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04/24/1991 Contract • CONTRACT THIS AGREEMENT, made and entered into this 24th day of April, 1991, A.D., by and between Monroe County, Florida, party of the first part (hereinafter sometimes called the "Owner "), and PARKER REFRIGERATION, party of the second part (hereinafter sometimes called the "Contractor "). WITNESSED: That the parties hereto, for the consideration hereinafter set forth, mutually agree as follows: 1.10 SCOPE OF THE WORK The Contractor shall furnish all labor, materials, equipment, machinery, tools, apparatus, and transportation and perform all of the work described in the Specification entitled: CENTRAL AIR CONDITIONING o o MAINTENANCE AND REPAIR KEY WEST, FLORIDA C. n_ MONROE COUNTY, FLORIDA c.: viand his bid dated March 21, 19991, attached hereto and 7 LpIncorporated as part of this contract document, and u_ ? Mall do everything required by this Contract and other a� gontract Documents. 1.02 THE CONTRACT SUM The Owner shall pay to the Contractor for the faithful performance of the Contract, in lawful money of the United States, as follows: A. The actual cost of parts and materials used by the Contractor to fulfill the obligations of the Contract. Such costs must be documented with sales slips, invoices, or other acceptable proof of purchase and included with all Applications for Payment. B. The cost of labor and equipment used by the Contractor to fulfill the obligations of the Contract. The labor and equipment costs will be calculated using the unit prices set forth in the CONTRACTOR'S bid. Such costs must be documented for each repair and /or maintenance job and included with all Applications for Payment. 1.03 CONTRACTOR'S ACCEPTANCE OF CONDITIONS A. The Contractor hereby agrees that he has carefully examined the sites and has made investigations to fully satisfy himself that such sites are correct and 14 r • 1, suitable ones for this work and he assumes full responsibility therefore. The provisions of the Contract shall control any inconsistent provisions contained in the specifications. All Specifications have been read and carefully considered by the Contractor, who understands the same and agrees to their sufficiency for the work to be done. Under no circumstances, conditions, or situations shall this Contract be more strongly construed against the Owner than against the Contractor and his Surety. B. Any ambiguity or uncertainty in the Specifications shall be interpreted and construed by the Owner, and his decision shall be final and binding upon all parties. C. The passing, approval, and /or acceptance of any part of the work or material by the Owner shall not operate as a waiver by the Owner of strict compliance with the terms of this Contract, and Specifications covering said work; and the Owner may require the Contractor and /or his surety to repair, replace, restore, and /or make to comply strictly and in all things with the Contract and Specifications any and all of said work and /or materials which within a period of one year from and after the date of the passing, approval, and /or acceptance of any such work or material, are found to be defective or to fail in any way to comply with this Contract or with the Specifications. This provision shall not apply to materials or equipment normally expected to deteriorate or wear out and become subject to normal repair and replacement before their condition is discovered. Failure on the part of the Contractor and /or his Surety, immediately after Notice to either, to repair or replace any such defective materials and workmanship shall entitle the Owner, if it sees fit, to replace or repair the same and recover the reasonable cost of such replacement and /or repair from the Contractor and /or his surety, who shall in any event be jointly and severally liable to the Owner for all damage, loss, and expense caused to the Owner 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. 1.04 LIQUIDATED DAMAGES Time is of the essence of this Contract and should the Contractor fail to complete the emergency repairs within the specified time, or any authorized extension thereof, there shall be deducted from the compensation otherwise to be paid to the Contractor, and the Owner will retain the amount of Fifty Dollars ($50.00) per calendar day as fixed, agreed, and liquidated damages 15 r i4 for each calendar day elapsing beyond the specified time for completion or any authorized extension thereof, which sum shall represent the actual damages which the Owner will have sustained by failure of the Contractor to complete work within the specified time; it being further agreed that said sum is not a penalty, but is the stipulated amount of damages sustained by the Owner in the event of such default by the Contractor. 1.05 PAYMENTS In accordance with the provisions fully set forth in the General Conditions, and subject to additions and deductions as provided, the Owner shall pay the Contractor as follows: The County shall pay to the Contractor for the performance of said service on a per month in arrears basis. The Contractor shall invoice the County monthly for Central Air Conditioning maintenance and repair services performed under the Specifications contained herein. 1.06 TERM OF CONTRACT /RENEWAL A. This contract shall be for a period of one (1) year, commencing on the day in which it has been executed by both parties. B. The Owner shall have the option to renew this agreement after the first year, and each succeeding year, for a maximum of two (2) years. The contract amount agreed to herein may be adjusted annually in accordance with the percentage change in the Consumer Price Index (CPI) for Wage Earners and Clerical Workers in the Miami, Florida area index, and shall be based upon the annual average CPI computation from January 1 through December 31 of the previous year. Increases in the contract amount during each option year period shall be extended into the succeeding years. C. Either of the parties hereto may cancel this agreement with or without cause by giving the other party sixty (60) days written notice of its intention to do so. 1.07 HOLD HARMLESS The Contractor shall defend, indemnify and hold the County, its officials, employees and agents harmless, from any and all claims, liabilities, losses and causes of action which may arise out of the performance of the Contract except such claims, liabilities, losses and causes of action which may arise because of the 16 r County's negligent actions or omissions. Compliance with the insurance requirements shall not relieve the Contractor from the obligations imposed by this article. 1.08 CONTRACT VERBAGE A. For the purpose of this Contract and other Contract Documents, "Lower Keys Facilities" consists of County owned, rented, or leased facilities from Key West up to and including Big Pine Key, Florida. 17 IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and date first above written in four (4) counterparts, each of which shall, without proof or accounting for the other counterparts, be deemed an original Contract* Monroe County Party of the First Part By: A t s t : DANNY L. rOL'HIAGE, Clerk • � �_ _ _ _ • (Seal) , 1 Signed, Sealed and Witnessed in ei h �" `� *�' -o 21 Corporation the presence of: ** 10) Par- o Second Part B (70)/14vo ■41.. INZUM.. -■ ..e/ 44// Title Attest: (Seal) ( *) In the event that the Contractor is a Corporation, there shall be attached to each counterpart a certified copy of a resolution of the Board of Directors of the Corporation, authorizing the officer who signs the Contract to do so in its behalf. ( * *) Two witnesses are required when Contractor is sole ownership or partnership. APPROVED AS TO FORM AND LEGAL CIENCY. By Atto s s Office Date 18 . • SWORN STATEMENT UNDER SECTION 287.133(3)(a), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICER AUTHORIZED TO ADMINISTER OATHS. 1. This sworn statement is submitted with Bid, Proposal or Contract No. (�y Pdii MA'tj f►-r.Y1� F 12pn,Q -r-, a.c. 2. This sworn statement is submitted byK Vic= 6,8P (name of entity submitting sworn statement) whose business address is 7-. r c, r i PL Alup ur _ an if appli cable) its Federal Employer Identification Number (FEIN) is 59- f /50137/ (If the entity has no FEIN, include the Social Security Number of the individual signing this sworn statement: 3. My name is - 1 - 7.4N 'PA-e • (please print name of individual signing) entity named above is �-;� 4. I understand that a "public entity crime" as defined in Paragraph 287.133(1)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or an agency or political subdivision of any other state or with the United States, including, but not limited to, any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering conspiracy, or material misrepresentation. 5 . I understand that "convicted" or "conviction" as defined in Paragraph 287.133(1)(b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989,, as a result of a jury verdict,. nonjury trial, or entry of a plea of guilty or nolo contendere. 6. I understand that an "affiliate" as defined in Paragraph 287.133(1)(a), Florida Statutes, means: 1. A predecessor or successor of a person convicted of a public entity crime: or 2. An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 7. I understand that a "person" as defined in Paragraph 28 7.133(1)(e), Florida Statutes means natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "Person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of an entity. 8. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. (please indicate which statement applies.) Neither the entity submitting this sworn statement, nor any officers, directors, executives, partners, shareholders, employees, members, or agents who are active in management of the entity, nor any affiliate of the entity have been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of the officers, directors, executives, partners, shareholders, employees, members, or agents who are active in management of the entity, or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989, AND (Please indicate which additional statement applies.) ' R There has been a proceeding concerning the conviction before a hearing officer of the State of Florida, Division of Administrative Hearings. The final order entered by the hearing officer did not place the person or affiliate on the convicted vendor list. (Please attach a copy of the final order.) The person or affiliate was placed on the convicted vendor list. There has been a subsequent proceeding before a hearing officer of the State of Florida, Division of Administrative Hearings. The final order entered by the hearing officer determined that it was in the public interest to remove the person or affiliate from the convicted vendor list. (Please attach a copy of the final order) The person or affiliate has not been placed on the convicted vendor list. (Please describe any action taken by or pending with th- De artment of General Services.) / • s ignature) •ate: 3 l2 h1 • STATE OF (1 Th 4 COUNTY OF Mnti gc ,= PERSONALLY APPEARED BEFORE ME, the undersigned authority, TGHN 1-� L who, after first being sworn by me, (name of individual signing) affixed his /tor signature.. in the space provided above on this 1 day of MR004 . 19 2i_ , .Jac NOTARY PUBLIC =.y commission expires: !^ fictrry re. ?7r, t� ` of Float My C271iilli ..: n L �. 3, 1994 8ndod 7hru ay F .- - :..._rance Inc R 1 - "Of , 1 CERTIFICATE OF INSURANCE ISSUE DATE (MM /DD/YY) 4/11/91 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, r S outhernmost Insurance Agency EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW 1104 Truman Avenue P. 0. Box 323 COMPANIES AFFORDING COVERAGE Key West, Fl. 33040 COMPANY LETTER A United States Fidelity & Guananty C. 1 COMPANY B INSURED LETTER a COMPANY C Parker Refeigeration, Inc. LETTER 2405 Seidenberg Avenue Key West, F1. 33040 LETTER mo i COMPANY LETTER E s COVERAGES s THIS IS TO CERTIFY THAT 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 CONDI- TIONS OF SUCH POLICIES. t e CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION ALL LIMITS IN THOUSANDS LTR DATE (MM /DD/YY) DATE (MM /DD/YY) ' GENERAL LIABILITY GENERAL AGGREGATE $1 500 1 A X COMMERCIAL GENERAL LIABILITY PRODUCTS - COMP /OPS AGGREGATE $1 500 3 CLAIMS MADE X 'OCCURRENCE 1 C P 3 0 0 017 4 4 3 0 0 2/18/91 2/18/92 PERSONAL & ADVERTISING INJURY $ 500 OWNERS & CONTRACTORS PROTECTIVE EACH OCCURRENCE $ 500 t, FIRE DAMAGE (ANY ONE FIRE) $ 5 0 MEDICAL EXPENSE (ANY ONE PERSON) $ 5 AUTOMOBILE LIABILITY ANY AUTO CSL $ 5 0 0 , ALL OWNED AUTOS BODILY - - INJURY SCHEDULED AUTOS (PER PERSON) $ HIRED AUTOS I B I ODILLY W A X NON OWNED AUTOS 1 C P 3 0 0 017 4 4 3 0 0 2/18/91 2/18/92 A C CIDENT) $ GARAGE LIABILITY r. PROPERTY DAMAGE EXCESS LIABILITY EACH AGGREGATE g' OCCURRENCE t '' $ $ 1, OTHER THAN UMBRELLA FORM , STATUTORY r:w WORKERS' COMPENSATION $ ( EACH ACCIDENT) AND EMPLOYERS' LIABILITY $ ( DISEASE POLICY LIMIT) $ (DISEASE EACH EMPLOYEE) OTHER t. F F DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES /RESTRICTIONS /SPECIAL ITEMS i i i - CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EX. Monroe County Public Works PIRATION DATE THEREOF THE ISSUING COMPANY WILL ENDEAVOR TO i P. 0. Box 1029 MAIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE s Key West, F1. 33040 LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHOR! PRESENTATIVE 1 t ACORD 25 -S (11/85) © IIR /ACORD CORPORATION 1985 • -,- -, . 1 f . , A I • . __ .,-,..--. ,.. :. , _ •-• - 't .-,- 0 : -, ----:-..., --,,,,,:,.. - 2: .r.,.:4,.t. . ,,,,, A ' ' - Iv .:;;;;... -• ' ;,• 4 : - -, -_ _ , i,! .:, . T7 4 4, 7: ; i -‘. - - -:i . . ' :- 0 - .::; -- cF- . .t --.::.:: , .. . r , 3, , . .. „__._ . .> - .. -.. T ISSUEG ' . — --r N: ',..i 102 I ; 11040 ,- .... — ------ ----- i •,' Refrigoraticn, Inc r-CIDENP.;-14G AVE ST FL 33040 85 17 '• Ir . :,4 RCJCN, `-'"--irlt ts:" 7: -, • — ;' .•'. , P>rgr- , :5 ri_it4m• L ;Rill ■ 1 WUrke rs Corf.i..,::o f`s . , ploy;:-:;.:-.:' t_iaHr:4- ... . _ :-....._:';‘' ' 7 : ' 7 : 7 •' 777 1 'i'si.,. p! wr;tts.r. rot:oE., does -tot a9Ot'd any ir)s '''': - ', 't ; ', ' '. ' ■ °: ''' •.1 ''''- , -,t afforded ,t i'r p.: • •-;-... — .. .. •.--- . - ,.,,,) / 1 cm Ad:r.H' FRSA S!F r By' . —:,_ , , i ,--, _,: ,' '--- ' 1,"■.,..! C.);y,0' S5..,..,-ni7 [ • , = , 1 1 1 , A 1 i 1 i 1 i 1 • (1) 4 , ^T, - Z Lt.t -1. ,:' ....."••;1 , tiak i 61 ::,. o [ va Z 1 rn 1 ; • k , ,........ ‘..... --... 14 r: .7, : ■ C11) Z , ■ . ■ , , i °.: 1 2 8 •—. v , cr ... ,. , c ;... 1 7----1 g t .. t I - uj ,...,, 1 F.... ‹., F.• a 1 ---, ..c . 0 c .4: k r i OM 1- to 8 ,-.... ... 0 .., .: cr, ■ 1 c; .4 X, • -, i ..,...„.....„,—, , r • ! ig F-:j ,••• . - ,-, ,.., -e" . • • . fr , ;..; ow c,:.• Q kl0 , IN 1 F 44 t "7 Z-■ a ,.... ' I .7 1 1 : I . ,•,, , 1 .• _ y,„ IS. ■ ) • l' ' ! I :',..) 1 , _.: ■ 9'1 41 ',:r , 1 , 1 0, c4 er, I \ - / , \ i ■ ,_ ...-- ^' ' : •-, ' el ' r 0 ... 1,.., ,j„ b CC 4 43 4 • • • -...-..-.......4 44•44444:4140MMININIMMONIIINBIler VieWlignikUee 1-1. '' ' -- , NON COLLUSION AFFIDAVIT 1 , TC ti KqP , of the city of . Vey InIts according to law on my oath, and under penalty of perjury, depose and say that; 1) I am 1:7 5)ThF K 1' of the firm of ' `__ _ ___ • _2 , the bidder making the Proposal for the project described as follows: 2) the prices in this bid have been arrived at independent- ly without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competi- tor; 3) unless otherwise required by law, the q y prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly, to any other bidder or to any competitor; and 4) no attempt has been made or will be made by the bidder to induce any other person,' partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competi- tion; 5) the statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained, in this affidavit in awarding contracts for said project. Ai, . ` / Vii : /ie•• � ,z, (Sign.''ure of bidder) STATE OF vi2jtom. l Oh/ /9/ DATE COUNTY OF /- k , . PERSONALLY APPEARED BEFORE ME, the undersigned authority, . 7 Kr i who, after. first being sworn by me, T ame of individual signing) affixed his /bar signature in the space provided above on this t..f/St day of MApelAl. , 19 Q/ . NOTARY PUBLIC My commission expire: Notary Rablic, State of Florida M Exp ires © 3, 1994 y Commissio Oonded Thru Troy fa • insv ^�+ . - i i i APPLICATION FOR PAYMENT AIR CONDITIONING UNIT MAINTENANCE AND REPAIR KEY WEST, FLORIDA FROM: TO: CONTRACTOR INFORMATION NAME: ADDRESS: PHONE: PARTS AND MATERIALS COSTS: $ LABOR AND EQUIPMENT COSTS: $ TOTAL DUE THIS INVOICE: $ DESCRIPTION OF WORK Briefly describe each incidence of Work of which payment is requested on the attached form. Include the date, time, location, parts and materials used, labor, and nature of maintenance and /or repairs. In the case of emergency repairs, include the name of the person who informed you of the malfunction. Authorized Signature Title Date 23 APPLICATION FOR PAYMENT DETAILS (use a separate form for each job) DATE: TIME: LOCATION: PARTS AND MATERIALS COSTS* ITEM DESCRIPTION UNIT PRICE NUMBER SUB -TOTAL 1 - 2 3 4 5 TOTAL LABOR AND EQUIPMENT COSTS ITEM DESCRIPTION $ /HOUR HOURS SUB -TOTAL 1 LABOR (normal) 2 LABOR (overtime) 3 4 5 TOTAL DESCRIPTION OF WORK Authorized Signature Title Date *include sales slips, invoices, or other proof of purchase 24 GENERAL CONDITIONS ARTICLE 1 - DEFINITIONS Wherever used in these General Conditions or in the other contract documents the terms below have the meanings indicated which are applicable to both the singular and plural thereof. The use of the terms "he ", "him ", "himself ", or "his" shall refer to male and female persons alike and should not be construed as derogatory or discriminatory to female persons. Addenda Written or graphic instruments issued prior to the opening of bids which clarify, correct, or change the bidding documents or the contract documents. Agreement The written agreement between the OWNER and the CONTRACTOR covering the work to be performed; other contract documents are attached to the agreement and made a part thereof as provided therein. Application for Payment The form accepted by the OWNER which is to be used by the CONTRACTOR in requesting payments and which is to include such supporting documentation as is required by the contract documents. Bid The offer or proposal of the bidder submitted on the prescribed form setting forth the prices for the work to be performed. Bidding Documents The advertisement or invitation to bid, instructions to bidders, the bid form, and the proposed contract documents (including all addenda issued prior to receipt of bids). Change Order A document which is signed by the CONTRACTOR and the OWNER and directs or authorizes an addition, deletion or revision in the work, or an adjustment in the contract price or the contract time, issued on or after the effective date of the agreement. 25 • Contract Documents The bidding documents, agreement, addenda (which pertain to the contract documents), the CONTRACTOR'S bid (including documentation accompanying the bid and any post -bid documentation submitted prior to the notice of award) when attached as an exhibit to the agreement, the bonds, these General Conditions, and the specifications as the same are more specifically identified in the agreement, together with all amendments, modifications, and supplements. Contract Price The moneys payable by the OWNER to the CONTRACTOR under the contract documents as stated in the agreement. Contract Time The Contract shall be in force and binding on the OWNER and the CONTRACTOR for a period of one (1) year from the effective date of the agreement. Contractor The person, firm, or corporation with whom the OWNER has entered into the agreement. Defective An adjective which when modifying the word work refers to work that is unsatisfactory, faulty, or deficient, or does not conform to the contract documents, or does not meet the requirements of any inspection, reference standard, test, or approval referred to in the contract documents, or has been damaged prior to the OWNER's recommendation of payment. Effective Date of the Agreement The date indicated in the agreement on which it becomes effective, but if no such date is indicated it means the date on which the agreement is signed and delivered by the last of the two parties to sign and deliver. Field Order A written order issued by the OWNER which orders minor changes in the work but which does not involve a change in the contract price or contract time. 26 Laws and Regulations; Laws or Regulations Laws, rules, regulations, ordinances, codes and /or orders. Notice of Award The written notice to the apparent successful bidder stating that upon compliance by the apparent successful bidder with the conditions precedent enumerated therein, within the time specified, the OWNER will sign and deliver the agreement. Owner - The Monroe County Board of Commissioners as represented by the Facilities Maintenance Department with whom the CONTRACTOR has entered into the agreement and for whom the work is to be provided. Partial Utilization Placing a portion of the work in service for the purpose for which it is intended (or a related purpose) before reaching completion for all the work. Project Manual The title of the bound documentary information prepared for this maintenance and repair project which includes bidding requirements, conditions of contract, and specifications. Specifications Those portions of the contract documents consisting of written technical descriptions of materials, equipment, construction systems, standards, and workmanship as applied to the work, and certain administrative details applicable thereto. Supplier A manufacturer, fabricator, supplier, distributor, materialman, or vendor. Underground Facilities All pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, or other such facilities or attachments, and any encasements containing such facilities which have been installed underground to furnish any of the following services or materials: electricity, gases, steam, liquid petroleum 27 • products, telephone or other communications, cable television, sewage and drainage removal, traffic or other control systems, or water. Unit Price Work Work to be paid for on the basis of unit prices. Work The entire completed repair or the various separately identifiable parts thereof required to be furnished under the contract documents. Work is the act of and - result of performing services, furnishing labor, and furnishing and incorporating materials and equipment into the repair, all as required by the contract documents. Work Directive Change A written directive to the CONTRACTOR, issued on or after the effective date of the agreement ordering an addition, deletion, or revision in the work, or responding to differing or unforeseen physical conditions under which the work is to be performed. A work directive change may not change the contract price or the contract time, but is evidence that the parties expect that the change directed or documented by a work directive change will be incorporated in a subsequently issued change order following negotiations by the parties as to its effect,, if any, on the contract price or contract time. Written Amendment A written amendment of the contract documents, signed by the OWNER and the CONTRACTOR on or after the effective date of the agreement and normally dealing with the nonengineering or nontechnical rather than strictly work - related aspects of the contract documents. 28 ARTICLE 2 - PRELIMINARY MATTERS Copies of Documents: 2.1 The OWNER shall furnish to the CONTRACTOR three copies of the contract documents. Additional copies will be furnished, upon request, at the cost of reproduction. Commencement of Contract Time; Notice to Proceed: 2.2 The contract time shall commence to run on the effective date of the agreement. ARTICLE 3 - AMENDING AND SUPPLEMENTING CONTRACT DOCUMENTS: The contract documents may be amended to provide for additions, deletions, and revisions in the Work or to modify the terms and conditions thereof in one or more of the following ways: A. a Written Amendment B. a Change Order C. a Work Directive Change The contract price and contract time may only be changed by a change order or a written amendment. ARTICLE 4 - BONDS AND INSURANCE Contractor's Liability Insurance: 4.1 The CONTRACTOR shall purchase and maintain such comprehensive general liability and other insurance as is appropriate for the work being performed and furnished and as will provide protection from claims set forth below which may arise out of or result from the CONTRACTOR'S performance and furnishing of the work and the CONTRACTOR'S other obligations under the contract documents, whether it is to be performed or furnished by the CONTRACTOR, or by anyone directly or indirectly employed by the CONTRACTOR to perform or furnish any of the work, or by anyone for whose acts any of them may be liable: 4.1.1 Claims under workers' or workmen's compensation, disability benefits and other similar employee benefit acts; 4.1.2 Claims for damages because of bodily injury, sickness or disease, or death of any person other than the CONTRACTOR'S employees; 29 4.1.3 Claims for damages because of bodily injury, sickness or disease, or death of any of the CONTRACTOR'S employees; 4.1.4 Claims for damages insured by personal injury liability coverage which are sustained (a) by or indirectly related to the employment of such person by the CONTRACTOR, or (b) by any other person for any other reason; 4.1.5 Claims for damages other than to the work itself, because of injury to or destruction of tangible property wherever located, including loss of use resulting therefrom; 4.1.6 Claims arising out of operation of laws or regulations for damages because of bodily injury or death of any person or for damage to property; and 4.1.7 Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance, or use of any motor vehicle. The insurance required by this paragraph shall include the specific coverages and be written for not less than the limits of liability and coverages as stated in the paragraph below or required by law, whichever is greater. All of the policies of insurance so required to be purchased and maintained (or the certificates or other evidence thereof) shall contain a provision or endorsement that the coverage afforded will not be cancelled, materially changed, or renewal refused until at least thirty days prior written notice has been given to the OWNER by certified mail. All such insurance shall remain in effect until final payment and at all times thereafter when the CONTRACTOR may be correcting, removing, or replacing defective work. A. In paragraph 4.1, the insurance requirements are supplemented by the following coverage and limits of liability requirements: Insurance coverage and limits of liability shall be not less than the following: 1. Workers' Compensation: a. State: Statutory b. Applicable Federal (Longshoremen's): Statutory 30 r c. Employer's Liability: Statutory 2. Comprehensive General Liability a. Coverage shall include contractual liability, explosion, collapse, and underground property damage hazards, OWNER'S and CONTRACTOR'S protective liability, and personal injury liability. b. Limits of liability shall be as follows: Split Limits: Bodily Injury, per person per occurrence $500,000 Property Damage, per accident and aggregate $500,000 Personal Injury, per occurrence $500,000 OR Combined Single Limit: Bodily Injury and Property Damage, per occurrence and aggregate $500,000 Personal Injury, per occurrence $500,000 3. Comprehensive Automobile Liability: Limits of liability shall be the same as for comprehensive general liability in paragraph 2 above. 4. Excess Liability: Excess liability shall apply to employer's liability, comprehensive general liability, and comprehensive automobile liability and shall not be less than the following: Combined Single Limit Bodily Injury and Property Damage, aggregate $500,000 5. The CONTRACTOR shall furnish a certificate of insurance showing actual coverage and limits of liability, verifying that the OWNER has been included and named as additional insured 31 f J. and that the policies will not be cancelled or changed until thirty (30) days after written notice of such cancellation or change has been delivered to the OWNER. Contractual Liability Insurance: 4.2 The comprehensive general liability insurance required by the above paragraphs will include contractual liability insurance applicable to the CONTRACTOR'S obligations. Acceptance of Insurance: 4.3 If the OWNER has any objection to the coverage afforded by or other provisions of the insurance required to be purchased and maintained by the CONTRACTOR on the basis of its not complying with the contract documents, the OWNER shall notify the CONTRACTOR in writing thereof within ten days of the date of delivery of such certificates to the OWNER. The CONTRACTOR shall provide to the OWNER such additional information in respect of insurance provided as the OWNER may reasonably request. Failure by the OWNER to give any such notice of objection within the time provided shall constitute acceptance of such insurance purchased by the CONTRACTOR as complying with the contract documents. ARTICLE 5 - CONTRACTOR'S RESPONSIBILITIES Operation 5.1 The CONTRACTOR shall maintain the Central Air Conditioning units in a manner which will ensure safe, comfortable and economical air supply to those County Facilities served by Central Air Conditioning units. Maintenance shall include, but not be limited to: preventive maintenance including periodic inspection and service, routine repairs, and emergency repairs and trouble shooting in the event of equipment malfunction, failure or damage. Supervision and Personnel 5.2 The CONTRACTOR shall supervise and direct the work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the work in accordance with the contract documents. The CONTRACTOR shall employ a sufficient number of technicians to adequately maintain the Central Air Conditioning systems. The CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences, and procedures of construction. 32 • The CONTRACTOR shall be responsible to see that the finished work complies accurately with the contract documents. Parts, Materials and Equipment 5.3 Unless otherwise specified in the contract the CONTRACTOR shall furnish and assume full responsibility for all materials, equipment, labor, transportation, machinery, tools, and all other incidentals necessary for the completion of the work. 5.4 All parts, materials, and equipment shall be of good quality and new. All parts and materials shall meet or exceed all applicable Standard Specifications. If required by the OWNER, the CONTRACTOR shall furnish satisfactory evidence (including reports of required tests) as to the kind and quality of materials and equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned, and conditioned in accordance with the instructions of the applicable supplier. Records: 5.5 The CONTRACTOR shall record maintenance activities in a maintenance log which shall contain all pertinent information. Concerning Supplier and Others: 5.6 The CONTRACTOR shall not employ any supplier or other person or organization whether initially or as a substitute, against whom the OWNER may have reasonable objection. The CONTRACTOR shall not be required to employ any supplier or other person or organization to furnish or perform any of the work against whom the CONTRACTOR has reasonable objection. 5.7 The CONTRACTOR shall be fully responsible to the OWNER for all acts and omissions of the suppliers and other persons and organizations performing or furnishing any of the work under a direct or indirect contract with the CONTRACTOR just as the CONTRACTOR is responsible for the CONTRACTOR's own acts and omissions. Nothing in the contract documents shall create any contractual relationship between the OWNER and any such supplier or other person or organization, nor shall it create any obligation on the part of the OWNER to pay or to see to the payment of any monies due any such supplier or other person or organization except as may otherwise be required by laws and regulations. 33 5.8 The CONTRACTOR shall make every effort t: obtain the parts and materials at the lowest possible opst without sacrificing the quality of said parts ant materials. The CONTRACTOR is responsible, however, f:r maintaining a parts and materials inventory of suffic_smt size to support all repair operations (routine =_t emergency) irregardless of the location of the supple =_ Perini tE : 5.9 The CONTRACTOR shall obtain and pay for all required permits and licenses. The OWNER shall assist the CONTRACTOR, when necessary, in obtaining permits and licenses. The CONTRACTOR shall pay all governmental charges and inspection fees __:essary for the prosecution of the work, which are =tolicable on the effective date of the agreement. 7he CONTRACTOR shall pay all charges of utility owners for Connections to the work. Monroe County will waive he fees for such permits as it normally issues. Laws ant Regulations: 5.10 The CONTRACTOR shall give all notices an= comply with all laws and regulations applicable to f=hshing and performance of the work. Except where otherwise expressly required by applicable laws and regulations, the OWNER shall not be responsible for n mooring the CONTRACTOR's compliance with any laws or _e _rations. Taxes: 5.11 The CONTRACTOR shall pay all sales, consumer. use, and other similar taxes required to be r _d by the CONTRACTOR in accordance with the laws ant regulations of the place of the project which are app:_ =able during the performance of the work. Safety and Protection: 5.12 The CONTRACTOR shall be responsible for :vitiating, maintaining, and supervising all safety precautions and programs in connection with the work. 7ha CONTRACTOR shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury, or loss to: 5.12.1 all employees on the work site a.__ other persons and organizations who may ze affected thereby: 5.12.2 all the work and materials and ec= mment to be incorporated therein, wheths -r in storage on or off the site; and 34 • 5.12.3 other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, utilities, and underground facilities. The CONTRACTOR shall comply with all applicable laws and regulations of any public body having jurisdiction for the safety of persons or property or to protect them from damage, injury, or loss; and shall erect and maintain all necessary safeguards for such safety and protection. The CONTRACTOR shall notify owners of adjacent property and of underground facilities and utility owners when prosecution of the work may affect them, and shall cooperate with them in the protection, removal, relocation, and replacement of their property. All damage, injury, or loss to any property caused, directly or indirectly, in whole or in part, by the CONTRACTOR, any supplier, or any other person or organization directly or indirectly employed by them to perform or furnish any of the work or anyone for whose acts any of them may be liable, shall be remedied by the CONTRACTOR. The CONTRACTOR's duties and responsibilities for the safety and protection of the work shall continue until such time as all the work is completed. Indemnification: 5.13 To the fullest extent permitted by laws and regulations, the CONTRACTOR shall indemnify and hold harmless the OWNER and the OWNER's consultants, agents, and employees from and against all claims, damages, losses, and expenses, direct, indirect, or consequential (including but not limited to fees and charges of engineers, architects, attorneys, and other professionals, and court costs) arising out of or resulting from the performance of the work, provided that any such claim, damage, loss, or expense (a) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the work itself) including the loss of use resulting therefrom and (b) is caused in whole or in part by any negligent act or omission of the CONTRACTOR, or person or organization directly or indirectly employed by the CONTRACTOR to perform or furnish any of the work or anyone for whose acts any of them may be liable regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by law and regulations regardless of the negligence of any such part. 5.14 In any and all claims against the OWNER or any of the OWNER's consultants, agents or employees by any employee of the CONTRACTOR, or any person or 35 r . organizations directly or indirectly employed by the CONTRACTOR to perform or furnish any of the work or anyone for whose acts any of them may be liable, the indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the CONTRACTOR or other person or organization under workers' or workmens' compensation acts, disability benefit acts, or other employee benefit acts. ARTICLE 6 - WARRANTY AND GUARANTEE: TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK Warranty and Guarantee: 6.1 The CONTRACTOR warrants and guarantees to the OWNER that all work will be in accordance with the contract documents and will not be defective for one (1) year. Prompt notice of all defects shall be given to the CONTRACTOR. Access to Work: 6.2 The OWNER, representatives of the OWNER, testing agencies, and governmental agencies with jurisdictional interests will have access to the work at reasonable times for their observation, inspecting, and testing. The CONTRACTOR shall provide proper and safe conditions for such access. Tests and Inspections: 6.3 If laws or regulations of any public body having jurisdiction require any work (or part thereof) to specifically be inspected, tested, or approved, the CONTRACTOR shall assume full responsibility therefore, pay all costs in connection therewith and furnish the OWNER the required certificates of inspection, testing, or approval. The CONTRACTOR shall also be responsible for and shall pay all costs in connection with any inspection or testing required in connection with the OWNER's acceptance of a supplier of materials or equipment proposed to be incorporated in the work, or of materials or equipment submitted for approval prior to the CONTRACTOR's purchase thereof for incorporation in the work. 6.4 Neither observations by the OWNER nor inspections, tests, or approvals by others shall relieve the CONTRACTOR from the CONTRACTOR's obligations to perform the work in accordance with the contract documents. 36 fr r Owner May Stop the Work: 6.5 If the work is defective, or the CONTRACTOR fails to supply sufficient skilled workers or suitable materials or equipment, or fails to furnish or perform the work in such a way that the completed work will conform to the contract documents, the OWNER may order the CONTRACTOR to stop the work, or any portion thereof, until the cause for such order has been eliminated; however, this right of the OWNER to stop the work shall not give rise to any duty on the part of the OWNER to exercise this right for the benefit of the CONTRACTOR or any other party. If the OWNER stops the work for the reasons listed in this paragraph, the CONTRACTOR will not be entitled to any extension in the time limits as stated elsewhere in this document. Correction or Removal of Defective Work: 6.6 If required by the OWNER, the CONTRACTOR shall promptly, as directed, either correct all defective work, whether or not fabricated, installed, or completed, or, if the work has been rejected by the OWNER, remove it from the site and replace it with nondefective work. The CONTRACTOR shall bear all direct, indirect, and consequential costs of such correction or removal (including but not limited to fees and charges of engineers, architects, attorneys, and other professionals) made necessary thereby. One Year Correction Period: 6.7 If within one year after the date of completion or such longer period of time as may be prescribed by laws or regulations, any work is found to be defective, the CONTRACTOR shall promptly, without cost to the OWNER and in accordance with the OWNER's written instructions, either correct such defective work, or, if it has been rejected by the OWNER, remove it from the site and replace it with nondefective work. If the CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the OWNER may have the defective work corrected or the rejected work removed and replaced, and all direct, indirect, and consequential costs of such removal and replacement (including but not limited to fees and charges o engineers, architects, attorneys, and other professionals) will be paid by the CONTRACTOR. 37 fig v. ARTICLE 7 - PAYMENTS TO CONTRACTOR AND COMPLETION Application for Progress Payment: 7.1 Once a month (or less often if no work has been completed in the previous month), the CONTRACTOR shall submit to the OWNER an application for payment for all labor, materials, equipment, and parts used in the previous month. Supporting documents must accompany the application for payment. CONTRACTOR's Warranty of Title: 7.2 The CONTRACTOR warrants and guarantees that title to all work, materials, and equipment covered by any application for payment, will pass to the OWNER no later than the time of payment free and clear of all liens. Review of Applications for Payment: 7.3 The OWNER will, within ten days after receipt of each application for payment, either indicate in writing a recommendation of payment or return the application to the CONTRACTOR indicating in writing the OWNER's reasons for refusing to recommend payment. In the latter case, the CONTRACTOR may make the necessary corrections and resubmit the application. Thirty days after presentation of the application for payment with the OWNER's recommendation, the amount recommended will become due and will be paid to the CONTRACTOR. 7.4 The OWNER may refuse to pay the whole or any part of any payment if, in the OWNER's opinion, it would be incorrect to make such payments. The OWNER may also refuse to pay any such payment, or, because of subsequently discovered evidence or the results of subsequent inspections or tests, nullify any such payment previously paid to such extent as may be necessary in the OWNER's opinion to protect the OWNER from loss because: 7.4.1 the work is defective or completed work has been damaged requiring correction or replacement, 7.4.2 the contract price has been reduced by written amendment of change order, 7.4.3 the OWNER has been required to correct defective work or complete work. The OWNER may refuse to make payment of the full amount because claims have been made against the OWNER on 38 1 • k. account of the CONTRACTOR's performance or furnishing of the work or liens have been filed in connection with the work or there are other items entitling the OWNER to a set -off against the amount requested, including liability for liquidated damages payable by the CONTRACTOR, but the OWNER must give the CONTRACTOR immediate written notice stating the reasons for such action. CONTRACTOR's Obligation: 7.5 The CONTRACTOR's obligation to perform and complete the work in accordance with the contract documents shall be absolute. Neither recommendation of any payment by the OWNER nor any payment by the BOCC to the CONTRACTOR under the contract documents, nor any use of the work by the OWNER, nor any act of acceptance by the OWNER nor any failure to do so, nor any correction of defective work by the OWNER will constitute an acceptance of work not in accordance with the contract documents or a release of the CONTRACTOR's obligation to perform the work in accordance with the contract documents. CONTRACT.02 39