 Page 56 of67 ARTICLE 21 -INDEPENDENT CONTRACTOR 21.1 The CONTRACTOR is an independent CONTRACTOR under the Contract. Services provided by the CONTRACTOR shall be by employees of the CONTRACTOR and subject to supervision by the CONTRACTOR, and not as officers. employees. or agents of the CITY. Personnel policies. tax responsibilities. social security and health insurance, employee benefits, purchasing policies and other similar administrative procedures. applicable to services rendered under the Contract shall be those of the CONTRACTOR. IN WITNESS WHEREOF, the parties hereto have executed the General Conditions to acknowledge their inclusion as part of the Contract on this __ day of • 20 __ • WITNESSES: CONTRACTOR: Signature: ___________ _ Name: ____________ ~ ____ __ Title: __________ _ AUTHENTICATION: OWNER: CITY OF SOUTH MIAMI Signature: ____________ _ Maria Menendez, CMC City Clerk Read and Approved as to Form. Language. Legality. and Execution Thereof: Signature: ______________ _ City Attorney Signature: ~ _____________ _ Steven Alexander. City Manager Page 57 of 67