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10/20/2010 AgreementDANNY L. KOLHA GE CLERK OF THE CIRCUIT COURT DATE: October 26, 2010 TO: Dent Pierce, Director Public Works Division ATTN.• Beth Leto, Assistant Director Public Works Division FROM.• Pamela G. Hanc ck, . C. At the October 20, 2010, Board of County Commissioner's meeting, the Board granted approval and authorized execution of the following: Item C20 Contract with Certified Roofing Specialists, Inc. for Roofing Improvements at the Plantation Key Detention Center. Enclosed is a duplicate original for your handding. Item C26 Exhibit II for all four (4) existing Solid Waste and Recycling Collection Franchise Agreements to reflect Fiscal Year 2011 residential and commercial collection rates paid to the Franchisees by the County. Enclosed is a copy for your handling. Item C27 Exhibit V for all four (4) existing Solid Waste and Recycling Collection Franchise Agreements concerning fees for "Special Services" paid to the Franchisees by their customers. Enclosed is a copy for your handling. Should you have any questions please do not hesitate to contact this office. cc: County Attorney Finance File AGREEMENT ROOFING IMPROVEMENTS — PLANTATION KEY DETENTION CENTER CONTRACT MONROE COUNTY CERTIFIED ROOFING SPECIALISTS, INC. THIS AGREEMENT, made and entered into this 20TH day of October, 2010 by and between the MONROE COUNTY, a political subdivision of the State of Florida hereinafter called "County", whose address is 1100 Simonton Street, Key West, Florida 33040 and CERTIFIED ROOFING SPECIALISTS, INC., a Florida corporation, hereinafter called "Contractor", whose address is 3440 NW 25th Avenue, Pompano Beach, Florida 33069. WHEREAS, the County is in need of roof repairs at its Plantation Key Detention Center facility; and WHEREAS, the Contractor is licensed, qualified, properly equipped and is in the business of performing roof repairs; now, therefore IN CONSIDERATION of the premises and of mutual covenants and promises hereinafter contained, the parties hereto do hereby agree as follows: 1. THE CONTRACT The contract between the County and the Contractor, of which this Agreement is a part, consists of the contract documents, as specified in paragraph 2. 2. THE CONTRACT DOCUMENTS The contract documents consist of the Agreement and any amendments hereto executed by the parties, all Change Orders and any addenda, the Request for Bid together with the Contractor's response to the RFB and all required insurance documentation. In the event of a discrepancy between the documents, precedence shall be determined by the order of the documents as just listed. 3. SCOPE OF THE WORK — Roof Improvements — Plantation Key Detention Center, 53 High Point Road, Plantation Key, Florida 33036. A. The Contractor shall perform all of the work required, implied or reasonably inferable from this agreement. The term "work" shall mean whatever is done by or required of the contractor to perform and complete its duties under this agreement, including the following: construction of the whole or a designated part of the project; furnishing of any required surety bonds and insurance; and the provision or furnishing of labor, supervision, engineering services, material, supplies, equipment, fixtures, appliances, facilities, tools, transportation, storage, power, debris disposal, the payment of any applicable sales and use taxes; procurement and payment of any required permits from local, state or Federal authorities having jurisdiction, royalties and product license fees; fuel, heat, light, cooling, and all other utilities as required by this contract. The work is to not disrupt or jeopardize Detention Center operations. Contractor is to abide by all security rules and regulations. The work to be performed by the contractor is generally described as follows: 3.01 DESCRIPTION A. Provide all labor, material, equipment, and tools as required for complete removal and disposal of existing roof system down to the roof deck, providing for a smooth workable surface and install new roofing system as specified in this section. Existing roof comprises a modified built up roof system over approximately 5,929 square feet of a four -inch metal deck with three inches of insulation and approximately 1,438 square feet is over a concrete deck with two inches of insulation, for a total of approximately 7,367 square feet. If deemed necessary to gain access to roof edge, Contractor is to remove approximately 50 lineal feet of razor wire and approximately 35 lineal feet of rain gutter, reinstall at project completion. 3.02 QUALITY ASSURANCE A. Contractors key supervisory personal shall have not less than three years experience in the installation of the FiberTite Roof System and be present at all times during roof installation. B. It will be the responsibility of the roofing contractor to initiate a Quality Control Program to govern all aspects of the installation of the new Roofing System. 3.03 PERFORMANCE A. Comply with the Florida Building Code 2007, High Velocity Hurricane Zones. 1. Including the latest Amendments and Supplements. B. Comply with American Society of Civil Engineers, ASCE 7-98. 3.04 WARRANTY A. Furnish the Owner with a Twenty (20) Year No Dollar Limit Warranty covering the cost of repairing leaks as a direct result of either defects in the membrane or the workmanship involved in its installation. 3.05 SUBMITTALS - Owner review and approval is required for the following submittals. When submittals are marked approved by the Owner, that part of the work covered by the submittal may proceed provided it complies with requirements of the Contract Documents; final acceptance will depend upon that compliance. Allow sufficient review time so that installation will not be delayed because of the time required to process submittals, including time for re -submittals. Allow two weeks for initial review. Four copies will be required for each submission. One copy will be returned to the Contractor with appropriate comments. A. Complete list of accessories or materials not manufactured or expressly authorized for use by Seaman Corp. B. Manufacturer approved dimensioned shop drawings of details not found in the Fiber- Tite Roofing Systems Construction Details booklet and other information that may affect the suitability and installation of the roofing system. C. Show compliance with the requirements of 1.02 Quality Assurance D. Engineers Certification of compliance with 1.03 Performance E. Sample of Seaman Corp. Warranty. 1. Roofing Contractor's approved copy of Warranty Request Form. 3.06 DELIVERY & STORAGE A. Deliver all materials to the job site in manufacturer's original, unopened containers, with legible labels and in sufficient quantity to allow for continuity of work. B. Select and operate material handling equipment in a safe manner, guarding against damage to existing construction or newly applied roofing and conforming to manufacturer's recommendations of handling and storage. C. All rolls of membrane shall be stored, lying down, elevated above the roof deck and completely protected from moisture with tarpaulins. (The polyethylene wrappers on the rolls do not provide adequate moisture protection during roof top storage.) D. Barrier board and insulation shall be stored on pallets, fully protected from moisture with tarpaulins. (Manufacturer's packaging is not considered adequate protection from moisture.) E. Adhesives and sealants shall be safely stored between 50' F and 80°F. F. Flammable materials shall be stored in a cool, dry area away from sparks and open flames. Follow all precautions as outlined in manufacturer's Material Safety Data Sheets. G. Materials, having been determined by the owner/owner's representative to be damaged, shall be immediately removed from the construction site and replaced at no cost to the owner. 3.07 JOB CONDITIONS A. Safety 1. Take all necessary precautions regarding worker health and safety when using solvents and adhesives. 2. Store flammable liquid and materials away from open sparks, flames and extreme heat. 3. Take necessary precautions when using solvents and adhesives near fresh air intakes. 4. Comply with all OSHA requirements for construction. 5. Daily site cleanup shall be performed to minimize debris and hazardous congestion. B. Protection 1. Schedule installation sequence to limit access and utilization of the newly installed membrane for material storage, construction staging, mechanical and/or excessive foot traffic. 2. Provide proper protection on newly completed roofing. 3. Protect building walls, rooftop units, windows and other components during installation. 3.08 COORDINATION A. Prior to commencement of work, a pre -roofing conference will be held with the authorized roofing contractor, Seaman representative and owner/owner's representative(s) to discuss the specified roofing system, its proper application and the expectations of all parties involved including any security measures. The owner/owner's representative shall notify all parties a minimum of fourteen days prior to the meeting. B. Plan and coordinate the installation of the roofing system with other trades in such a manner to avoid membrane damage, keeping the complete installation weather tight and in accordance with all approved details and warranty requirements. PRODUCTS 3.09 GENERAL A. All products and components for the mechanically attached Roofing System shall be supplied by one manufacturer. B. Components other than those manufactured and / or supplied by approved manufacturer shall be submitted for review, prior to ordering. Any product(s) not specifically authorized in writing for the project by the manufacturer, shall be considered unacceptable. 3.10 MEMBRANE A. This specification is based on a nominal 0.060 inch thick Ketone Ethylene Ester (KEE) alloy, reinforced with knitted polyester fabric as manufactured by Seaman Corporation, under the trade name FiberTite 8155 XT conforming to the following physical properties as outlined in Table 1 of this specification. 1 able 1 : Ytivsical vronerties of r mer t ite memorane MATERIAL PROPERTY TEST METHOD(S) PRODUCT DATA FiberTite Fabric — Type ASTM D-751 Polyester Weight (oz.) 6.5 Thickness (nominal) ASTM D-75 (inches) 0.060 Breaking Strength ASTM D-751 Grab (lbs.) 550 x 500 Tensile Strength ASTM D-882 (psi.) 9500 Elongation ASTM D-751 (%) 18 Seam Strength ASTM D-751 Grab (%) 100 Tear Strength ASTM D-751 (lbs.) Tongue Tear 125 Puncture Resistance ASTM D-751 Ball Burst (lbs.) 700 Dynamic Puncture ASTM D-5635 (J) 15(ft. — lbo 11.06 Static Puncture ASTM D-5602 (33 lbf) Pass Water Vapor Transmission ASTM E-96 Proc. A (gm/m2/24hrs) 1.3 Water Absorption ASTM D-471 (%) one side exposure 5.0 Dimensional Stability ASTM D-1204 (%) 0.78 Low Temperature Flexibility ASTM D-2136 (F) -40 Shore "A" Hardness ASTM D-2240 80 Hydrostatic Resistance ASTM D-751 A (psi) 500 Accelerated Weathering ASTM G 15 5 Xenon Arc 10,000 hrs. Cracking or Crazing none ASTM G 154 QUV Cracking or Crazing none Coating Adhesion ASTM D-751 cannot peel Fungi Resistance ASTM G 21, 28 days no growth Oil and Hydrocarbon ResistanceMIL-C-20696C Swelling, Cracking or Leaking none 3.11 LAMINATED METAL A. Metal flashing and edgings shall be FiberTite standard clad metal. 1. Minimum 24 gauge / .023 inch (.06 mm) thick, hot dipped G-90 steel 2. Color to match membrane. 3.12 FASTENING DEVICES A. Fastener and membrane plate shall be as listed on the current manufacturer's fastener list. 1. Fasteners to meet the pullout values determined by pullout testing. B. Insulation fastener and stress plate shall be as listed on the current manufacture's fastener list. 1. Fasteners to meet the pullout values determined by pullout testing. 3.13 SEALANTS, MASTICS AND SOLVENTS A. All adhesives, sealants, mastics and solvents shall be as supplied or approved by manufacture. 3.14 WALKWAY PADS A. Walk pads shall be as supplied by the manufacture with a minimum thickness of .080 inches. 3.15 WOOD NAILERS A. Wood shall be #2 or better southern yellow pine, kiln dried, womanized and conforming to Federal Specification TT-550, TT-W-517 and American Wood Preservers Institute Standard LP-2 1. Creosote or asphalted type preservatives are not acceptable. 3.16 EXPANSION JOINTS A. Per manufacture details or approved shop drawings 3.17 TERMINATION BAR A. As supplied by manufacturer. 3.18 INSULATION A. Equal to Johns Manville "Energy 3" 3.1 inch closed cell polyisocyanurate and/or as approved by roofing manufacture EXECUTION 3.19 GENERAL A. The roofing contractor shall be responsible for verifying that the deck condition is suitable for the specified installation of the mechanically attached Roofing System. B. Examine and correct surfaces for inadequate anchorage, low areas that will not drain properly, foreign material, unevenness or any other defect which would prevent the proper execution and quality application of the mechanically attached Roofing System as specified. C. Do not proceed with any part of the application until all defects and preparation work have been corrected and complete. 3.20 SUBSTRATE PREPARATION A. Remove all existing roof down to the roof deck and all bur flashing, metal flashing, counter flashing, deteriorated wood blocking, dirt and any debris and properly dispose of off site. B. Remove only enough flashing to accommodate the days work and ensure the exposed area can be made 100% watertight at the end of the day or first sign of inclement weather. C.. Remove any deteriorated or wet insulation and replace with like material. 3.21 WOOD NAILERS A. As needed, replace treated lumber at the same heights as insulation layer or adjacent construction f 1/4 in. 3.22 INSULATION INSTALLATION A. Install new 3.1 inch polyisocyanurate foam core insulation, equal to Johns Manville "Energy 3" over roof deck as approved by roofing manufacturer. In the case of multiple layers, the layers off insulation shall be laid perpendicular one to the other so as to avoid the overlapping joints being parallel. Top layer of roof insulation shall be mechanically attached using 6 fasteners per 4' x 8' board. B. Install roof insulation in parallel courses with tightly butted and staggered joints. C. Boards must be cut accurately to fit neatly around all penetrations. Small pieces and scraps of insulation shall not be used. D. Install no more insulation than can be covered during the same working day. E. Taper roof insulation to drain sumps using tapered edge strips. If insulation layer is 1-1 /2 in. or less, taper 12 in. from the drain bowl. If insulation thickness exceeds 1-1/2 in., taper 18 in. from the drain bowl. Mechanically fasten all tapers using two fasteners per board. At the end of each working day, provide a watertight cover on all unused insulation as to avoid moisture penetration. 3.23 INSTALLATION OF MEMBRANE A. The job Foreman and/or Supervisor will be responsible for the daily execution of the Q.C. program, which will include, but is not limited to, the inspection of all heat welding incorporated within the roof system. 1. If inconsistencies in the quality of the welds are found, all work shall cease until corrective actions are taken to insure the continuity of the welds. B. Follow all standard Manufacture Installation Specifications. C. All field seams exceeding 10' in length shall be welded with an approved automatic welder. D. A minimum of two (2) perimeter sheets shall be installed, parallel to all exterior roof perimeters. E. Membrane shall be attached within the field, perimeter and corner of particular roof section utilizing fastener spacing to meet the design pressures determined in compliance with procedures outlined within Section 1.04 Performance. 1. All stress plates must set completely on the membrane allowing a minimum of 1/2 inch from the edge. 2. Allow a minimum of 2 inches from the edge of the stress plate(s) to the leading edge of the overlapping membrane to allow sufficient room to facilitate welding. All decking not listed as approved by Factory Mutual for mechanical attachment or decking exceeding ten (10) years in age require documented pull-out values for fastener resistance. Pull-out values are to be submitted to Manufacturer's Technical Service Department for approval prior to the ordering of materials. 3.24 FLASHING A. Flash all curbs, penetrations and protrusions in strict accordance with approved Manufacturer's Details and Approved Shop Drawings. B. Install metal flashing in strict accordance with approved Manufacturer's Details or Approved Shop Drawings. C. Flash all roof drains in strict accordance with Manufacturer's Roof Drain Details. Replace all worn parts that may cut the membrane or prevent a watertight seal. Replace all drain bolts or clamps holding the drain compression ring to the drain basin lead sheets and drain basins must be free of any asphalt or coal tar pitch residue prior to installation. NOTE: Replace all broken drain strainers. 3.25 PITCH PANS A. Every effort shall be made to eliminate the need for pitch pans. Contact Manufacturer's Technical Service Department for specific design recommendations. B. In the event of no alternative, fabricate pitch pans from polymer coated metal and install pitch pans in strict accordance with Manufacturer's Details, insuring proper attachment, maintaining a minimum 2" clearance around the penetration, with proper depth of sealant. 3.26 SEALANT A. Apply approved sealant to all surface mounted reglet and where called for in approved Details. Apply a bead of sealant large enough to fill the void entirely. Tool the sealant to shed water, following Manufacturer's installation guides. 3.27 TEMPORARY SEALS A. At the end of each working day or at the sign of rain, install temporary watertight seal where the exposed edge of the completed new roofing terminates at the uncovered existing roof surface. B. Prior to the commencement of work, remove all temporary seals if they will cause a water dam and any exposed roof cement, if used. Do not track roof cement onto the finished roof. 3.28 WALKWAY PADS A. Walk pads will be installed by hot air welding the walkway mat directly to the single ply membrane. Install walk pads at perimeter of curb mounted rooftop A/C. 3.29 CLEAN-UP A. Remove all debris and excess material from the roof area. Pick up all loose fasteners and sheet metal scraps from site. B. Insure the water tightness of the entire system for warranty inspection. C. Protect all roof surfaces subject to damage from other trades. 3.30 INSPECTION A. The job Foreman and/or Supervisor shall initiate daily inspections of all completed work, which shall include, but is not limited to, the probing of all field welding to assure the quality of the application and insure that any equipment or operator deficiencies are immediately resolved. B. Insure that all aspects of the installation (sheet layout, attachment, welding, flashing details, etc.) are in strict conformance with the most current Manufacturer's Specifications and Details. Excessive patching will not be accepted at the time of final inspection. KYM A. Interim and Final inspection shall be performed by Manufacturer's Technical and Owner's Representative for approval and acceptance of installation. 1. Contractor shall request interim and final inspections with sufficient notice prior to the requested date of inspection. 2. The Manufacturer shall issue warranty to the Owner after satisfactory inspection by a Manufacturer's Technical Representative and payment of materials and Warranty Fee. 4. THE CONTRACT AMOUNT A. The Owner shall pay the Contractor in current funds for the Contractor's performance of the Contract per Paragraph 4.B of which follows, the Contract sum of Seventy Nine Thousand Eight Hundred Twenty /100 Dollars ($79,820.00). B. This paragraph specifies administrative and procedural requirements necessary to prepare and process Applications for Payment. 1. Bar -Chart Schedule: Prepare a fully developed, horizontal bar -chart -type, contractor's construction schedule. Submit to Owner for approval within ten days after the date of Notice to Proceed. a. Provide a separate time bar for each significant administrative and construction activity. Provide a continuous vertical line to identify the first working day of each week. b. The time line between the Notice to Proceed and substantial completion is not to exceed one hundred and twenty days unless approved by the Owner. 2. Application for Payment: Partial progress payments may be issued to the Contractor with the Owner's approval and with submission of properly executed invoice and partial release of liens. Ten percent retainage will be withheld on all progress payments. When the final work is accepted by the owner, the contractor shall invoice the County for full and final payment. A. The owner may decline to make payment, may withhold funds, and if necessary, may demand the return of some or all of the amounts previously paid to the contractor, to protect the owner from loss because of 1. defective work not remedied by the contractor nor, in the opinion of the owner, likely to be remedied by the contractor; 2. claims of third parties against the owner or the owner's property; 3. failure by the contractor to pay subcontractors or others in a prompt and proper fashion; 4. evidence that the balance of the work cannot be completed in accordance with the contract for the unpaid balance of the contract price; 5. persistent failure to carry out the work in accordance with the contract; 6. damage to the owner or a third party to whom the owner is, or may be, liable. In the event that the owner makes written demand upon the contractor for amounts previously paid by the owner as contemplated in this subparagraph, the contractor shall promptly comply with such demand. When all of the work is finally complete and the contractor is ready for a final inspection, it shall notify the owner thereof in writing. Thereupon, the owner will make final inspection of the work and, if work and all submissions are complete, in full accordance with this contract and this contract has been fully performed, the owner will promptly issue a final certificate for payment certifying that the project is complete and the contractor is entitled to the remainder of the unpaid contract price, less any amount withheld pursuant to this contract. Guarantees required by the contract shall commence on the date of final completion of the work. If the owner is unable to issue its final certificate for payment and is required to repeat its final inspection of the work, the contractor shall bear the cost of such repeat final inspection(s), which cost may be deducted by the owner from the contractor's final payment. 4. The contractor shall not be entitled to payment unless and until it submits to the owner invoices with supporting documentation acceptable to the Clerk of Court of which may include partial and final releases and waivers of lien; releases and waivers of lien from all subcontractors of the contractor and of any and all parties required by the owner. Acceptability to the Clerk is based on generally accepted accounting principles and such laws, rules and regulations as may govern the Clerk's disbursal of funds Acceptance of final payment by the contractor shall constitute a waiver of all claims against the owner by the contractor except for those claims previously made in writing against the owner by the contractor, pending at the time of final payment, and identified in writing by the contractor as unsettled at the time of its request for final payment. C. Final payment, constituting the entire unpaid balance of the Contract Amount, shall be made by the Owner to the Contractor when the Contract has been fully performed by the Contractor. 5. WARRANTY A. The contractor warrants to the owner that all labor furnished to progress the work under this contract will be competent to perform the tasks undertaken, that the product of such labor will yield only first-class results, that materials and equipment furnished will be of good quality and new unless otherwise permitted by the contract, and that the work will be of good quality, free from faults and defects and in strict conformance with the contract and warrant same for a period of twenty years commencing at final completion. This twenty-year warranty is inclusive of all labor, transportation, equipment and material cost with no cost to the owner. All work not conforming to these requirements may be considered defective. 6. CHANGES IN THE WORK A. Changes in the work within the general scope of this contract, consisting of additions, deletions, revisions, or any combination thereof, may be ordered without invalidating this agreement, by change order or by field order. B. Change order shall mean a written order to the contractor executed by the owner, issued after execution of this agreement, authorizing and directing a change in the work or an adjustment in the contract price or the contract time, or any combination thereof. The contract price and the contract time may be changed only by change order. C. Any change in the contract price resulting from a change order shall be determined as follows: (a) by mutual agreement between the owner and the contractor as evidenced by (1) the change in the contract price being set forth in the change order, (2) such change in the contract price, together with any conditions or requirements related thereof, being initialed by both parties and (3) the contractor's execution of the change order, or (b) if no mutual agreement occurs between the owner and the contractor, then the change in the contract price, if any, shall then be determined by the owner on the basis of the reasonable expenditures or savings of those performing, deleting or revising the work attributable to the change, including, in the case of an increase or decrease in the contract price, an allowance for direct job site overhead of 5%, and profit 5% will be utilized. D. The execution of a change order by the contractor shall constitute conclusive evidence of the contractor's agreement to the ordered changes in the work, this agreement as thus amended, the contract price and the contract time. The contractor, by executing the change order, waives and forever releases any claim against the owner for additional time or compensation for matters relating to or arising out of or resulting from the work included within or affected by the executed change order. 7. CONTRACTOR'S ACCEPTANCE OF CONDITIONS A. This Agreement and the provision of the services at the location listed have been fully considered by the Contractor, who understands the same and agrees to their sufficiency and suitability. Under no circumstances, conditions, or situations shall this Contract be more strongly construed against the County than against the Contractor. B. The passing, approval, and/or acceptance by the County of any of the services furnished by the Contractor shall not operate as a waiver by the County of strict compliance with the terms of this Contract, and specifications covering the services. Failure on the part of the Contractor, immediately after Notice to Correct shall entitle the County, if it sees fit, to correct the same and recover the reasonable cost of such replacement and/or repair from the Contractor, who shall in any event be jointly and severally liable to the County for all damage, loss, and expense caused to the County by reason of the Contractor's breach of this Contract and/or his failure to comply strictly and in all things with this Contract and with the specifications. 8. INDEMNIFICATIONIHOLD HARMLESS Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, Contractor shall defend, indemnify and hold the COUNTY and the COUNTY's elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Contractor or any of its employees, agents, sub- contractors or other invitees during the term of this Contract, (B) the negligence or willful misconduct of Contractor or any of its employees, agents, sub -contractors or other invitees, or (C) Contractor's default in respect of any of the obligations that it undertakes under the terms of this Contract, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than CONTRACTOR). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Contract, this section will survive the expiration of the term of this Contract or any earlier termination of this Contract. In the event that the service is delayed or suspended because of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall indemnify the County from any and all increased expenses or lost revenue resulting from such delay. The first ten dollars ($10.00) of remuneration paid to the Contractor is for the indemnification provided for above. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. The provisions of this section shall survive the expiration or earlier termination of this agreement. 9. INDEPENDENT CONTRACTOR At all times and for all purposes under this agreement the Contractor is an independent contractor and not an employee of the Board of County Commissioners for Monroe County. No statement contained in this agreement shall be construed so as to find the Contractor or any of his/her employees, contractors, servants, or agents to be employees of the Board of County Commissioners for Monroe County. 10. ASSURANCE AGAINST DISCRIMINATION The Contractor shall not discriminate against any person on the basis of race, creed, color, national origin, sex, age, or any other characteristic or aspect which is not job related, in its recruiting, hiring, promoting, terminating, or any other area affecting employment under this agreement or with the provision of services or goods under this agreement. 11. ASSIGNMENT/SUBCONTRACT The Contractor shall not assign or subcontract its obligations under this agreement, except in writing and with the prior written approval of the Board of County Commissioners for Monroe County and Contractor, which approval shall be subject to such conditions and provisions as the Board may deem necessary. This paragraph shall be incorporated by reference into any assignment or subcontract and any assignee or subcontractor shall comply with all of the provisions of this agreement. Unless expressly provided for therein, such approval shall in no manner or event be deemed to impose any obligation upon the board in addition to the total agreed -upon price of the services/goods of the Contractor and compensation to County. 12. COMPLIANCE WITH LAW In providing all services/goods pursuant to this agreement, the Contractor shall abide by all statutes, ordinances, rules and regulation pertaining to, or regulating the provisions of, such services, including those now in effect and hereinafter adopted. Any violation of said statutes, ordinances, rules and regulations shall constitute a material breach of this agreement and shall entitle the Board to terminate this contract immediately upon delivery of written notice of termination to the Contractor. The Contractor shall possess proper licenses to perform work in accordance with these specifications throughout the term of this contract. 13. INSURANCE Prior to execution of this agreement, and maintained throughout the life of the contract, the Contractor shall furnish to the County Certificates of Insurance indicating the minimum coverage limitation as listed below: A. General Liability — include as a minimum: • Premises Operations • Products and Completed Operations • Blanket Contractual Liability • Personal Injury Liability • Expanded Definition of Property Damage The minimum limits acceptable shall be $500,000 Combined Single Limit If split limits are provided, the minimum limits acceptable shall be: $500,000 per person; $500,000 per Occurrence; and $500,000 Property Damage. An Occurrence Form policy is preferred. If coverage is changed to or provided on a Claims Made Policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of 48 months following the termination or expiration of the contract. MONROE COUNTY BOARD OF COUNTY COMMISSIONERS MUST BE NAMED AS ADDITIONAL INSURED. B. Vehicle Liability — include as a minimum: • Owned, Non -Owned, and Hired Vehicles The minimum limits acceptable shall be $300,000 Combined Single Limit If split limits are provided, the minimum limits acceptable shall be: $100,000 per Person; $300,000 per Occurrence; and $50,000 Property Damage. MONROE COUNTY BOARD OF COUNTY COMMISSIONERS MUST BE NAMED AS ADDITIONAL INSURED. C. Workers Compensation — limits sufficient to respond to Florida Statute 440. In addition, the Contractor shall obtain Employers' Liability Insurance with limits of not less than: $500,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $500,000 Bodily Injury by Disease, each employee Coverage shall be provided by a company or companies authorized to transact business in the State of Florida and the company or companies must maintain a minimum rating of A -VI, as assigned by the A.M. Best Company. If the Contractor has been approved by Florida's Department of Labor, as an authorized self -insurer, the County shall recognize and honor the Contractor's status. The Contractor may be required to submit a Letter of Authorization issued by the Department of Labor and Certificate of Insurance, providing details on the Contractor's Excess Insurance Program. 14. 15. If the Contractor participates in a self-insurance fund, a Certificate of Insurance will be required. In addition, the Contractor may be required to submit updated financial statements from the fund upon request from the County. CONTRACTOR'S RESPONSIBILITY The Contractor warrants that it is authorized by law to engage in the performance of the activities encompassed herein, subject to the terms and conditions set forth in these contract documents. Contractor shall at all times exercise independent judgment and shall assume responsibility for the services to be provided. NOTICE REQUIREMENT Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the following: FOR COUNTY Director, Middle Keys Operations Monroe County Facilities Maintenance 10600 Aviation Blvd. Marathon, FL 33050 AND Monroe County Administrator 1100 Simonton Street Key West, FL 33040 FOR CONTRACTOR OR Eugene O. Fall 3440 NW 251h Avenue Pompano Beach, FL 33069 REPRESENTATIVE AT JOBSITE FOREMAN Notice shall be deemed received when hand delivered, delivered by mail, or when deemed undeliverable by the U.S. Postal Service. 16. CANCELLATION A) In the event that the Contractor shall be found to be negligent in any aspect of installation, stocking, maintenance, repair, or service, the County shall have the right to terminate this agreement after five days written notification to the Contractor. B) This contract may be terminated for convenience by County upon ten (10) days written notice to contractor delivered by hand or certified mail, return receipt requested, of intent to terminate and the date on which such termination becomes effective. Contractor shall cease work as directed. In such case, Contractor shall be paid for all work executed and termination expenses, and expenses incurred prior to termination. No payment shall be made for profit for work, which has not been performed. 17. GOVERNING LAWS, VENUE, INTERPRETATION, COSTS, FEES This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of the agreement, the County and Contractor agree that venue shall lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. This Agreement shall not be subject to arbitration. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. 18. RECORDKEEPING Contractor shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for four years following the termination of this Agreement. If an auditor employed by the County or Clerk determines that monies paid to Contractor or not paid to County pursuant to this Agreement were spent for purposes not authorized by this Agreement or wrongfully retained by Contractor, the Contractor shall repay the monies together with interest calculated pursuant to Sec. 55.03, FS, running from the date the monies were to have been paid. 19. SEVERABILITY If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The County and Contractor agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 20. ATTORNEY'S FEES AND COSTS The County and Contractor agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non -prevailing party, and shall include attorney's fees, court costs, investigative, and out-of-pocket expenses in appellate proceedings. 21. BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the County and Contractor and their respective legal representatives, successors, and assigns. 22. AUTHORITY Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate or individual action, as required by law. 23. CLAIMS FOR FEDERAL OR STATE AID Contractor and County agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement; provided that all applications, requests, grant Bids, and funding solicitations shall be approved by each party prior to submission. 24. ADJUDICATION OF DISPUTES OR DISAGREEMENTS County and Contractor agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If no resolution can be agreed upon within 30 days after the first meet and confer session, the issue or issues shall be discussed at public meeting of the Board of County Commissioners. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. This provision does not negate or waive the provisions of Paragraph 16 concerning cancellation. 25. COOPERATION In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, County and Contractor agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. County and Contractor specifically agree that no party to this Agreement shall be required to enter into any arbitration proceedings related to this Agreement. 26. NONDISCRIMINATION County and Contractor agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. County or Contractor agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race, color or national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101-6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616) as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism;; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.) as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201 NoteO, as maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10) Any other nondiscrimination provisions in any federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. Monroe County Code Ch. 13, Art. VI, prohibiting discrimination on the basis of race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age. 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. 27. COVENANT OF NO INTEREST County and Contractor covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. 28. CODE OF ETHICS County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statues, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 29. NO SOLICITATION/PAYMENT The County and Contractor warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the Contractor agrees that the County shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 30. PUBLIC ACCESS The County and Contractor shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statues, and made or received by the County and Contractor in conjunction with this Agreement; and the County shall have the right to unilaterally cancel this Agreement upon violation of this provision by Contractor. 31. NON -WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statues, the participation of the County and the Contractor in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the County be required to contain any provision for waiver. 32. PRIVILEGES AND IMMUNITIES All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers agents or employees of any of any public agents or employees of the County, when performing their respective functions under this Agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers agents, volunteers, or employees outside the territorial limits of the County. 33. LEGAL OBLIGATIONS AND RESPONSIBILITIES Non -Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the County, except to the extent permitted by the Florida constitution, state statute, and case law. 34. NON -RELIANCE BY NON-PARTIES No person or entity shall be entitled to rely upon the terms, or any of them, of the Agreement to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the County and the Contractor agree that neither the County nor the Contractor or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. 35. ATTESTATIONS Contractor agrees to execute such documents as the County may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free Workplace Statement. 36. NO PERSONAL LIABILITY No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. 37. EXECUTION IN COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument any of the parties hereto may execute this Agreement by signing any such counterpart. 38. SECTION HEADINGS Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. 39. CONTINGENCY STATEMENT Monroe County's performance and obligation to pay under this contract is contingent upon an annual appropriation by the Monroe County Board of County Commissioners. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and date first written above in four (4) counterparts, each of which shall, without proof or accounting for the other counterparts, be deemed an original contract. L. KOLHAGE, CLERK B eputy Clerk OCT 2 0 2010 Date: (SEAL) Attest: n By: WITNESS 07 Title: (-'�)nt"110- By: u� Y WITNESS Title: BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By: 9 Mayor/Chairman CONTRACTOR N 0 c-� N 0-1 a. N Q1 '7 Date: ��� M E C UNTY P OV 0 AS PEDRO J. ASSISTANI-9.0 rT, fl rJ r-j n 0 0 rS/r(-�' 4 ACOM CERTIFICATE OF LIABILITY INSURANCE 9177i 010 PRODUCER ( 954) 943-5050 FAX: ( 954) 943-5417 Frank H. Furman, Inc. 1314 Bast Atlantic Blvd. P. 0. Box 1927 Pompano Beach FL 33061 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Certified Roofing Specialists Inc 3440 N W 25 Ave Pompano Beach FL 33069 INSURERA:Crum & Forster Specialty INSURER B: National Fire InsHartford INSURER a American Cas Cc Reading INSURER D: Steadfast Insurance Co INSURER E: Continental Casualty Cc THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. REG IiTE LIMITS SHOWN MAY HAVE BEE 4 REDUCED BY PAID CLAIMS. INSR ADD'L TYPE OF INSURANCE POLICY NUMBER PDATE MbVODm PDATE MM//DD EXPIRATION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTEDPREMISES (Ea occurrence) $ 100,000 A X X COMMERCIAL GENERAL LIABILITY CLAIMS MADE OCCUR GL0191112 5/1/2010 5/1/2011 MEDEXP An one person) S Exclude PERSONAL & ADV INJURY g 1,000,000 X $7 NIL PER PROJ CAP GENERAL AGGREGATE $ 2.000,000 GENL AGGREGATE LIMIT APPLIES PER: 2,000,000 POLICYX JECT PRO- LO AUTOMOBILE LIABILITY X ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ B X ALL OWNED AUTOS SCHEDULED AUTOS 4014417761 5/1/2010 5/1/2011 BODILY INJURY (Per accident) $ X HIRED AUTOS X NON -OWNED AUTOS PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO %�� 1 / ���- ( �l AUTO ONLY - EA ACCIDENT $ OTHER THAN S AUTO ONLY: AGG EXCESS/UMBRELLA LIABILITY X OCCUR CLAIMS MADE EACH OCCLJRRFNr.F $ 51000,000 AGGRE ATE 5,000,000 S $ D X DEDUCTIBLE Auc534616305 5/1/2010 5/1/2011 RETENTION C WORKERS COMPENSATION AND X WC STATU FR EMPLOYERS' UABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYE $ 1,000,000 OFFICER/MEMBEREXCLUDED? If yes, describe under SPECIAL PROVISIONS 0e1 4014417758 5/1/2010 5/1/2011 E.L. DISEASE - POLICY LIMIT $ 1,000,000 OTHER ANY ONL ITLN $300, 000 B LEASED/RENTED 2076243854 5/1/2010 5/1/2011 PER OCCDRnL= $300,000 EQUIPMZNT I I DEDUCTIBLE $1, 000 DESCRIPTION OF OPERATIONSILOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENTISPECUIL PROVISIONS Project: Plantation Rey Detention Center Roof. Monroe County Board of County Coamlissioners is named as Additional Insured as respects to General Liability as required by written contract as per form CG20100704 & CG20370704, Auto Liability as per form CKOOOI0306 and Excess Liability policies. Thirty (30) days notice of cancellation applies, except •10 days notice of cancellation for non-payment of premium. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE Monroe County Board of EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL County Commissioners * 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT Attn: Bob Stone FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE 10600 Aviation Blvd. Marathon, FL 33050 INSURER ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE / J Frank Furman, Jr/CS.'rt`" �*� •+�---,�-. A(;UKU zo (ZUUT/UU) C ACORD CORPORATION 1988 INS025 pio8p8a Page 1 of 2