11/22/2016 AgreementAMY NEAVILIN, CPA
CLERK OF CIRCUIT COURT &COMPTROLLER
MONROE COUNTY, FLORIDA
DATE: November 30, 2016
TO: Don DeGraw,
Director of Airports
ATTN.• Beth Leto,
Airport Business Manager
FROM: Cheryl Robertson Executive Aide to the Clerk of Court & Comptroller e'JA
At the November 22, 2016 Board of County Commissioner's meeting the Board granted approval and
authorized execution of Items:
F4 Approval to award bid and execute contract with Charley Toppino & Sons, Inc. (Toppino's) for
Drainage Improvements Phase 2 & 3 at the Key West International Airport in the amount of
$1,655,580.85 (Base Bid West Pumped Injection Well at $901,492.10, Additive Bid # 1 East Pumped
Injection Well at $539,886.25 and Additive Bid #3 West Exfiltration Trench at $214,102.50) to be
funded by FAA Grant #37 -53 (90 %), FDOT Grant# GOE45 (5 %), and Passenger Facility Charge(PFC)
Application #15 (5 %).
F15 Approval to award bid and execute contract with ABC Construction, Inc. for
Strengthen/Rehabilitate Commercial Apron at Key West International Airport in the amount of
$9,250,000.00 ($9,100,000 base bid and $150,000 for Bid Additive # 1) to be funded by FAA Grant #37-
53 (90 %), FDOT Grant #GOE46 (5 %), and Passenger Facility Charge(PFC) Application #15 (5 %).
Enclosed is a duplicate originals executed on behalf of Monroe County, for your handling. Should you
have any questions, please feel free to contact me.
cc: County Attorney
Finance/
File V
500 Whitehead Street Suite 101, PO Box 1980, Key West FL 33040 Phone: 305- 295 -3130 Fax: 305- 295 -3663
3117 Overseas Highway, Marathon, FL 33050 Phone: 305 - 289 -6027 Fax: 305- 289 -6015
88820 Overseas Highway, Plantation Key, FL 33070 Phone: 852 -7145 Fax: 305- 852 -7146
Key West Intemational Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
S E C T I O N C
ACKNOWLEDGMENT FOR CHANGE ORDERS
TO: Monroe County Board of Commissioners
Key West, Florida
REF: Strengthen /Rehabilitate Commercial Apron
Key West International Airport
Gentlemen:
In order to avoid the necessity of extensive amendments to the referred contract, the
undersigned acknowledges hereby that the following conditions are those for which
change orders are allowed under the Bid Law:
1. Unusual and difficult circumstances which arose during the course of the
execution of the contract which could not have been reasonably foreseen.
2. Where competitive bidding for the new work for new money will work to the
serious detriment of the awarding authority.
3. Emergencies arising during the course of the work.
4. Changes or alterations provided for in the original bid and originals contract.
Contractor
0
Title:
CONTRACT II -1
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
C O N T RAC T TO
Strengthen /Rehabilitate Commercial Apron
Key West International Airport
THIS AGREEMENT made and entered into the 22 nd day of November, 2016
by and between ABC Construction, Inc. ,Contractor, and the Monroe County Board of
Commissioners, Key West, Florida, Owner.
WITNESSETH:
That the Contractor, for the consideration hereinafter fully set out hereby agrees with the
Owner as follows:
1. That the Contractor, shall furnish all the materials, and perform all of the work in the
manner and form as provided by the following enumerated documents;
Instruction to Bidders, Form of Proposal, General Provisions, Special Provisions,
Technical Specifications, Form of Contract, Form of Bond, Drawings and
Addenda, which are attached hereto and made a part hereof, as if fully contained
herein, for the construction of:
Strenathen /Rehabilitate Commercial Aaron
Key West International Airport
Monroe County, Florida
2. That the Contractor shall commence the work to be performed under this
agreement on a date to be specified in a written order of the Owner and shall
fully complete the Base Bid and Additive Bid #1 within the 370 calendar days from
the Notice -to- Proceed (Construction) as per Special Provision No. 2.
3. The Owner hereby agrees to pay to the Contractor for the faithful performance of
the agreement, subject to additions and deductions as provided in the
specifications or proposal in lawful money of the United States as follows:
Approximately Nine Million Two Hundred Fifty Thousand and 0/100 Dollars
($9,250,000.00 in accordance with lump sum and unit prices set forth in the
proposal.
4. On or before the 15th day of each calendar month, the second party shall make
partial payment to the Contractor on the basis of a duly certified and approved
estimate of work performed during the preceding calendar month by the
Contractor, less ten percent (10 %) of the amount of such estimate which is to be
retained by the Owner until all work has been performed strictly in accordance
with this agreement.
CONTRACT H -2
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
5. Upon submission by the Contractor of evidence satisfactory to the Owner that all
payrolls, material bills and other costs incurred by the Contractor in connection
with the construction of the work have been paid in full, final payment on account of
this agreement shall be made within twenty (20) days after the completion by the
Contractor of all work covered by this agreement and the acceptance of such work
by the Owner.
6. It is mutually agreed between the parties hereto that time is of the essence in this
contract and in the event the construction of the work is not completed within the
time herein specified, it is agreed that from the compensation otherwise to be
paid to the Contractor, the Owner may retain the amounts described in the
Liquidated Damages, Special Provision No. 3, per day for each day thereafter,
Sundays and holidays included, that the work remains uncompleted, which sum
shall represent the actual damages which the Owner will have sustained per day by
failure of the Contractor to complete the work within the time stipulated and this
sum is not a penalty being the stipulated damages the Owner will have
sustained in the event of such default by the Contractor.
7. It is further mutually agreed between the parties hereto that if at any time after
the execution of this agreement and the surety bond hereto attached for its
faithful performance, the Owner shall deem the surety or sureties upon such
bond to be unsatisfactory, or if, for any reason, such bond ceases to be adequate
to cover the performance of the work, the Contractor shall, at its expense within
five (5) days after the receipt of notice from the Owner so to do, furnish an
additional bond or bonds in such form and amount and with such surety or
sureties as shall be satisfactory to the Owner. In such event, no further payment
to the Contractor shall be deemed to be due under this agreement until such new
or additional security for the faithful performance of the work shall be furnished in
manner and form satisfactory to the Owner.
8. MAINTENANCE OF RECORDS 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 pursuant to this Agreement were
spent for purposes not authorized by this Agreement, the Contractor shall repay
the monies together with interest calculated pursuant to Sec. 55,03, Florida
Statutes, running from the date the monies were paid to Contractor.
9. Public Access. Pursuant to Florida Statute §119.0701, Contractor and its
subcontractors shall comply with all public records laws of the State of Florida,
including but not limited to:
(a) Keep and maintain public records that ordinarily and necessarily would
be required by Monroe County in the performance of this Agreement.
(b) Provide the public with access to public records on the same terms and
CONTRACT II -3
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
conditions that Monroe County would provide the records and at a cost that
does not exceed the cost provided in Florida Statutes, Chapter 119 or as
otherwise provided by law.
(c) Ensure that public records that are exempt or confidential and exempt
from public records disclosure requirements are not disclosed except as
authorized by law.
(d) Meet all requirements for retaining public records and transfer, at no
cost, to Monroe County all public records in possession of the contractor upon
termination of this Agreement and destroy any duplicate public records that
are exempt or confidential and exempt from public records disclosure
requirements. All records stored electronically must be provided to Monroe
County in a format that is compatible with the information technology systems
of Monroe County.
10. HOLD HARMLESS AND INSURANCE 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 (including, without
limitation, costs of remediation and costs of additional security
measures that the Federal Aviation Administration, the
Transportation Security Administration or any other
governmental agency requires by reason of, or in connection
with a violation of any federal law or regulation, attorneys' fees and
costs, court costs, fines and penalties) 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,
contractors or other invitees on the Airport during the term of this
Agreement, (B) the negligence or willful misconduct of
Contractor or any of its employees, agents, contractors or other
invitees, or (C) Contractor's default in respect of any of the obligations
that it undertakes under the terms of this Agreement, 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 Agreement, this section will
survive the expiration of the term of this Agreement or any earlier
termination of this Agreement.
In the event the completion of the project (including the work of others) is
CONTRACT II -4
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
delayed or suspended as a result of the Contractor's failure to purchase or
maintain the required insurance, the Contractor shall indemnify
the County from any and all increased expenses resulting from such
delay.
The first ten ($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.
CERTIFICATES OF INSURANCE. Original Certificates of Insurance shall
be provided to the COUNTY at the time of execution of this Agreement and
certified copies provided if requested. Each policy certificate shall be
endorsed with a provision that not less than thirty (30) calendar days'
written notice shall be provided to the COUNTY before any policy or
coverage is canceled or restricted. The underwriter of such insurance
shall be qualified to do business in the State of Florida. If requested by
the County Administrator, the insurance coverage shall be primary
insurance with respect to the COUNTY, its officials, employees,
agents and volunteers. Failure of CONTRACTOR to comply
with the requirements of this section shall be cause for immediate
termination of this agreement.
11. NON - WAIVER OF IMMUNITY: Notwithstanding the provisions of Sec.
768.28, Florida Statutes, the participation of COUNTY and
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 Agreement entered into by the COUNTY be required to contain
any provision for waiver.
12. NO PLEDGE OF CREDIT CONTRACTOR shall not pledge the
COUNTY'S credit or make it a guarantor of payment or surety
for any contract, debt, obligation, judgment, lien, or any form of
indebtedness. CONTRACTOR further warrants and represents that
it has no obligation or indebtedness that would impair its ability to
fulfill the terms of this contract.
13. 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
Don DeGraw, Director of Airport
3491 South Roosevelt Blvd.
Key West, FL 33041
CONTRACT II -5
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
FOR CONTRACTOR
Jorge Gonzalez
President
ABC Construction, Inc
7215 NW 7" Street
Miami, FL 33126
14. GOVERNING LAW, VENUE, AND INTERPRETATION This Agreement
shall be governed by and construed in accordance with the laws of the
State of Florida applicable to Agreements 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 this Agreement, the COUNTY and
CONTRACTOR agree that venue will lie in the appropriate court or
before the appropriate administrative body in Monroe COUNTY, Florida.
15. MEDIATION The COUNTY and CONTRACTOR agree that, in the
event of conflicting interpretations of the terms or a term of this
Agreement by or between any of them the issue shall be submitted to
mediation prior to the institution of any other administrative or legal
proceeding. 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.
16. 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.
17. ATTORNEY'S FEES AND COSTS 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 and attorney's fees, in
appellate proceedings. Each party agrees to pay its own court costs,
investigative, and out -of- pocket expenses whether it is the prevailing
CONTRACT II -6
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
party or not, through all levels of the court system.
18. 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 COUNTY and
CONTRACTOR. 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 a public meeting of the Board of County
Commissioners. If the issue or issues are still not resolved to
the satisfaction of COUNTY and CONTRACTOR, then any party
shall have the right to seek such relief or remedy as may be provided by
this Agreement or by Florida law.
19. 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
CONTRACTORspecifically agree that no party to this Agreement shall
be required to enter into any arbitration proceedings related to this
Agreement.
20. BINDING EFFECT: The terms, covenants, conditions, and provisions of
this Agreement shall bind and inure to the benefit of COUNTY and
CONTRACTOR and their respective legal representatives, successors,
and assigns.
21. 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 action, as required by law.
22. 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 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.
23. LEGAL OBLIGATIONS AND RESPONSIBILITIES: This
Agreement is not intended to, nor shall it be construed as, relieving
CONTRACT H -7
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
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.
24. NON - RELIANCE BY NON - PARTIES: No person or entity shall be
entitled to rely upon the terms, or any of them, of this 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.
25. 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.
26. 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 and COUNTY and CONTRACTOR hereto may execute this
Agreement by signing any such counterpart.
CONTRACT II -8
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
27. NON - DISCRIMINATION: Contractor agrees 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. Contractor agrees 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 Note), 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.
CONTRACT II -9
Key West International Airport 11/16
Monroe County
Strengthen/Rehabilitate Commercial Apron
Project No. GAKAP145
IN WITNESS WHEREOF the parties hereto have executed this agreement on the day and
date first above written in two (2) counterparts, each of which shall, without proof or accounting
for the other counterpart, be deemed an original contract.
OARD OF COUNTY COMMISSIONERS
F MO N OE COUNTY, FLORIDA
By: aC• .t.4.
90 Of
Mayor
Date: //- ) 2 I (P
Witness for CONTRACTOR:
Signature
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Print Name
Address: 7215 NW 7 Street
Miami, FL 33126
Telephone Number
305- 663 -0322
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Date: l(' VI '-P