Res No 055-23-15989RESOLUTIO N NO. 055-23-15989
A RESOLUTION OF THE CITY COMM ISSION OF THE
CITY OF SOUTH MIAMI, FLORIDA, SELEC TING SOUTH
FLORIDA AIR CONDITIONING AN D REFRIGE RA TION
CORP. FOR THE PURCHASE AN D I N STALLATION OF AN
AIR CON DITIONING UNIT FOR T HE E LECTED
OFFICIALS' OFFICE AT CITY HALL; AU THORIZING
THE CITY MAN A GER TO NEGOTIATE AN D EX ECUTE
AN AGREEMENT FOR THE PURC HASE AND
INSTALLATION OF THE AIR CONDITIONER;
AUTHORIZING EXPENDITURE OF FUNDS; PROVIDING
FOR IMPLEMEN TATION, CORRECTION S, A N D AN
EFFECTIVE DA TE.
WHEREAS, t he C ity o f South Mia mi ("C i ty") curre ntl y ha s a n a ir conditioning uni t
located in th e Elec ted Offi c ial s' Offi ce a t C ity Ha ll (the "Ex ist in g Uni t") t hat is in n e ed of
re placement as it is 16 yea rs o ld ; a nd
WHEREAS, th e C ity obtaine d quotes from thJC e diffe re nt ve ndors for th e purchase of a n
air conditioning unit and re late d ins tallation se rv ic es (th e "Serv ices") to r e place th e Exis ting Unit,
and South Florida Air C onditioning and R e fri ge ration C orp. ("Contractor") was th e lo west, m ost
responsive and respo n s ibl e bidder; and
WHEREAS, th e C ontrac tor s ubmitted a p rop osal , a ttach ed he r eto as E x hibit "A ," fo r t he
prov is ion of th e Ser v ices, in c luding a fi ve (5) yea r m a nufacture r 's warran ty for th e air conditioning
uni t 's c o mpressor a nd a o ne (I ) year p a rts and la bor wa rr a n ty, in a n a moun t not to ex ceed $16 ,950
(th e "Propos al "); and
WHEREAS, th e S ervices s ha ll be f-trnd e d a nd charged to t he depatimental Capital
Improveme nt account number 30 I -1 7 90-5 19 -6 450, w hich has a curre nt b a la nc e of $877,17 6
be fore this r equest ; and
WHEREAS, th e C ity C ommi ssio n w is h es to select the Proposal of th e Contractor attac hed
h ere to as E x hibit "A" and award an a g re emen t fo r t he Ser v ic es, and aut ho ri ze the Ci ty M a nager to
n e gotiate and execu te an ag r eem e n t for th e Serv ices w it h t he C on tracto r in a n a mount not to exceed
$16,950, s ubj ect to t he approv al of th e C it y A ttorney and C ity Manager a s to form a nd legal
s ufficiency; and
WHEREAS, the City Commiss io n find s that thi s Re s olut ion is in th e b es t inte rest a nd
we lfare of the City.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY C OMMISSION OF THE
CITY OF SOUTH MIAMI, FLORIDA:
Section 1. Recitals. The abo ve-s tated r ec it a ls a r e tru e a nd c orrect and are incorpo rated
h e re in by this re fe re nc e .
P age I of 2
R es. No. 055-23 -1 5989
S ection 2. Selection of Contractor a nd A w a rd of A greement. T he City
Commiss io n he reby selects the Co ntracto r's P rop osal fo r t he Servi ces a n d awards th e Con tractor
a n agreem e n t fo r th e Serv ices.
S ection 3. Authorization to N egotiate and E xecute A greement: E xpenditure of
F unds. T he C ity Manager is a utho ri zed to negoti ate a nd execu te a n agreem e n t w ith the Contractor
for th e Services cons istent w ith th e pro p osa l of the Contractor a ttache d her eto as Ex hibit "A,"
s ubj ect to th e approv al as to fo rm and legal s u ffici ency b y the C it y Man ager a nd C ity A tto rn ey.
The C ity M an ager is her eby au th ori zed to expend a n am o unt no t to exceed $16,95 0 fo r the
Serv ices, a nd the cos t s hall b e funded a nd c ha rged to th e d epartm e nta l Capit a l Improvem e nts
account numbe r 3 0 l -1790-5 19 -6450, w hich has a current b a lance o f $8 77,l 76 before th is r e qu est.
Section 4 . Implementa tion. That the C ity M a nager is a ut ho ri zed to take any a nd a ll
acti o ns necessary to imple m en t t he Serv ices, the agreem e nt fo r the S e r v ices, a nd the purposes o f
t hi s Reso lution .
Section 5. C orrections. Conforn1i ng la ng uage o r technical scri vene r-typ e correcti o ns
m ay b e m ade by the C ity Attorn ey fo r any con fo rmin g amend m en ts to b e i ncorp o ra ted into the
fi na l reso lu t io n fo r s i g n ature.
S ection 6. E ffecti v e Date. T hi s R eso lu tio n s ha ll becom e effective immediate ly u pon
a d o p tio n.
P ASSE D AN D A D O PTED t hi s 16 th day of May, 2023.
ATTES T :
CV(C~
READ AND APPRO V ED AS TO FORM, COMMISS I ON VOT E: 5-0
LANGU AGE, L EGALITY AND Mayor Fern a nd ez: Y ea
EXECUTION THER EOF V ice Mayor Boni c h : Yea
Commi ssi o ne r Ca ll e: Y ea
Commiss io ner Corey: Yea
Co mmi ss ioner L ie b ma n : Yea
F MANCOLE
' ..
C IT Y A TTO R NEY
P age 2 of 2
Agenda Item No:3.
City Commission Agenda Item Report
Meeting Date: May 16, 2023
Submitted by: Andrea Gaitan
Submitting Department: Public Works & Engineering
Item Type: Resolution
Agenda Section:
Subject:
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, SELECTING
SOUTH FLORIDA AIR CONDITIONING AND REFRIGERATION CORP. FOR THE PURCHASE AND
INSTALLATION OF AN AIR CONDITIONING UNIT FOR THE ELECTED OFFICIALS’ OFFICE AT CITY HALL;
AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN AGREEMENT FOR THE
PURCHASE AND INSTALLATION OF THE AIR CONDITIONER; AUTHORIZING EXPENDITURE OF FUNDS;
PROVIDING FOR IMPLEMENTATION, CORRECTIONS, AND AN EFFECTIVE DATE. 3/5 (CITY
MANAGER-PUBLIC WORKS DEPT.)
Suggested Action:
Attachments:
Memo elected offcials' office air conditioner.docx
46H7349-Resolution Approving Purchase of AC For Elected Officials Office.docx
46H8466-Small Construction Contract - Commissioner's AC Unit.doc
South Florida Air Conditioner Quote-Elected Officials office.pdf
Florida_State_Mayor_s_Office_A-C_Quote.pdf
GML_Construction-_Mayor_s_Office_Air_Conditioner_Quote.pdf
1
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
TO:The Honorable Mayor, Vice Mayor, and Members of the City Commission
FROM: Genaro “Chip” Iglesias, City Manager
DATE: May 16, 2023
SUBJECT: Air Conditioner removal and installation in the Elected Officials’ Office.
RECOMMENDATION: Authorize the City Manager to spend an amount not to exceed $16,950
for removal and installation of a new air conditioner at the Elected
Officials’ office.
BACKGROUND: The existing 7.5-ton air conditioner is approximately 16 years old and
requires immediate replacement. The unit covers the heating and
cooling in the elected officials’ office . The proposal includes a 5-year
manufacturer warranty (compressor) and 1 year for labor and parts.
The City obtained quotes from 3 different sources and South Florida Air
Conditioner was the most responsive bidder.
FUNDING: Account No.: 301.1790.519.6450 (CIP) which has a current balance of
$877,175 before the request was made.
SUPPORT: Quote 1. South Florida Air Conditioner
Quote 2. Florida State Refrigeration Inc.
Quote 3. G.M.L Construction
Below you will find a breakdown of the quotes provided:
ATTACHMENTS:
Resolution
South Florida Air Conditioner $16,950
Florida State Refrigeration Inc. $17,810
G.M.L. Construction $27,370
2
THE CITY OF PLEASANT LIVING
CONTRACT FOR CONSTRUCTION
THIS CONTRACT FOR CONSTRUCTION (this "Contract") is made effective as of the
18th day of May , 2023 (the "Effective Date"), by and between the
CITY OF SOUTH MIAMI, FLORIDA, a Florida municipal corporation (hereinafter referred to
as "City"), and SOUTH FLORIDA AIR CONDITIONING AND REFRIGERATION
CORP ., a Florida for-profit corporation, (hereinafter, the "Contractor").
WHEREAS, the City desires to replace and install a new air conditioning unit for the
Elected Officials' Office located at City Hall (the "Project"); and
WHEREAS, the Contractor provided the City with a proposal to provide all labor,
materials, equipment, services, and incidentals necessary to implement the Project in an amount
not to exceed $16,950 .00 , all as further set forth in the Proposal attached hereto as Exhibit "A"
(the "Servic es"); and
WHEREAS, the Contractor and City, through mutual negotiation, have agreed upon a
fee for the Services; and
WHEREAS, the City desires to engage the Contractor to perform the Services and
provide the deliverables as specified below.
NOW, THEREFORE, in consideration of the mutual covenants and conditio ns
contained herein, the Contractor and the City agree as follows:
ARTICLE 1
SCOPE OF WORK
1.1 Contractor hereby agrees to furnish all of the labor, materials, equipment, services and
incid enta ls necessary to perfonn all of the work described in the Contract Documents (the
"Work" or the "Project") including, without limitation as described in the approved plans,
drawings and/or specifications and the Proposal attached hereto as Exhibit "A" for the
following Project:
ELECTED OFFICIALS' OFFICE AIR CONDITIONING UNIT
REPLACEMENT AND INSTALLATION PROJECT
and in accordance with the Technica l Specifications incorporated herein by reference and
mad e a part of this Contract.
ARTICLE2
CONTRACT TIME
2.1 Contractor shall be instructed to commence the Work by written instructions in the fonn of a
Notice to Proceed providing a commencement date and issued by the City Engineer. The
Notice to Proceed will not be issued until Contractor's submission to City of all required
documents and after execution of this Contract.
2.2 Time is of the essence throughout this Contract. The Contractor shall prosecute the Work
with faithfulness and diligence and the Work shall be substantially completed within thirty
(30) calendar days from the date specified in the Notice to Proceed ("Substantial
Completion"). Substantial Completion shall be defined for this pwpose as the date on which
City receives beneficial use of the Project. The Work shall be fully completed in accord
with the Contract Documents within fifteen (15) calendar days from the date certified by the
City as the date of Substantial Completion ('Final Completion") and on the date agreed to
by the City when all Worlc has been completed in accordance with the Contract Documents.
2.3 Upon failure of Contractor to substantially complete the Contract within the specified period
of time, Contractor shall pay to City the sum of Two Hundred Dollars ($200.00) for each
calendar day after the time specified in Section 2.2 above for Substantial Completion. After
Substantial Completion, should Contractor fail to complete the remaining Work within the
time specified in Section 2.2 above for final completion and readiness for final payment,
Contractor shall pay to City the sum of Two Hundred Dollars ($200.00) for each calendar
day after the time specified in Section 2.2 for final completion and readiness for final
payment. These amounts are not penalties but are liquidated damages payable by Contractor
to City for the failure to provide full beneficial occupancy and use of the Project as required.
Liquidated damages are hereby fixed and agreed upon between the parties who hereby
acknowledge the difficulty of detennining the amount of damages that will be sustained by
City as a consequence of Contractor's delay and 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.
2.4 City is authorized to deduct the liquidated damages from monies due to Contractor for the
Work under this Contract. In case the liquidated damage amount due to City by Contractor
exceeds monies due Contractor from City, Contractor shall be liable and shall immediately
upon demand by City pay to City the amount of said excess.
ARTICLE3
CONTRACT PRICE
3.1 City shall pay to Contractor for the performance of the Contract, the total lump sum of
$16,950.00 {"Contract Price"). The Contract Price shall be full compensation for all services,
labor, materials, equipment and costs, including overhead and profit, associated with
completion of all the Work in full confonnity with the Contract Documents and adjusted only
by written change orders signed by both parties and approved as required by local law.
3.2 City shall make progress payments, deducting the amount from the Contract Price above
on the basis of Contractor's Applications for Payment on or before twenty (20) days after
receipt of the Pay Application. Rejection of a Pay Application by the City shall be within
twenty (20) days after receipt of the Pay Application. Any rejection shall specify the
applicable deficiency and necessary corrective action. Any undisputed portion shall be
paid as specified above. All such payments will be made in accordance with the Schedule
of Values established in the Contract Documents or, in the event there is no Schedule of
Values, as otherwise provided in the Contract Documents. In the event the Contract
Documents do not provide a Schedule of Values or other payment schedule, Applications
for Payment shall be submitted monthly by Contractor on or before the 10 th of each month
for the prior month. Progress payments shall be made in an amount equal to the
percentage of Work completed, but, in each case, less the aggregate of payments
previously made and less such amounts as City shall determine or City may withhold
taking into account the aggregate of payments made and the percentage of Project
completion in accordance with the Contract Documents and Schedule of Value, if any.
The Contractor agrees that five percent (5%) of the amount due for each progress payment
or Pay Application (the "Retainage") shall be retained by City until final completion and
acceptance of the Work by City. In the event there is a dispute between Contractor and
City concerning a Pay Application, dispute resolution procedures shall be conducted by
City commencing within 45 days of receipt of the disputed Payment Application. The City
shall reach a conclusion within 1 S days thereafter and promptly notify Contractor of the
outcome, including payment, if applicable.
3 .3 Each Pay Application shall include an affidavit or partial release or waiver of lien by
Contractor indicating that partial payments received from CITY for the Work have been
applied by Contractor to discharge in full all of Contractor's obligations, including
payments to subcontractors and material suppliers.
3.4 The payment of any Application for Payment by City, including the final request for
payment, does not constitute approval or acceptance by City of any item of the Work
reflected in such Application for Payment, nor shall it be construed as a waiver of any of
the City's rights hereunder or at law or in equity.
3.5 Upon Final Completion of the Work by Contractor in accordance with the Contract
Documents and acceptance by the City, and upon receipt of consent by any surety, City
shall pay the remainder of the Contract Price and Retainage as recommended by the City's
Project Consultant. Final payment is contingent upon receipt by City from Contractor of
at least one complete set of as-built plans, reflecting an accurate depiction of Contractor's
Work.
3.6 This Contract is subject to the condition precedents that: (i) City funds are available and
budgeted for the Contract Price; (ii) the City secures and obtains any necessary grants or
loans for the accomplishment of this Project pursuant to any borrowing legislation adopted
by the City Council relative to the Project; and (iii) City Council enacts legislation which
awards and authorizes the execution of this Contract, if such is required.
ARTICLE4
CONTRACT DOCUMENTS
4.1 The Contract Documents, which comprise the entire agreement between the City and the
Contractor concerning the Work, consist of this Contract for Construction (including any
change orders and amendments thereto), any and all drawings, plans and specifications
approved by City (including the Plans), the bidding documents or procurement documents
for the Project, the Contractor's bid or proposal for the Project, attached hereto as Exhibit
"A," the Bonds (defined herein), Insurance Certificates, the Notice of Award, and the Notice
to Proceed, all of which are deemed incorporated into and made a part of this Contract by
this reference and govern this Project. In the event of any conflict among the foregoing, the
documents shall govern in the order listed herein. Contractor is reminded and hereby
recognizes that all Work under this Contract must comply with all applicable federal, state
and local law. Any mandatory clauses which are required by applicable law shall be deemed
to be incorporated herein.
4.2 This Contract incorporates and includes all prior negotiations, correspondence,
conversations, agreements, or understandings applicable to the matters contained herein and
the parties agree that there are no commitments, agreements, or understandings concerning
the subject matter of these Contract Documents that are not contained herein. Accordingly
it is agreed that no deviation from the tenns hereof shall be predicated upon any prior
representations or agreements, whether oral or written.
4.3 The Contract Documents shall remain the property of the City. The Contractor shall have
the right to keep one record set of the Contract Documents upon completion of the Project;
however in no circumstances shall the Contractor use, or pennit to be used, any or all of
such Contract Documents on other projects without the City's prior written authorization.
ARTICLES
INDEMNIFICATION
5.1 Contractor shall defend, indemnify, and hold harmless the City, its officers, agents and
employees, from and against any and all demands, claims, losses, suits, liabilities, causes
of action, judgment or damages, including legal fees and costs and through appeal,
arising out of or, related to, or in any way connected with Contractor's performance or
non-performance of this Contract or with Contractor's obligations or the Work related to
the Contract, including by reason of any damage to property, or bodily injury or death
incurred or sustained by any party. Contractor shall defend, indemnify, and hold the City
harmless from all losses, injuries or damages and wages or overtime compensation due its
employees in rendering services pursuant to this Contract, including payment of
reasonable attorneys' fees and costs in the defense of any claim made under the Fair
Labor Standards Act, Title VII of the Civil Rights Act of 1964, the Age Discrimination in
Employment Act, the Americans with Disabilities Act or any employment related
litigation or worker's compensation claims under federal or state law. The provisions of
this section shall survive termination of this Contract.
6.1
ARTICLE6
INSURANCE AND BONDS
Insurance. Contractor shall secure and maintain throughout the duration of this Contract
insurance of such types and in such amounts not less than those specified below as
satisfactory to City, naming the City as an Additional Insured, underwritten by a firm
rated A-X or better by Bests Rating and qualified to do business in the State of Florida.
Certificates of Insurance shall be provided to the City, reflecting the City as an
Additional Insured, no later than ten ( 10) days after award of this Contract and prior to
the execution of this Contract by City and prior to commencing any Work. Each
certificate shall include no less than (30) thirty-day advance written notice to City prior to
cancellation, tennination, or material alteration of said policies or insurance. The
insurance coverage shall be primary insurance with respect to the City, its officials,
employees, agents and volunteers naming the City as additional insured. Any insurance
maintained by the City shall be in excess of the Contractor's insurance and shall not
contribute to the Contractor's insurance. The insurance coverages shall include at a
minimum the amounts set forth in this Section 6.1.
(a) Commercial General Liability coverage with limits of liability of not less
than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property
Damage. This Liability Insurance shall also include Completed Operations and Product
Liability coverages and eliminate the exclusion with respect to property under the care,
custody and control of Contractor. The General Aggregate Liability limit ( except for
Products/Completed Operations) shall be in the amount of$2,000,000.
(b) Workers Compensation and Employer's Liability insurance, to apply for
all employees for statutory limits as required by applicable State and Federal laws. The
policy(ies) must include Employer's Liability with minimum limits of $1,000,000.00
each accident. No employee, subcontractor or agent of the Contractor shall be allowed to
provide Work pursuant to this Contract who is not covered by Worker's Compensation
insurance.
( c) Business Automobile Liability with minimum limits of $1,000,000 per
Occurrence, combined single limit for Bodily Injury and Property Damage. 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 Owned, Hired, and Non-Owned Vehicles.
( d) Contractor acknowledges that it shall bear the full risk of loss for any
portion of the Work damaged, destroyed, lost or stolen until Final Completion has been
achieved for the Project, and all such Work shall be fully restored by the Contractor, at its
sole cost and expense, in accordance with the Contract Documents.
(e) Certificate of Insurance. On or before the Effective Date of this
Contract, the Contractor shall provide the City with Certificates of Insurance for all
required policies. The Contractor shall be responsible for assuring that the insurance
certificates required by this Section remain in full force and effect for the duration of this
Contract, including any extensions or renewals that may be granted by the City. The
Certificates of Insurance shall not only name the types of policy(ies) provided, but also
shall refer specifically to this Contract and shall state that such insurance is as required by
this Contract. The City reserves the right to inspect and return a certified copy of such
policies, upon written request by the City. If a policy is due to expire prior to the
completion of the Work, renewal Certificates of Insurance shall be furnished thirty (30)
calendar days prior to the date of their policy expiration. Each policy certificate shall be
endorsed with a provision that not less than thirty (30) calendar days' written notice shall
be provided to the City before any policy or coverage is cancelled or restricted.
Acceptance of the Certificate(s) is subject to approval of the City.
(f) Additional Insured, The City is to be specifically included as an
Additional Insured for the liability of the City resulting from Work performed by or on
behalf of the Contractor in performance of this Contract. The Contractor's insurance,
including that applicable to the City as an Additional Insured, shall apply on a primary
basis and any other insurance maintained by the City shall be in excess of and shall not
contribute to the Contractor's insurance. The Contractor's insurance shall contain a
severability of interest provision providing that, except with respect to the total limits of
liability, the insurance shall apply to each Insured or Additional Insured (for applicable
policies) in the same manner as if separate policies had been issued to each.
(g) Deductibles. All deductibles or self-insured retentions must be declared
to and be reasonably approved by the City. The Contractor shall be responsible for the
payment of any deductible or self-insured retentions in the event of any claim.
(h) The provisions of this section shall survive termination of this Contract.
6.2 Bonds. Prior to performing any portion of the Work and within three (3) days of the
Effective Date hereof, the Contractor shall deliver to City the Bonds required to be
provided by Contractor hereunder. {The bonds referenced in this Section are collectively
referred to herein as the "Bonds"). Pursuant to and in accordance with Section 255.05,
Florida Statutes, the Contractor shall obtain and thereafter at all times during the
performance of the Work maintain a separate performance bond and labor and material
payment bond for the Work, each in an amount equal to one hundred percent (100%) of
the Contract Price and each in the fonn provided in the Contract Documents or in other
form satisfactory to and approved in writing by City and executed by a surety of
recognized standing with a rating of B plus or better for bonds up to Two Million
Dollars. The surety providing such Bonds must be licensed, authorized and admitted to
do business in the State of Florida and must be listed in the Federal Register (Dept. of
Treasury, Circular 570). The cost of the premiums for such Bonds is included in the
Contract Price. If notice of any change affecting the Scope of the Work, the Contract
Price, Contract Time or any of the provisions of the Contract Documents is required by
the provisions of any bond to be given to a surety, the giving of any such notice shall be
Contractor's sole responsibility, and the amount of each applicable bond shall be adjusted
accordingly. If the surety is declared bankrupt or becomes insolvent or its right to do
business in Florida is tenninated or it ceases to meet applicable law or regulations, the
Contractor shall, within five (5) days of any such event, substitute another bond (or
Bonds as applicable) and surety, all of which must be satisfactory to City.
ARTICLE7
CONTRACTOR'S REPRESENTATIONS AND WARRANTIES
In order to induce the City to enter into this Contract, the Contractor makes the following
representations and warranties:
7. I Contractor Represents the following:
7 .1.1 Contractor has examined and carefully studied the Contract Documents and the
other data identified in the bidding documents, including, without limitation, the
"technical data" and plans and specifications and the Plans.
7 .1.2 Contractor has visited the Project site and become familiar with and is satisfied as
to the general and local conditions and site conditions that may affect cost,
progress, performance or furnishing of the Work.
7 .1.3 Contractor is familiar with and is satisfied as to all federal, state and local laws,
regulations and permits that may affect cost, progress, performance and furnishing
of the Work. Contractor agrees that it will at all times comply with all
requirements of the foregoing laws, regulations and permits.
7 .1.4 Contractor has made, or caused to be made, examinations, investigations, tests
and/or studies as necessary to determine surface and subsurface conditions at or
on the site. Contractor acknowledges that the City does not assume responsibility
for the accuracy or completeness of information and data shown or indicated in
the Contract Documents with respect to underground or ground facilities at,
contiguous or near the site or for existing improvements at or near the site.
Contractor has obtained and carefully studied (or assumes responsibility for
having done so) all such additional supplementary examinations, investigations,
explorations, tests, studies and data concerning conditions (surface, subsurface
and underground facilities and improvements) at, contiguous or near to the site or
otherwise which may affect cost, progress, performance or furnishing of the Work
or which relate to any aspect of the means, methods, techniques, sequences and
procedures of construction to be employed by Contractor and safety precautions
and programs incident thereto. Contractor does not consider that any additional
examinations, investigations, explorations, tests, studies or data are necessary for
the performance and furnishing of the Work at the Contract Price, within the
Contract Time and in accordance with the other terms and conditions of the
Contract Documents.
7.1.S Contractor is aware of the general nature of Work to be performed by the City and
others at the site that relates to the Work as indicated in the Contract Documents.
7 .1.6 Contractor has correlated the information known to Contractor, information and
observations obtained from visits to the site, reports and drawings identified in the
Contract Documents and all additional examinations, investigations, explorations,
tests, studies and data with the Contract Documents.
7 .1. 7 Contractor has given City written notice of all conflicts, errors, ambiguities or
discrepancies that Contractor has discovered in the Contract Documents and the
written resolution thereof by City is acceptable to Contactor, and the Contract
Documents are generally sufficient to indicate and convey understanding of all
terms and conditions for perfonnance and furnishing of the Work.
7.1.8 The Contractor agrees and represents that it possesses the requisite skills to
perform the Work and that the Work shall be executed in a good and workmanlike
manner, free from defects, and that all materials shall be new and approved by or
acceptable to City, except as otherwise expressly provided for in the Contract
Documents. The Contractor shall cause all materials and other parts of the Work
to be readily available as and when required or needed for or in connection with
the construction, furnishing and equipping of the Project.
7.2 Contractor warrants the following:
7.2.1 Anti-Discrimination: Contractor agrees that it will not discriminate against any
employees or applicants for employment or against persons for any other benefit
or service under this Contract because of race, color, religion, sex, national origin,
or physical or mental handicap where the handicap does not affect the ability of
an individual to perform in a position of employment, and agrees to abide by all
federal and state laws regarding non-discrimination.
7.2.2 Anti-Kickback: Contractor warrants that no person has been employed or
retained to solicit or secure this Contract upon an agreement or understanding for
a commission, percentage, brokerage or contingent fee, and that no employee or
officer of the City has any interest, financially or otherwise, in the Project. For
breach or violation of this warranty, the City shall have the right to annul this
Contract without liability or, in its discretion, to deduct from the Contract Price or
consideration, the full amount of such commission, percentage, brokerage or
contingent fee.
7.2.3 Licensing and Permits: Contractor warrants that it shall have, prior to
commencement of Work under this Contract and at all times during said Work, all
required licenses and pennits whether federal, state, County or City. Contractor
acknowledges that it is the obligation of Contractor to obtain all licenses and
permits required for this Project.
ARTICLES
DEFAULT AND TERMINATION
8.1 If Contractor fails to timely begin the Work, or fails to perfonn the Work with sufficient
workers and equipment or with sufficient materials to insure the prompt completion of the
Work within the Contract Time as specified in Article 2, or shall perfonn the Work
unsuitably, or cause it to be rejected as defective and unsuitable, or shall discontinue the
prosecution of the Work pursuant to the accepted schedule or if the Contractor shall fail to
perfonn any material tenn set forth in the Contract Documents or if Contractor shall become
insolvent or be declared bankrupt, or commit any act of bankruptcy or insolvency, or shall
make an assignment for the benefit of creditors, or from any other cause whatsoever shall
not carry on the Work in an acceptable manner, City may, upon seven (7) days written
Notice of Termination, terminate the services of Contractor, exclude Contractor from the
Project site, provide for alternate prosecution of the Work, appropriate or use any or all
materials and equipment on the Project site as may be suitable and acceptable, and may
finish the Work by whatever methods it may deem expedient. In such case Contractor shall
not be entitled to receive any further payment until the Project is completed. All damages,
costs and charges incurred by City, together with the costs of completing the Project, shall
be deducted from any monies due or which may become due to Contractor. In case the
damages and expenses so incurred by City shall exceed monies due Contractor from City,
Contractor shall be liable and shall pay to City the amount of said excess promptly upon
demand therefore by City. In the event it is adjudicated that City was not entitled to
terminate the Contract as described hereunder for default, the Contract shall automatically
be deemed tenninated by City for convenience as described below.
8.2 This Contract may be terminated by the City for convenience upon seven (7) calendar
days' written notice to the Contractor. In the event of such a termination, the Contractor
shall incur no further obligations in connection with the Project and shall, to the extent
possible, terminate any outstanding subcontractor obligations. The Contractor shall be
compensated for all services performed to the satisfaction of the City. In such event, the
Contractor shall promptly submit to the City its Application for Payment for final
payment which shall comply with the provisions of the Contract Documents.
ARTICLE9
MISCELLANEOUS
9.1 No Assignment.
Neither party shall assign the Contract or any sub-contract in whole or in part without the
written consent of the other, nor shall Contractor assign any monies due or to become due to
it hereunder, without the previous written consent of the City Manager.
9 .2 Contractor's Responsibility for Damages and Accidents:
9.3
9.2.1 Contractor shall accept full responsibility for the Work against all loss or damage of
any nature sustained until final acceptance by City, and shall promptly repair any
damage done from any cause.
9.2.2 Contractor shall be responsible for all materials, equipment and supplies pertaining
to the Project. In the event any such materials, equipment and supplies are lost,
stolen, damaged or destroyed prior to final acceptance by City, Contractor shall
replace same without cost to City.
Defective Work. Warranty and Guarantee:
9.3.1 City shall have the authority to reject or disapprove Work which the City finds to be
defective. If required by the City, Contractor shall promptly either correct all
defective Work or remove such defective Work and replace it with nondefective
Work. Contractor shall bear all direct, indirect and consequential costs of such
removal or corrections including cost of testing laboratories and personnel.
9.3.2 Should Contractor fail or refuse to remove or correct any defective Work or to make
any necessary repairs in accordance with the requirements of the Contract
Documents within the time indicated in writing by City's Engineer, City shall have
the authority to cause the defective Work to be removed or corrected, or make such
repairs as may be necessary at Contractor's expense. Any expense incurred by City
in making such removals, corrections or repairs, shall be paid for out of any monies
due or which may become due to Contractor. In the event of failure of Contractor to
make all necessary repairs promptly and fully, City may declare Contractor in
default.
9.3.3 The Contractor shall unconditionally warrant and guarantee all materials and
equipment furnished and Work perfonned for a period of one (1) year from the date
of substantial completion. If, within one (1) year after the date of substantial
completion, any of the Work is found to be defective or not in accordance with the
Contract Docwnents, Contractor, after receipt of written notice from City, shall
promptly correct such defective or nonconfonning Work within the time specified
by City without cost to City. Nothing contained herein shall be construed to
establish a period of limitation with respect to any other obligation which Contractor
might have under the Contract Docwnents including but not limited to any claim
regarding latent defects. Contractor shall provide and assign to City all material and
equipment warranties upon completion of the Work hereunder.
9.3.4 Failure to reject any defective Work or material shall not in any way prevent later
rejection when such defect is discovered.
9.4 Legal Restrictions and Hours of Work.
Contractor shall confonn to and obey all applicable laws, regulations, or ordinances with
regard to labor employed, hours of Work and Contractor's general operations. Contractor shall
conduct its operations so as not to interfere with or close any thoroughfare, without the written
consent of the City or governing jurisdiction. Work is anticipated to be performed Monday
through Friday in accordance with the requirements and limitations of applicable law. Unless
authorized by the City otherwise, the Contractor shall not perform Work beyond the time and
days provided above without the prior written approval of the City.
9.5 Ownership and Access to Records and Audits.
9.5.1 Contractor acknowledges that all inventions, innovations, improvements,
developments, methods, designs, analyses, drawings, reports, compiled
infonnation, and all similar or related information (whether patentable or not)
which relate to Services to the City which are conceived, developed or made by
Contractor during the tenn of this Agreement ("Work Product") belong to the
City. Contractor shall promptly disclose such Work Product to the City and
perform all actions reasonably requested by the City (whether during or after the
tenn of this Agreement) to establish and confinn such ownership (including,
without limitation, assignments, powers of attorney and other instruments).
9 .5 .2 Contractor agrees to keep and maintain public records in Contractor's possession
or control in connection with Contractor's performance under this Agreement.
The City Manager or her designee shall, during the term of this Agreement and
for a period of three (3) years from the date of termination of this Agreement,
have access to and the right to examine and audit any records of the Contractor
involving transactions related to this Agreement. Contractor additionally agrees
to comply specifically with the provisions of Section 119.0701, Florida Statutes.
Contractor shall ensure that public records that are exempt or confidential and
exempt from public records disclosure requirements are not disclosed, except as
authorized by law, for the duration of the Agreement, and following completion
of the Agreement until the records are transferred to the City.
9.5.3 Upon request from the City's custodian of public records, Contractor shall
provide the City with a copy of the requested records or allow the records to be
inspected or copied within a reasonable time at a cost that does not exceed the
cost provided by Chapter l t 9, Florida Statutes, or as otherwise provided by law.
9.5.4 Unless otherwise provided by law, any and all records, including but not limited
to reports, surveys, and other data and documents provided or created in
connection with this Agreement are and shall remain the property of the City.
9 .5 .5 Upon completion of this Agreement or in the event of termination by either party,
any and all public records relating to the Agreement in the possession of the
Contractor shall be delivered by the Contractor to the City Manager, at no cost to
the City, within seven (7) days. All such records stored electronically by
Contractor shall be delivered to the City in a format that is compatible with the
City's information technology systems. Once the public records have been
delivered upon completion or termination of this Agreement, the Contractor shall
destroy any and all duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements.
9.5.6 Any compensation due to Contractor shall be withheld until all records are
received as provided herein.
9.5.7 Contractor's failure or refusal to comply with the provisions of this section shall
result in the immediate termination of this Agreement by the City.
9.5.8 Notice Pursuant to Section 119.070H2)(a}, Florida Statutes. IF THE
CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S
DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS
AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS.
Custodian of Records:
Mailing address:
Telephone number:
Email:
9.6 No Damages for Delay:
Nkenga "Nikki" Payne, CMC, FCRM
6130 Sunset Drive
South Miami, FL 33143
305-663-6340
NPayne@,southmiamifl.gov
No claim for damages or any claim, other than for an extension of time shall be
made or asserted against City by reason of any delays. 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, 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 or whether
or not caused by City. Contractor shall be entitled only to extensions of the Contract
Time as the sole and exclusive remedy for such resulting delay. Notwithstanding the
above Contractor may be granted an extension of time and suspension of liquidated
damages for any delay beyond the control of the Contractor. Should any delay,
disruption, interference or hindrance be intentionally caused by the City, for a
continuous period or cumulative period of thirty (30) days, the Contractor may
tenninate the Contract upon seven days written notice to the City.
9. 7 Authorized Representative.
9. 7.1 Before commencing the Work, Contractor shall designate a competent, authorized
representative ("Authorized Representative") acceptable to City to represent and act for
Contractor and shall inform City, in writing, of the name and address of such representative
together with a clear definition of the scope of his authority to represent and act for Contractor.
Contractor shall keep City informed of any subsequent changes in the foregoing. Such
representative shall be present or duly represented at the Project site at all times when Work is
actually in progress. All notices, determinations, instructions and other communications given to
the authorized representatives of Contractor shall be binding upon the Contractor.
9. 7 .2 The Authorized Representative, project Citys, superintendents and supervisors for
the Project are all subject to prior and continuous approval of City. If, at any time during the term
of this Contract, any of the personnel either functionally or nominally performing any of the
positions named above, are, for any reasonable cause whatsoever, unacceptable to City,
Contractor shall replace the unacceptable personnel with personnel acceptable to City.
9.8 Taxes.
Contractor shall pay all taxes, levies, duties and assessments of every nature which may
be applicable to any Work under this Contract. The Contract Price and any agreed variations
thereof shall include all taxes imposed by law at the time of this Contract. Contractor shall make
any and all payroll deductions required by law. Contractor herein indemnifies and holds Owner
harmless from any liability on account of any and all such truces, levies, duties and assessments. ·
9. 9 Utilities.
Contractor shall, at its expense, locate all utilities in the Work area, in accordance with all
requirements of applicable law. Contractor shall further arrange for, develop and maintain all
utilities at the Project to perfonn the Work and meet the requirements of this Contract. Such
utilities shall be furnished by Contractor at no additional cost to City. Prior to final acceptance of
the Work, Contractor shall, at its expense, satisfactorily remove and dispose of all temporary
utilities developed to meet the requirements of this Contract.
9 .10 Safety.
Contractor shall be fully and solely responsible for safety and conducting all operations
under this Contract at all times in such a manner as to avoid the risk of bodily harm to persons
and damage to property. Contractor shall continually and diligently inspect all Work, materials
and equipment to discover any conditions which might involve such risks and shall be solely
responsible for discovery and correction of any such conditions. Contractor shall have sole
responsibility for implementing its safety program. City shall not be responsible for supervising
the implementation of Contractor's safety program, and shall not have responsibility for the
safety of Contractor's or its subcontractor's employees. Contractor shall maintain all portions of
the Project site and Work in a neat, clean and sanitary condition at all times. Contractor shall
assure that subcontractors performing Work comply with the foregoing safety requirements.
9 .11 Cleaning Up.
Contractor shall, at all times, at its expense, keep its Work areas in a neat, clean and safe
condition. Upon completion of any portion of the Work, Contractor shall promptly remove all of
its equipment, construction materials, temporary structures and surplus materials not to be used
at or near the same location during later stages of Work. Upon completion of the Work and
before final payment is made, Contractor shall, at its expense, satisfactorily dispose of all
rubbish, unused materials and other equipment and materials belonging to it or used in the
performance of the Work and Contractor shall leave the Project in a neat, clean and safe
condition. In the event of Contractor's failure to comply with the foregoing, the same may be
accomplished by City at Contractor's expense.
9 .12 Rights and Remedies.
The duties and obligations imposed by the Contract Documents and the rights and
remedies available thereunder and in accordance with this Contract shall be in addition to and
not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by
law.
9.13 Public·Entity Crimes Affidavit
Contractor shall comply with Section 287 .133, Florida Statutes, (Public Entity Crimes
Statute) notification of which is hereby incorporated herein by reference, including execution of any
required affidavit.
9.14 Capitalized Tenns.
Capitalized terms shall have their plain meaning as indicated herein.
9.15 Independent Contractor.
The Contractor is an independent Contractor under the Contract. This Contract does not
create any partnership nor joint venture. 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.
9 .16 Payment to Sub-Contractors.
Certification of Payment to Subcontractors: The term "subcontractor", as used herein,
includes persons or finns furnishing labor, materials or equipment incoiporated into or to be
incorporated into the Work or Project. The Contractor is required to pay all subcontractors for
satisfactory performance of their contracts as a condition precedent to payment to Contractor by the
City. The Contractor shall also return all retainage withheld to the subcontractors within 30 days
after the subcontractor's work is satisfactorily complete and accepted by the City.
9.17 ~
Contractor shall not pennit any mechanic's, laborer's or materialmen's lien to be filed
against the Project site or any part thereof by reason of any Work, labor, services or materials
supplied or claimed to have been supplied to the Project. In the event such a lien is found or
claimed against the Project, Contractor shall within ten ( l 0) days after notice of the lien
discharge the lien or liens and cause a satisfaction of such lien to be recorded in the public
records of Miami-Dade County, Florida, or cause such lien to be transferred to a bond, or post a
bond sufficient to cause the Clerk of the Circuit Court of Miami-Dade County, Florida, to
discharge such lien pursuant to Chapter 713.24, F.S. In the event Contractor fails to so discharge
or bond the lien or liens within such period as required above, City shall thereafter have the right,
but not the obligation, to discharge or bond the lien or liens. Additionally, City shall thereafter
have the right, but not the obligation, to retain out of any payment then due or to become due
Contractor, one hundred fifty percent (150%) of the amount of the lien and to pay City's
reasonable attorneys' fees and costs incurred in coMection therewith.
9.18 Governing Law
This Contract shall be construed in accordance with and governed by the laws of the State of
Florida. Venue for any litigation arising out of this Contract shall be proper exclusively in
Miami-Dade County, Florida.
9.19 Waiver of Jury Trial.
City and Contractor knowingly, irrevocably, voluntarily and intentionally waive any right
either may have to a trial by jury in State and or Federal court proceedings in respect to any
action, proceeding, lawsuit or counterclaim based upon the Contract for Construction, arising out
of, under, or in connection with the Construction of the Work, or any course of conduct, course
of dealing, statements or actions or inactions of any party.
9.20 Prevailing Party; Attorneys' Fees. In the event of any controversy, claim, dispute or
litigation between the parties arising from or relating to this Contract (including, but not limited
to, the enforcement of any indemnity provisions), the prevailing party shall be entitled to recover
reasonable costs, expenses and attorneys' fees including, but not limited to, court costs and other
expenses through all appellate levels.
9.21 Notices/Authorized Representatives. Any notices required by this Contract shall be in
writing and shall be deemed to have been properly given if transmitted by hand-delivery, by
registered or certified mail with postage prepaid return receipt requested, or by a private postal
service, addressed to the parties ( or their successors) at the addresses listed on the signature page
of this Contract or such other address as the party may have designated by proper notice.
ARTICLE 10
SPECIAL CONDITIONS
10.1 The following provisions supersede any provisions contained in this Contract only to the
extent of any conflict with same. These provisions are particular to a given transaction
and are transaction specific: None
(Remainder of page intentionally left blank.
Signature page and E-Verify Affidavit follows.]
E-VERIFY AFFIDAVIT
In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing
business with the City to register with and use the E-Verify system to verify the work
authorization status of all newly hired employees. The City will not enter into a contract unless
each party to the contract registers with and uses the E-Verify system.
The contracting entity must provide of its proof of enrollment in E-Verify. For instructions
on how to provide proof of the contracting entity's participation/enrollment in E-Verify, please
visit: hltps://www.e-verify.gov/fag/how-do-i-providc-proof-of-my-participationenrollment-in-e-
verify
By signing below, the contracting entity acknowledges that it has read Section 448.095, Florida
Statutes and will comply with the E-Verify requirements imposed by it, including but not limited
to obtaining E-Verify affidavits from subcontractors.
□ Check here to confirm proof of enrollment in E-Verify has been attached to this
Affidavit.
In the presence of:
Print Name: Carlos Porro -----------Title: President
Entity Name: South Florida Air Conditioning And Refrigeration C01
State of Florida
County of Miami-Dade
ACKNOWLEDGMENT
The foregoing instrument was acknowledged before me by means of ~hysical presence or □
online notarization, this 18th day of May , 20~. by c~rl~ Porro
---~_,(name of person) as Pre~·Je/\-\ (type of authority) for
Soutn £1or'1dc-. A'{c.OAJ:♦jo0 )')•>(name of party on behalf of whom instrument is executed).
~❖\''~'J!11,,,✓• Andres cos d _. ~
Jt'};.~;;-~~<,.\ Comm.flHH09'617 A /l~ ~j
l\nJ. Refri,C!rt)+io" A t· 1
%;( ~);§ Expirts: Feb.10. 7.0?.fi ~ -
~l;r~~ Bonded lhru /\cJron Mo\my Notary Public (Print, Stamp, or Type as
1
""111 \"\'" Commissioned)
< Personally known to me; or -✓_..,__Produced identification (Type ofldentification: ft, 'i) i,v-er l, ~lt" re
___ .Did take an oath; or
___ Did not talce an oath
)
IN WITNESS WHEREOF, the parties hereto have caused thi s Agreement to be executed the day and year as fir st
stated above.
CONTRACTOR
By: -~~-----------t--
Genaro "Ch ip " Iglesia s
C ity Manager
Attest:
Addresses for Notice :
Ge naro "Ch ip " Iglesias
City of South Miami
Attn : City Manager
6130 Sunset Drive
South Miami , FL 33 14 3
305-668-25 10 (te lephone)
305-663-6345 (facsim il e)
chip@southmiamifl.gov (e mail)
With a cop y to:
Weiss Serota Helfman Cole & Biennan, P.L.
Attn : Lillian Arango, Esq.
C ity of Sou th Miami Attorney
2800 Ponce de Leon Boulevard, Su ite 1200
Co ral Gab les, FL 33134
larango@wsh-law.com (email)
Name : Carlos Porro
Title: President
En tit y: South Florida Air Conditioning And Refrigeration Co rp
Addresses for Not ice:
____________ (te lephone)
____________ (facsimile)
____________ (emai l)
With a copy to:
____________ (telephone)
____________ {facsim il e)
____________ (email)
Page 18 of 19
Exhibit "A,,
Contractor's Proposal
-j
CONTRACT FOR CONSTRUCTION
THIS CONTRACT FOR CONSTRUCTION (this “Contract”) is made effective as of the
day of , 2023 (the “Effective Date”), by and between the
CITY OF SOUTH MIAMI, FLORIDA, a Florida municipal corporation (hereinafter referred to
as "City"), and SOUTH FLORIDA AIR CONDITIONING AND REFRIGERATION
CORP., a Florida for-profit corporation, (hereinafter, the “Contractor”).
WHEREAS, the City desires to replace and install a new air conditioning unit for the
Elected Officials’ Office located at City Hall (the “Project”); and
WHEREAS,the Contractor provided the City with a proposal to provide all labor,
materials, equipment, services, and incidentals necessary to implement the Project in an amount
not to exceed $16,950.00, all as further set forth in the Proposal attached hereto as Exhibit “A”
(the “Services”); and
WHEREAS, the Contractor and City, through mutual negotiation, have agreed upon a
fee for the Services; and
WHEREAS, the City desires to engage the Contractor to perform the Services and
provide the deliverables as specified below.
NOW, THEREFORE, in consideration of the mutual covenants and conditions
contained herein, the Contractor and the City agree as follows:
ARTICLE 1
SCOPE OF WORK
1.1 Contractor hereby agrees to furnish all of the labor, materials, equipment, services and
incidentals necessary to perform all of the work described in the Contract Documents (the
“Work” or the “Project”) including, without limitation as described in the approved plans,
drawings and/or specifications and the Proposal attached hereto as Exhibit “A” for the
following Project:
ELECTED OFFICIALS’ OFFICE AIR CONDITIONING UNIT
REPLACEMENT AND INSTALLATION PROJECT
and in accordance with the Technical Specifications incorporated herein by reference and
made a part of this Contract.
ARTICLE 2
CONTRACT TIME
5
2.1 Contractor shall be instructed to commence the Work by written instructions in the form of a
Notice to Proceed providing a commencement date and issued by the City Engineer. The
Notice to Proceed will not be issued until Contractor's submission to City of all required
documents and after execution of this Contract.
2.2 Time is of the essence throughout this Contract. The Contractor shall prosecute the Work
with faithfulness and diligence and the Work shall be substantially completed within thirty
(30) calendar days from the date specified in the Notice to Proceed (“Substantial
Completion”). Substantial Completion shall be defined for this purpose as the date on which
City receives beneficial use of the Project. The Work shall be fully completed in accord
with the Contract Documents within fifteen (15) calendar days from the date certified by the
City as the date of Substantial Completion (‘Final Completion”) and on the date agreed to
by the Citywhen all Work has been completed in accordance with the Contract Documents.
2.3 Upon failure of Contractor to substantially complete the Contract within the specified period
of time, Contractor shall pay to City the sum of Two Hundred Dollars ($200.00) for each
calendar day after the time specified in Section 2.2 above for Substantial Completion. After
Substantial Completion, should Contractor fail to complete the remaining Work within the
time specified in Section 2.2 above for final completion and readiness for final payment,
Contractor shall pay to City the sum of Two Hundred Dollars ($200.00) for each calendar
day after the time specified in Section 2.2 for final completion and readiness for final
payment. These amounts are not penalties but are liquidated damages payable by Contractor
to Cityfor the failure to provide full beneficial occupancy and use of the Project as required.
Liquidated damages are hereby fixed and agreed upon between the parties who hereby
acknowledge the difficulty of determining the amount of damages that will be sustained by
City as a consequence of Contractor’s delay and 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.
2.4 City is authorized to deduct the liquidated damages from monies due to Contractor for the
Work under this Contract. In case the liquidated damage amount due to City by Contractor
exceeds monies due Contractor from City, Contractor shall be liable and shall immediately
upon demand by City pay to Citythe amount of said excess.
ARTICLE 3
CONTRACT PRICE
3.1 City shall pay to Contractor for the performance of the Contract, the total lump sum of
$16,950.00 (“Contract Price”). The Contract Price shall be full compensation for all services,
labor, materials, equipment and costs, including overhead and profit, associated with
completion of all the Work in full conformity with the Contract Documents and adjusted only
by written change orders signed by both parties and approved as required by local law.
3.2 City shall make progress payments, deducting the amount from the Contract Price above
on the basis of Contractor’s Applications for Payment on or before twenty (20) days after
receipt of the Pay Application. Rejection of a Pay Application by the City shall be within
6
twenty (20) days after receipt of the Pay Application. Any rejection shall specify the
applicable deficiency and necessary corrective action. Any undisputed portion shall be
paid as specified above. All such payments will be made in accordance with the Schedule
of Values established in the Contract Documents or, in the event there is no Schedule of
Values, as otherwise provided in the Contract Documents. In the event the Contract
Documents do not provide a Schedule of Values or other payment schedule, Applications
for Payment shall be submitted monthly by Contractor on or before the 10th of each month
for the prior month. Progress payments shall be made in an amount equal to the
percentage of Work completed, but, in each case, less the aggregate of payments
previously made and less such amounts as City shall determine or City may withhold
taking into account the aggregate of payments made and the percentage of Project
completion in accordance with the Contract Documents and Schedule of Value, if any.
The Contractor agrees that five percent (5%) of the amount due for each progress payment
or Pay Application (the “Retainage”) shall be retained by City until final completion and
acceptance of the Work by City. In the event there is a dispute between Contractor and
City concerning a Pay Application, dispute resolution procedures shall be conducted by
City commencing within 45 days of receipt of the disputed Payment Application. The City
shall reach a conclusion within 15 days thereafter and promptly notify Contractor of the
outcome, including payment, if applicable.
3.3 Each Pay Application shall include an affidavit or partial release or waiver of lien by
Contractor indicating that partial payments received from CITY for the Work have been
applied by Contractor to discharge in full all of Contractor’s obligations, including
payments to subcontractors and material suppliers.
3.4 The payment of any Application for Payment by City, including the final request for
payment, does not constitute approval or acceptance by City of any item of the Work
reflected in such Application for Payment, nor shall it be construed as a waiver of any of
the City’s rights hereunder or at law or in equity.
3.5 Upon Final Completion of the Work by Contractor in accordance with the Contract
Documents and acceptance by the City, and upon receipt of consent by any surety, City
shall pay the remainder of the Contract Price and Retainage as recommended by the City’s
Project Consultant. Final payment is contingent upon receipt by City from Contractor of
at least one complete set of as-built plans, reflecting an accurate depiction of Contractor’s
Work.
3.6 This Contract is subject to the condition precedents that: (i) City funds are available and
budgeted for the Contract Price; (ii) the City secures and obtains any necessary grants or
loans for the accomplishment of this Project pursuant to any borrowing legislation adopted
by the City Council relative to the Project; and (iii) City Council enacts legislation which
awards and authorizes the execution of this Contract, if such is required.
ARTICLE 4
7
CONTRACT DOCUMENTS
4.1 The Contract Documents, which comprise the entire agreement between the City and the
Contractor concerning the Work, consist of this Contract for Construction (including any
change orders and amendments thereto), any and all drawings, plans and specifications
approved by City (including the Plans), the bidding documents or procurement documents
for the Project, the Contractor’s bid or proposal for the Project, attached hereto as Exhibit
“A,” the Bonds (defined herein), Insurance Certificates, the Notice of Award, and the Notice
to Proceed, all of which are deemed incorporated into and made a part of this Contract by
this reference and govern this Project. In the event of any conflict among the foregoing, the
documents shall govern in the order listed herein. Contractor is reminded and hereby
recognizes that all Work under this Contract must comply with all applicable federal, state
and local law. Any mandatory clauses which are required by applicable law shall be deemed
to be incorporated herein.
4.2 This Contract incorporates and includes all prior negotiations, correspondence,
conversations, agreements, or understandings applicable to the matters contained herein and
the parties agree that there are no commitments, agreements, or understandings concerning
the subject matter of these Contract Documents that are not contained herein. Accordingly
it is agreed that no deviation from the terms hereof shall be predicated upon any prior
representations or agreements, whether oral or written.
4.3 The Contract Documents shall remain the property of the City. The Contractor shall have
the right to keep one record set of the Contract Documents upon completion of the Project;
however in no circumstances shall the Contractor use, or permit to be used, any or all of
such Contract Documents on other projects without the City's prior written authorization.
ARTICLE 5
INDEMNIFICATION
5.1 Contractor shall defend, indemnify, and hold harmless the City, its officers, agents and
employees, from and against any and all demands, claims, losses, suits, liabilities, causes
of action, judgment or damages, including legal fees and costs and through appeal,
arising out of or, related to, or in any way connected with Contractor’s performance or
non-performance of this Contract or with Contractor’s obligations or the Work related to
the Contract, including by reason of any damage to property, or bodily injury or death
incurred or sustained by any party. Contractor shall defend, indemnify, and hold the City
harmless from all losses, injuries or damages and wages or overtime compensation due its
employees in rendering services pursuant to this Contract, including payment of
reasonable attorneys’ fees and costs in the defense of any claim made under the Fair
Labor Standards Act, Title VII of the Civil Rights Act of 1964, the Age Discrimination in
Employment Act, the Americans with Disabilities Act or any employment related
litigation or worker’s compensation claims under federal or state law. The provisions of
this section shall survive termination of this Contract.
8
ARTICLE 6
INSURANCE AND BONDS
6.1 Insurance. Contractor shall secure and maintain throughout the duration of this Contract
insurance of such types and in such amounts not less than those specified below as
satisfactory to City, naming the City as an Additional Insured, underwritten by a firm
rated A-X or better by Bests Rating and qualified to do business in the State of Florida.
Certificates of Insurance shall be provided to the City, reflecting the City as an
Additional Insured, no later than ten (10) days after award of this Contract and prior to
the execution of this Contract by City and prior to commencing any Work. Each
certificate shall include no less than (30) thirty-day advance written notice to City prior to
cancellation, termination, or material alteration of said policies or insurance. The
insurance coverage shall be primary insurance with respect to the City, its officials,
employees, agents and volunteers naming the City as additional insured. Any insurance
maintained by the City shall be in excess of the Contractor’s insurance and shall not
contribute to the Contractor’s insurance. The insurance coverages shall include at a
minimum the amounts set forth in this Section 6.1.
(a)Commercial General Liability coverage with limits of liability of not less
than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property
Damage. This Liability Insurance shall also include Completed Operations and Product
Liability coverages and eliminate the exclusion with respect to property under the care,
custody and control of Contractor. The General Aggregate Liability limit (except for
Products/Completed Operations) shall be in the amount of $2,000,000.
(b)Workers Compensation and Employer’s Liability insurance, to apply for
all employees for statutory limits as required by applicable State and Federal laws. The
policy(ies) must include Employer’s Liability with minimum limits of $1,000,000.00
each accident. No employee, subcontractor or agent of the Contractor shall be allowed to
provide Work pursuant to this Contract who is not covered by Worker’s Compensation
insurance.
(c)Business Automobile Liability with minimum limits of $1,000,000 per
Occurrence, combined single limit for Bodily Injury and Property Damage. 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 Owned, Hired, and Non-Owned Vehicles.
(d)Contractor acknowledges that it shall bear the full risk of loss for any
portion of the Work damaged, destroyed, lost or stolen until Final Completion has been
achieved for the Project, and all such Work shall be fully restored by the Contractor, at its
sole cost and expense, in accordance with the Contract Documents.
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(e)Certificate of Insurance. On or before the Effective Date of this
Contract, the Contractor shall provide the City with Certificates of Insurance for all
required policies. The Contractor shall be responsible for assuring that the insurance
certificates required by this Section remain in full force and effect for the duration of this
Contract, including any extensions or renewals that may be granted by the City. The
Certificates of Insurance shall not only name the types of policy(ies) provided, but also
shall refer specifically to this Contract and shall state that such insurance is as required by
this Contract. The City reserves the right to inspect and return a certified copy of such
policies, upon written request by the City. If a policy is due to expire prior to the
completion of the Work, renewal Certificates of Insurance shall be furnished thirty (30)
calendar days prior to the date of their policy expiration. Each policy certificate shall be
endorsed with a provision that not less than thirty (30) calendar days’ written notice shall
be provided to the City before any policy or coverage is cancelled or restricted.
Acceptance of the Certificate(s) is subject to approval of the City.
(f)Additional Insured.The City is to be specifically included as an
Additional Insured for the liability of the City resulting from Work performed by or on
behalf of the Contractor in performance of this Contract. The Contractor’s insurance,
including that applicable to the City as an Additional Insured, shall apply on a primary
basis and any other insurance maintained by the City shall be in excess of and shall not
contribute to the Contractor’s insurance. The Contractor’s insurance shall contain a
severability of interest provision providing that, except with respect to the total limits of
liability, the insurance shall apply to each Insured or Additional Insured (for applicable
policies) in the same manner as if separate policies had been issued to each.
(g)Deductibles.All deductibles or self-insured retentions must be declared
to and be reasonably approved by the City. The Contractor shall be responsible for the
payment of any deductible or self-insured retentions in the event of any claim.
(h)The provisions of this section shall survive termination of this Contract.
6.2 Bonds. Prior to performing any portion of the Work and within three (3) days of the
Effective Date hereof, the Contractor shall deliver to City the Bonds required to be
provided by Contractor hereunder. (The bonds referenced in this Section are collectively
referred to herein as the “Bonds”). Pursuant to and in accordance with Section 255.05,
Florida Statutes, the Contractor shall obtain and thereafter at all times during the
performance of the Work maintain a separate performance bond and labor and material
payment bond for the Work, each in an amount equal to one hundred percent (100%) of
the Contract Price and each in the form provided in the Contract Documents or in other
form satisfactory to and approved in writing by City and executed by a surety of
recognized standing with a rating of B plus or better for bonds up to Two Million
Dollars. The surety providing such Bonds must be licensed, authorized and admitted to
do business in the State of Florida and must be listed in the Federal Register (Dept. of
Treasury, Circular 570). The cost of the premiums for such Bonds is included in the
Contract Price. If notice of any change affecting the Scope of the Work, the Contract
Price, Contract Time or any of the provisions of the Contract Documents is required by
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the provisions of any bond to be given to a surety, the giving of any such notice shall be
Contractor’s sole responsibility, and the amount of each applicable bond shall be adjusted
accordingly. If the surety is declared bankrupt or becomes insolvent or its right to do
business in Florida is terminated or it ceases to meet applicable law or regulations, the
Contractor shall, within five (5) days of any such event, substitute another bond (or
Bonds as applicable) and surety, all of which must be satisfactory to City.
ARTICLE 7
CONTRACTOR’S REPRESENTATIONS AND WARRANTIES
In order to induce the City to enter into this Contract, the Contractor makes the following
representations and warranties:
7.1 Contractor Represents the following:
7.1.1 Contractor has examined and carefully studied the Contract Documents and the
other data identified in the bidding documents, including, without limitation, the
“technical data” and plans and specifications and the Plans.
7.1.2 Contractor has visited the Project site and become familiar with and is satisfied as
to the general and local conditions and site conditions that may affect cost,
progress, performance or furnishing of the Work.
7.1.3 Contractor is familiar with and is satisfied as to all federal, state and local laws,
regulations and permits that may affect cost, progress, performance and furnishing
of the Work. Contractor agrees that it will at all times comply with all
requirements of the foregoing laws, regulations and permits.
7.1.4 Contractor has made, or caused to be made, examinations, investigations, tests
and/or studies as necessary to determine surface and subsurface conditions at or
on the site. Contractor acknowledges that the City does not assume responsibility
for the accuracy or completeness of information and data shown or indicated in
the Contract Documents with respect to underground or ground facilities at,
contiguous or near the site or for existing improvements at or near the site.
Contractor has obtained and carefully studied (or assumes responsibility for
having done so) all such additional supplementary examinations, investigations,
explorations, tests, studies and data concerning conditions (surface, subsurface
and underground facilities and improvements) at, contiguous or near to the site or
otherwise which may affect cost, progress, performance or furnishing of the Work
or which relate to any aspect of the means, methods, techniques, sequences and
procedures of construction to be employed by Contractor and safety precautions
and programs incident thereto. Contractor does not consider that any additional
examinations, investigations, explorations, tests, studies or data are necessary for
the performance and furnishing of the Work at the Contract Price, within the
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Contract Time and in accordance with the other terms and conditions of the
Contract Documents.
7.1.5 Contractor is aware of the general nature of Work to be performed by the City and
others at the site that relates to the Work as indicated in the Contract Documents.
7.1.6 Contractor has correlated the information known to Contractor, information and
observations obtained from visits to the site, reports and drawings identified in the
Contract Documents and all additional examinations, investigations, explorations,
tests, studies and data with the Contract Documents.
7.1.7 Contractor has given City written notice of all conflicts, errors, ambiguities or
discrepancies that Contractor has discovered in the Contract Documents and the
written resolution thereof by City is acceptable to Contactor, and the Contract
Documents are generally sufficient to indicate and convey understanding of all
terms and conditions for performance and furnishing of the Work.
7.1.8 The Contractor agrees and represents that it possesses the requisite skills to
perform the Work and that the Work shall be executed in a good and workmanlike
manner, free from defects, and that all materials shall be new and approved by or
acceptable to City, except as otherwise expressly provided for in the Contract
Documents. The Contractor shall cause all materials and other parts of the Work
to be readily available as and when required or needed for or in connection with
the construction, furnishing and equipping of the Project.
7.2 Contractor warrants the following:
7.2.1 Anti-Discrimination: Contractor agrees that it will not discriminate against any
employees or applicants for employment or against persons for any other benefit
or service under this Contract because of race, color, religion, sex, national origin,
or physical or mental handicap where the handicap does not affect the ability of
an individual to perform in a position of employment, and agrees to abide by all
federal and state laws regarding non-discrimination.
7.2.2 Anti-Kickback: Contractor warrants that no person has been employed or
retained to solicit or secure this Contract upon an agreement or understanding for
a commission, percentage, brokerage or contingent fee, and that no employee or
officer of the City has any interest, financially or otherwise, in the Project. For
breach or violation of this warranty, the City shall have the right to annul this
Contract without liability or, in its discretion, to deduct from the Contract Price or
consideration, the full amount of such commission, percentage, brokerage or
contingent fee.
7.2.3 Licensing and Permits: Contractor warrants that it shall have, prior to
commencement of Work under this Contract and at all times during said Work, all
required licenses and permits whether federal, state, County or City. Contractor
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acknowledges that it is the obligation of Contractor to obtain all licenses and
permits required for this Project.
ARTICLE 8
DEFAULT AND TERMINATION
8.1 If Contractor fails to timely begin the Work, or fails to perform the Work with sufficient
workers and equipment or with sufficient materials to insure the prompt completion of the
Work within the Contract Time as specified in Article 2, or shall perform the Work
unsuitably, or cause it to be rejected as defective and unsuitable, or shall discontinue the
prosecution of the Work pursuant to the accepted schedule or if the Contractor shall fail to
perform any material term set forth in the Contract Documents or if Contractor shall become
insolvent or be declared bankrupt, or commit any act of bankruptcy or insolvency, or shall
make an assignment for the benefit of creditors, or from any other cause whatsoever shall
not carry on the Work in an acceptable manner, City may, upon seven (7) days written
Notice of Termination, terminate the services of Contractor, exclude Contractor from the
Project site, provide for alternate prosecution of the Work, appropriate or use any or all
materials and equipment on the Project site as may be suitable and acceptable, and may
finish the Work by whatever methods it may deem expedient. In such case Contractor shall
not be entitled to receive any further payment until the Project is completed. All damages,
costs and charges incurred by City, together with the costs of completing the Project, shall
be deducted from any monies due or which may become due to Contractor. In case the
damages and expenses so incurred by City shall exceed monies due Contractor from City,
Contractor shall be liable and shall pay to City the amount of said excess promptly upon
demand therefore by City. In the event it is adjudicated that City was not entitled to
terminate the Contract as described hereunder for default, the Contract shall automatically
be deemed terminated by Cityfor convenience as described below.
8.2 This Contract may be terminated by the City for convenience upon seven (7) calendar
days’ written notice to the Contractor. In the event of such a termination, the Contractor
shall incur no further obligations in connection with the Project and shall, to the extent
possible, terminate any outstanding subcontractor obligations. The Contractor shall be
compensated for all services performed to the satisfaction of the City. In such event, the
Contractor shall promptly submit to the City its Application for Payment for final
payment which shall comply with the provisions of the Contract Documents.
ARTICLE 9
MISCELLANEOUS
9.1 No Assignment.
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Neither party shall assign the Contract or any sub-contract in whole or in part without the
written consent of the other, nor shall Contractor assign any monies due or to become due to
it hereunder, without the previous written consent of the CityManager.
9.2 Contractor's Responsibility for Damages and Accidents:
9.2.1 Contractor shall accept full responsibility for the Work against all loss or damage of
any nature sustained until final acceptance by City, and shall promptly repair any
damage done from any cause.
9.2.2 Contractor shall be responsible for all materials, equipment and supplies pertaining
to the Project. In the event any such materials, equipment and supplies are lost,
stolen, damaged or destroyed prior to final acceptance by City, Contractor shall
replace same without cost to City.
9.3 Defective Work. Warranty and Guarantee:
9.3.1 City shall have the authority to reject or disapprove Work which the City finds to be
defective. If required by the City, Contractor shall promptly either correct all
defective Work or remove such defective Work and replace it with nondefective
Work. Contractor shall bear all direct, indirect and consequential costs of such
removal or corrections including cost of testing laboratories and personnel.
9.3.2 Should Contractor fail or refuse to remove or correct any defective Work or to make
any necessary repairs in accordance with the requirements of the Contract
Documents within the time indicated in writing by City's Engineer, City shall have
the authority to cause the defective Work to be removed or corrected, or make such
repairs as may be necessary at Contractor's expense. Any expense incurred by City
in making such removals, corrections or repairs, shall be paid for out of any monies
due or which may become due to Contractor. In the event of failure of Contractor to
make all necessary repairs promptly and fully, City may declare Contractor in
default.
9.3.3 The Contractor shall unconditionally warrant and guarantee all materials and
equipment furnished and Work performed for a period of one (1) year from the date
of substantial completion. If, within one (1) year after the date of substantial
completion, any of the Work is found to be defective or not in accordance with the
Contract Documents, Contractor, after receipt of written notice from City, shall
promptly correct such defective or nonconforming Work within the time specified
by City without cost to City. Nothing contained herein shall be construed to
establish a period of limitation with respect to any other obligation which Contractor
might have under the Contract Documents including but not limited to any claim
regarding latent defects. Contractor shall provide and assign to City all material and
equipment warranties upon completion of the Work hereunder.
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9.3.4 Failure to reject any defective Work or material shall not in any way prevent later
rejection when such defect is discovered.
9.4 Legal Restrictions and Hours of Work.
Contractor shall conform to and obey all applicable laws, regulations, or ordinances with
regard to labor employed, hours of Work and Contractor's general operations. Contractor shall
conduct its operations so as not to interfere with or close any thoroughfare, without the written
consent of the City or governing jurisdiction. Work is anticipated to be performed Monday
through Friday in accordance with the requirements and limitations of applicable law. Unless
authorized by the City otherwise, the Contractor shall not perform Work beyond the time and
days provided above without the prior written approval of the City.
9.5 Ownership and Access to Records and Audits.
9.5.1 Contractor acknowledges that all inventions, innovations, improvements,
developments, methods, designs, analyses, drawings, reports, compiled
information, and all similar or related information (whether patentable or not)
which relate to Services to the City which are conceived, developed or made by
Contractor during the term of this Agreement (“Work Product”) belong to the
City. Contractor shall promptly disclose such Work Product to the City and
perform all actions reasonably requested by the City (whether during or after the
term of this Agreement) to establish and confirm such ownership (including,
without limitation, assignments, powers of attorney and other instruments).
9.5.2 Contractor agrees to keep and maintain public records in Contractor’s possession
or control in connection with Contractor’s performance under this Agreement.
The City Manager or her designee shall, during the term of this Agreement and
for a period of three (3) years from the date of termination of this Agreement,
have access to and the right to examine and audit any records of the Contractor
involving transactions related to this Agreement. Contractor additionally agrees
to comply specifically with the provisions of Section 119.0701, Florida Statutes.
Contractor shall ensure that public records that are exempt or confidential and
exempt from public records disclosure requirements are not disclosed, except as
authorized by law, for the duration of the Agreement, and following completion
of the Agreement until the records are transferred to the City.
9.5.3 Upon request from the City’s custodian of public records, Contractor shall
provide the City with a copy of the requested records or allow the records to be
inspected or copied within a reasonable time at a cost that does not exceed the
cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law.
9.5.4 Unless otherwise provided by law, any and all records, including but not limited
to reports, surveys, and other data and documents provided or created in
connection with this Agreement are and shall remain the property of the City.
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9.5.5 Upon completion of this Agreement or in the event of termination by either party,
any and all public records relating to the Agreement in the possession of the
Contractor shall be delivered by the Contractor to the City Manager, at no cost to
the City, within seven (7) days. All such records stored electronically by
Contractor shall be delivered to the City in a format that is compatible with the
City’s information technology systems. Once the public records have been
delivered upon completion or termination of this Agreement, the Contractor shall
destroy any and all duplicate public records that are exempt or confidential and
exempt from public records disclosure requirements.
9.5.6 Any compensation due to Contractor shall be withheld until all records are
received as provided herein.
9.5.7 Contractor’s failure or refusal to comply with the provisions of this section shall
result in the immediate termination of this Agreement by the City.
9.5.8 Notice Pursuant to Section 119.0701(2)(a), Florida Statutes.IF THE
CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S
DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS
AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS.
Custodian of Records: Nkenga “Nikki” Payne, CMC, FCRM
Mailing address:6130 Sunset Drive
South Miami, FL 33143
Telephone number:305-663-6340
Email:NPayne@southmiamifl.gov
9.6 No Damages for Delay:
No claim for damages or any claim, other than for an extension of time shall be
made or asserted against City by reason of any delays. 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, 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 or whether
or not caused by City. Contractor shall be entitled only to extensions of the Contract
Time as the sole and exclusive remedy for such resulting delay. Notwithstanding the
above Contractor may be granted an extension of time and suspension of liquidated
damages for any delay beyond the control of the Contractor. Should any delay,
disruption, interference or hindrance be intentionally caused by the City, for a
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continuous period or cumulative period of thirty (30) days, the Contractor may
terminate the Contract upon seven days written notice to the City.
9.7 Authorized Representative.
9.7.1 Before commencing the Work, Contractor shall designate a competent, authorized
representative (“Authorized Representative”) acceptable to City to represent and act for
Contractor and shall inform City, in writing, of the name and address of such representative
together with a clear definition of the scope of his authority to represent and act for Contractor.
Contractor shall keep City informed of any subsequent changes in the foregoing. Such
representative shall be present or duly represented at the Project site at all times when Work is
actually in progress. All notices, determinations, instructions and other communications given to
the authorized representatives of Contractor shall be binding upon the Contractor.
9.7.2 The Authorized Representative, project Citys, superintendents and supervisors for
the Project are all subject to prior and continuous approval of City. If, at any time during the term
of this Contract, any of the personnel either functionally or nominally performing any of the
positions named above, are, for any reasonable cause whatsoever, unacceptable to City,
Contractor shall replace the unacceptable personnel with personnel acceptable to City.
9.8 Taxes.
Contractor shall pay all taxes, levies, duties and assessments of every nature which may
be applicable to any Work under this Contract. The Contract Price and any agreed variations
thereof shall include all taxes imposed by law at the time of this Contract. Contractor shall make
any and all payroll deductions required by law. Contractor herein indemnifies and holds Owner
harmless from any liability on account of any and all such taxes, levies, duties and assessments.
9.9 Utilities.
Contractor shall, at its expense, locate all utilities in the Work area, in accordance with all
requirements of applicable law. Contractor shall further arrange for, develop and maintain all
utilities at the Project to perform the Work and meet the requirements of this Contract. Such
utilities shall be furnished by Contractor at no additional cost to City. Prior to final acceptance of
the Work, Contractor shall, at its expense, satisfactorily remove and dispose of all temporary
utilities developed to meet the requirements of this Contract.
9.10 Safety.
Contractor shall be fully and solely responsible for safety and conducting all operations
under this Contract at all times in such a manner as to avoid the risk of bodily harm to persons
and damage to property. Contractor shall continually and diligently inspect all Work, materials
and equipment to discover any conditions which might involve such risks and shall be solely
responsible for discovery and correction of any such conditions. Contractor shall have sole
responsibility for implementing its safety program. City shall not be responsible for supervising
17
the implementation of Contractor's safety program, and shall not have responsibility for the
safety of Contractor's or its subcontractor’s employees. Contractor shall maintain all portions of
the Project site and Work in a neat, clean and sanitary condition at all times. Contractor shall
assure that subcontractors performing Work comply with the foregoing safety requirements.
9.11 Cleaning Up.
Contractor shall, at all times, at its expense, keep its Work areas in a neat, clean and safe
condition. Upon completion of any portion of the Work, Contractor shall promptly remove all of
its equipment, construction materials, temporary structures and surplus materials not to be used
at or near the same location during later stages of Work. Upon completion of the Work and
before final payment is made, Contractor shall, at its expense, satisfactorily dispose of all
rubbish, unused materials and other equipment and materials belonging to it or used in the
performance of the Work and Contractor shall leave the Project in a neat, clean and safe
condition. In the event of Contractor's failure to comply with the foregoing, the same may be
accomplished by City at Contractor's expense.
9.12 Rights and Remedies.
The duties and obligations imposed by the Contract Documents and the rights and
remedies available thereunder and in accordance with this Contract shall be in addition to and
not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by
law.
9.13 Public Entity Crimes Affidavit
Contractor shall comply with Section 287.133, Florida Statutes, (Public Entity Crimes
Statute) notification of which is hereby incorporated herein by reference, including execution of any
required affidavit.
9.14 Capitalized Terms.
Capitalized terms shall have their plain meaning as indicated herein.
9.15 Independent Contractor.
The Contractor is an independent Contractor under the Contract. This Contract does not
create any partnership nor joint venture. 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.
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9.16 Payment to Sub-Contractors.
Certification of Payment to Subcontractors: The term “subcontractor”, as used herein,
includes persons or firms furnishing labor, materials or equipment incorporated into or to be
incorporated into the Work or Project. The Contractor is required to pay all subcontractors for
satisfactory performance of their contracts as a condition precedent to payment to Contractor by the
City. The Contractor shall also return all retainage withheld to the subcontractors within 30 days
after the subcontractor’swork is satisfactorily complete and accepted by the City.
9.17 Liens.
Contractor shall not permit any mechanic’s, laborer’s or materialmen’s lien to be filed
against the Project site or any part thereof by reason of any Work, labor, services or materials
supplied or claimed to have been supplied to the Project. In the event such a lien is found or
claimed against the Project, Contractor shall within ten (10) days after notice of the lien
discharge the lien or liens and cause a satisfaction of such lien to be recorded in the public
records of Miami-Dade County, Florida, or cause such lien to be transferred to a bond, or post a
bond sufficient to cause the Clerk of the Circuit Court of Miami-Dade County, Florida, to
discharge such lien pursuant to Chapter 713.24, F.S. In the event Contractor fails to so discharge
or bond the lien or liens within such period as required above, City shall thereafter have the right,
but not the obligation, to discharge or bond the lien or liens. Additionally, City shall thereafter
have the right, but not the obligation, to retain out of any payment then due or to become due
Contractor, one hundred fifty percent (150%) of the amount of the lien and to pay City’s
reasonable attorneys' fees and costs incurred in connection therewith.
9.18 Governing Law
This Contract shall be construed in accordance with and governed by the laws of the State of
Florida. Venue for any litigation arising out of this Contract shall be proper exclusively in
Miami-Dade County, Florida.
9.19 Waiver of Jury Trial.
City and Contractor knowingly, irrevocably, voluntarily and intentionally waive any right
either may have to a trial by jury in State and or Federal court proceedings in respect to any
action, proceeding, lawsuit or counterclaim based upon the Contract for Construction, arising out
of, under, or in connection with the Construction of the Work, or any course of conduct, course
of dealing, statements or actions or inactions of any party.
9.20 Prevailing Party; Attorneys' Fees. In the event of any controversy, claim, dispute or
litigation between the parties arising from or relating to this Contract (including, but not limited
to, the enforcement of any indemnity provisions), the prevailing party shall be entitled to recover
reasonable costs, expenses and attorneys' fees including, but not limited to, court costs and other
expenses through all appellate levels.
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9.21 Notices/Authorized Representatives.Any notices required by this Contract shall be in
writing and shall be deemed to have been properly given if transmitted by hand-delivery, by
registered or certified mail with postage prepaid return receipt requested, or by a private postal
service, addressed to the parties (or their successors) at the addresses listed on the signature page
of this Contract or such other address as the party may have designated by proper notice.
ARTICLE 10
SPECIAL CONDITIONS
10.1 The following provisions supersede any provisions contained in this Contract only to the
extent of any conflict with same. These provisions are particular to a given transaction
and are transaction specific: None
[Remainder of page intentionally left blank.
Signature page and E-Verify Affidavit follows.]
20
E-VERIFY AFFIDAVIT
In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing
business with the City to register with and use the E-Verify system to verify the work
authorization status of all newly hired employees. The City will not enter into a contract unless
each party to the contract registers with and uses the E-Verify system.
The contracting entity must provide of its proof of enrollment in E-Verify. For instructions
on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please
visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e-
verify
By signing below, the contracting entity acknowledges that it has read Section 448.095, Florida
Statutes and will comply with the E-Verify requirements imposed by it, including but not limited
to obtaining E-Verify affidavits from subcontractors.
☐Check here to confirm proof of enrollment in E-Verify has been attached to this
Affidavit.
In the presence of: Signed, sealed and delivered by:
Witness #1 Print Name: Print Name:
Title:
Witness #2 Print Name: Entity Name:
ACKNOWLEDGMENT
State of Florida
County of
The foregoing instrument was acknowledged before me by means of ☐physical presence or ☐
online notarization, this day of , 20 , by
(name of person) as (type of authority) for
(name of party on behalf of whom instrument is executed).
Notary Public (Print, Stamp, or Type as
Commissioned)
Personally known to me; or
Produced identification (Type of Identification:)
Did take an oath; or
Did not take an oath
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Page 18 of 19
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year as first
stated above.
CITY OF SOUTH MIAMI
By:
Genaro “Chip” Iglesias
City Manager
Attest:
By:
Nkenga “Nikki” Payne, CMC, FCRM
City Clerk
Approved as to form and legal sufficiency:
By:
Weiss Serota Helfman Cole & Bierman, P.L.
City Attorney
Addresses for Notice:
Genaro “Chip” Iglesias
City of South Miami
Attn: City Manager
6130 Sunset Drive
South Miami, FL 33143
305-668-2510 (telephone)
305-663-6345 (facsimile)
chip@southmiamifl.gov (email)
With a copy to:
Weiss Serota Helfman Cole & Bierman, P.L.
Attn: Lillian Arango, Esq.
City of South Miami Attorney
2800 Ponce de Leon Boulevard, Suite 1200
Coral Gables, FL 33134
larango@wsh-law.com (email)
CONTRACTOR
By:
Name:
Title:
Entity:
Addresses for Notice:
(telephone)
(facsimile)
(email)
With a copy to:
(telephone)
(facsimile)
(email)
22
Exhibit “A”
Contractor’s Proposal
23
24
SOUTH
FLORIDA ...
A I R CO, OlTIONl l(j . fU I R!Gl':RA.T ION
8115 NW 29TH STREET
MIAMI, FL. 33122
E-mail:info@ southfloridaac .com
State Lie # CAC036872
Phone: 305-274-5287 Fax: 305-513-4899
PROPOSAL
Date PROPOSAL #
3/22 /2023 21852M
JOB SITE
Customer Address Job 53 -Repl 7.5 S/System AC @ City Hall
City Of South Miami
attn: Carlos Hernandez
6130 SW 72 Stree t
Miami , Fl 33143
WE PROPOSE TO :
INSTALL NEW 7.5 TON AC UNIT @ CITY HALL ****IMPORTANT
NOTE BELOW FOR LEAD TIME AND EQUIPMENT PRICE ****
WE PROPOSE TO:
-REMOVE AND DISPOSE OF EXISTING AC UNIT
-ORDER , DEUVER , AND INSTALL (1) N EW 7.5 TON SPLIT SYST EM AC
UNIT MANUFACTURED BY TRANE
-INST ALL AIR HANDLER TO EXISTING PLENUM AND RETURN IN
ATTIC
-INSTALL AUX. DRAIN PAN
-INSTALL FLOW SWITCH TO PREVENT WATER LEAKS
-INST ALL UNITS TO EXISTING ELECTRICAL SUPPLY
-REPLACE ARMA FLEX FOR NEW UNIT
-RE-DO PLENUM FOR NEW AIR HANDLER
-INSTALL OUTDOOR CONDE NSING UNIT ON EXISTING CONCRETE
BAS E
-START-UP AC UNIT AND CHECK FOR PROPER OPERATIONS
UNIT INFORMATION:
TWE 09043AAA I TTA09043AAB
Estimate will ex pire in 30 days
Thi s proposa l is valid for 30 d ays. We propo se hereb y to fu rni sh material and labor compl ete in
accordance wit h the above s pecifications.
ACCEPTANCE OF PROPOSAL
Signatu re : ______ _
Authorized Signature :
Pag e 1
Total
Total
16,950.00
25
SOUTH
FLORIDA
A I R. .ONOITIONiNG . REFRJGfRA rt ( N
8115 NW 29TH STREET
MIAMI , FL. 33122
E-mail: info @southfloridaac.com
Stat e Lie # CAC036872
Phone: 305-274-5287 Fax : 305-513-4899 JOB SITE
PROPOSAL
Date PROPOSAL#
3/22 /2023 2 185 1M
Customer Address Job 52 -Rep!. 7 .5 Ton Pack.AC @ City Hall
City Of South Miami
attn: Carlos Hernandez
6130 SW 72 Street
Miami, F l 33143
WE PROPOSE TO :
REPLACEMENT OF 7.5 TON PACKAGE UNIT @ CITY HALL
****IMPORTANT NOTE BELOW FOR LEAD TIME AND EQUIPMENT
PRICE****
CRANE SERVICE
WE PROPOSE TO:
-REMOVE AND DISPOSE OF EXISTING PACKAGE UNIT
-ORDER, DELIVER, AND INST ALL ( 1) NEW 7 .5 TON PACKAGE UNIT
MANUFACTURED BY TRANE
-INST ALL MOTORIZED DAMPER FOR UNIT
-INSTALL EXISTING DUCTWORK TO NEW EQUIPMENT
-ANCHORE NEW PACKAGE UNIT TO CURB
-CONNECT NEW UNIT TO EXISTING DRAIN
-START-UP AC UNIT AND CHECK FOR PROPER OPERATIONS
MODEL: TSC090A3S0C
WARRANTY: 5 YEARS ON COMPRESSOR AND l YEAR ON PARTS
AND LABOR
TERMS OF PAYMENT: 60% TO ORDER AND 40% DUE UPON JOB
COMPLETION
Estimate will expire in 30 days
This pro po a l is va lid for 30 d ays. We propose hereby to furni s h m ate rial a nd labor co mpl e te in
acco rdan ce wi th th e a bove s p ecificatio n s . ·
ACCEPTANCE OF PROPOSAL
S ign ature: ______ _
Authorized Signature:
Pa ge 1
Total
15 ,947.00
550.00
26
Florida State Refrigeration Inc.
Residential-Commercial -Industrial
Refrigeration -Air Conditioning -Ice Machines
2649 W 76th Street
Hialeah, Florida 33016
Phone: 786-536-4662
Fax: 786-536-4690
Company: City Of South Miami
Client: Representative: Charles
Address:
City:
Phone: Phone:
Fax Fax:
Job Description: The installation of a new 8.5 RTU Manufactured by Trane.
The following work will include labor and materials listed below:
A. The removal and disposal of existing equipment
B. The Installation of a new 8.5 ton Trane RTU Model:TSC102H3E0A005D
C. The Installation of a new Motorized Damper
D. The installation of a new Heater
E. Hook up to existing Electrical
F. Hook up to existing Draining with new over flow protection
G. Hook up to existing Plenums
H. New Hurricane Tie Down Kit
I. New programmable thermostat
J. Field Materials
K. Crane Lift Services
L. Labor to complete
Job Price: $17,810.68 No Taxes
Unit Lead time: In stock
Warranty: 5 years compressor, 1 year parts
**PROPOSAL ONLY VALID 20 DAYS**
Payment Terms:
50% down payment due upon signature of proposal 40% payment due on delivery of equipment and remaining
10% due upon completion of proposed work. *If implementing payment with any credit card over the amount of $2,000 a 3%
surcharge will be applied to your payment. * Freight Charge Not Included. *
ACCEPTANCE OF PROPOSAL
The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorizing the work as specified.
Payment will be made as outlined above. Proposal is valid for 30 days from Proposal date.
Date of Acceptance: __________ .Authorized Signature: _________ _
27
INVOICE
1000 NW 30 Court
Miami, FL 33125
Phone: (786) 704-4198
G.M.L CONSTRUCTION
Contact Information
Nam e : South Miami City Hall
Mayor Office
Email: chernandez@sout hm iam ifl .gov
Lie.# CGC 1527901
C.F.C.#1431649/C.U.C.#1225951
C.M .C.#1251098/C.C.C.#1334116
Project ID : A/C Replacement
Estimate #: 23252
Date: 4/24/2021
Quantity Description Uni t Price Amount
Trane TTA12044CAAE02P *
Trane TTA 12044CAA E02P*
Heater kit mode l BAYHTRR410A
Scop e of work
Uninstall existing 10 ton air handler and condensing unit.
Labor and materials to install new Trane 10 ton air handler an d< on denser.
Equ ipment le ft rental. $ 27 370.00
0
City f ees do not apply, Subto tal $ 27,370.00
TBD {to be determi ne d} Tax
The price is subject to change in accordance t o the Sh ipping & Ha ndling 0
proje ct 's design Credit Card Processing
Make all checks payable to:
GML Con struct ion , INC. TOTAL $ 27 ,3 70.00
1000 NW 30 Court, Miami FL, 33125