06/21/2017 AgreementS
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Kevin Madok, cPA
Clerk of the Circuit Court & Comptroller — Monroe County, Florida
DATE: June 23, 2017
TO: Dave Tegreene, Project Manager
Project Management
VIA: Tammy Sweeting
Executive Assistant
FROM: Pamela G. Hanc k, .C.
SUBJECT: June 21 st BOCC Meeting
Enclosed is a duplicate original of Item C35, Contract with Marathon Electric Sign &
Light, Inc., for construction of the Murray E. Nelson Center Marquee, for your handling.
Should you have any questions, please feel free to contact me at extension 3130.
cc: County Attorney w/o document
Finance
File
KEY WEST MARATHON PLANTATION KEY
500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway
Key West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070
305- 294 -4641 305- 289 -6027 305- 852 -7145
PK/ROTH BUILDING
50 High Point Road
Plantation Key, Florida 33070
305- 852 -7145
Murray Nelson Marquee
SECTION 00500
AGREEMENT
Agreement
Between Owner and Contractor
Where the basis of payment is a STIPULATED SUM
AGREEMENT
Made as of the May 17, 2017
BETWEEN the Owner: Monroe County Board of County Commissioners
500 Whitehead Street
Key West, Florida 33040
And the Contractor:
For the following Project:
Marathon Electric Sign & Light, Inc.
10690 Aviation Blvd.
Marathon, FL. 33050
Murray Nelson Marquee
Scope of the Work
The Scope of Work shall include, but not be limited to, all work shown and listed in the Project
Drawings and Specifications. The Contractor is required to provide a complete job as
contemplated by the drawings and specifications, which are a part of this bid package. The
Contractor shall furnish all labor, supervision, materials, power, tools, equipment, supplies,
permits and any other means of construction necessary or proper for performing and completing
the Scope of Work, unless otherwise specifically stated.
Provide Marquee 6' by 8' Double Sided 20mm Tekstar Sign with 48 by 112 Full color LED
Display with 12" Deep, Hinged Aluminum Cabinet and Thermoformed Makrolon SL Faces
Decorated on Inside Surface with 3M Vinyl Graphics.
Provide Engineered Drawings for Foundation applicable to 190MPH winds with proper Mounting
and Electrical Entry locations.
AGREEMENT
00500- Page 1 of 16
Murray Nelson Marquee
Provide sign permit, including electrical permit, for the installation of the sign outside FDOT
Right -of -Way.
Fabricate foundation, install electrical service from the existing Murray Nelson building and
install and start up sign.
Sign to include RF programming capability as well as USB capability.
Restore area to original condition and close above mentioned permits
Provide maintenance and operation manuals in electronic copy.
Reference Drawings and other specifications:
1- Foundation Sketch # 2 -03602 Page 3 of 3 Tekstar 20mm 48x112 - 68 - Customer
#3121201 (Monroe County Public Works) - Rev.2
2- Sole Source Letter - Monroe County Stewart Signs 012617
3- View of Sign Location - Overhead View of Sign Location Murray Nelson 012717.pdf
4- Site Plan showing FDOT Right -of -Way, Murray Nelson Right -of -Way Drawing C -3 Sheet
267 012617.
5- Quotation Stewart Signs dated 01/26/17
The Contractor shall be responsible for complying with regulations, approvals, and permitting by
the: Florida Department of Transportation, Monroe County Growth Management, Monroe
County Building Dept., and any other permitting or regulatory agencies as applicable.
ARTICLE 1
The Contract Documents
The Contract Documents consist of this Agreement, Conditions of the Contract (General,
Supplementary and other Conditions), Drawings, Specifications, Proposal Documents, Addenda
issued prior to execution of this Agreement, together with the response to RFP and all required
insurance documentation, and Modifications issued after execution of this Agreement. The
Contract represents the entire and integrated agreement between the parties hereto and
supersedes prior negotiations, representations or agreements, either written or oral. An
enumeration of the Contract Documents, other than Modifications, appears in Article 9. In the
event of a discrepancy between the documents, precedence shall be determined by the order of
the documents as just listed.
ARTICLE 2
The Work of this Contract
The Contractor shall execute the entire Work described in the Contract Documents, except to
the extent specifically indicated in the Contract Documents to be the responsibility of others, or
as follows: N/A
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Murray Nelson Marquee
ARTICLE 3
Date of Commencement and Substantial Completion
3.1 The date of commencement is the date to be fixed in a notice to proceed issued by the
Owner.
The Contractor shall achieve Substantial Completion of the entire Work not later than
Ninety (90) calendar days after the date of commencement or issuance of a Notice to
Proceed. The time or times stipulated in the contract for completion of the work of the
contract or of specified phases of the contract shall be the calendar date or dates listed
in the milestone schedule.
Liquidated damages will be based on the Substantial Completion Date for all work,
modified by all approved extensions in time as set forth by the Director of Project
Management's signature of approval on the Certificate of Substantial Completion. The
liquidated damages table below shall be utilized to determine the amount of liquidated
damages.
The Contractor's recovery of damages and sole remedy for any delay caused by the
Owner shall be an extension of time on the Contract.
ARTICLE 4
Contract Sum
4.1 The owner shall pay the Contractor in current funds for the Contractor's performance of
the Contract the Contract Sum of FORTY SIX THOUSAND AND ONE HUNDRED
NINETY and NO /100 Dollars ($46,190.00), subject to additions and deductions as
provided in the Contract Documents.
4.2 The Contract Sum is based upon the following alternates, if any, which are described in
the Contract Documents and are hereby accepted by the Owner:
(State the numbers or other identification of accepted alternates. If decisions on other
alternates are to be made by the Owner subsequent to the execution of this Agreement
then attach a schedule of such other alternates showing the amount for each and the
date until which that amount is valid.)
Alternate # 1: No Alternates Specified
ARTICLE 5
Progress Payments
AGREEMENT 00500- Page 3 of 16
FIRST
SECOND
31ST DAY &
CONTRACT AMOUNT
15 DAYS
15 DAYS
THEREAFTER
Under $50,000.00
$50.00 /Day
$100.00 /Day
$250.00 /Day
$50,000.00- 99,999.00
100.00 /Day
200.00 /Day
750.00 /Day
$100,000.00- 499,999.00
200.00 /Day
500.00 /Day
2,000.00 /Day
$500,000.00 and Up
500.00 /Day
1,000.00 /Day
3,500.00 /Day
The Contractor's recovery of damages and sole remedy for any delay caused by the
Owner shall be an extension of time on the Contract.
ARTICLE 4
Contract Sum
4.1 The owner shall pay the Contractor in current funds for the Contractor's performance of
the Contract the Contract Sum of FORTY SIX THOUSAND AND ONE HUNDRED
NINETY and NO /100 Dollars ($46,190.00), subject to additions and deductions as
provided in the Contract Documents.
4.2 The Contract Sum is based upon the following alternates, if any, which are described in
the Contract Documents and are hereby accepted by the Owner:
(State the numbers or other identification of accepted alternates. If decisions on other
alternates are to be made by the Owner subsequent to the execution of this Agreement
then attach a schedule of such other alternates showing the amount for each and the
date until which that amount is valid.)
Alternate # 1: No Alternates Specified
ARTICLE 5
Progress Payments
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Murray Nelson Marquee
5.1 Based upon Applications for Payment submitted by the Contractor to the Director of
Project Management, and upon approval for payment issued by the Director of Project
Management and Architect, the Owner shall make progress payments on account of the
Contract Sum to the contractor as provided below and elsewhere in the Contract
Documents.
5.2 The period covered by each Application for payment shall be one (1) calendar month
ending on the last day of the month, or as follows:
5.3 Payment will be made by the Owner in accordance with the Florida Local Government
Prompt Payment Act, Section 218.735, Florida Statutes.
5.4 Each Application for Payment shall be based upon the Schedule of Values submitted by
the Contractor in accordance with the Contract Documents. The Schedule of Values
shall allocate the entire Contract Sum among the various portions of the Work and be
prepared in such form and supported by such data to substantiate its accuracy as the
Director of Project Management may require. This schedule, unless objected to by the
Director of Project Management, shall be used as a basis for reviewing the Contractor's
Applications for Payment.
5.5 Applications for Payment shall indicate the percentage of completion of each portion of
the Work as of the end of the period covered by the Application for Payment.
5.6 Subject to the provisions of the Contract Documents, the amount of each progress
payment shall be computed as follows:
5.6.1 Take that portion of the Contract Sum properly allocable to completed Work as
determined by multiplying the percentage completion of each portion of the Work by the
share of the total Contract Sum allocated to that portion of the Work in the Schedule of
Values, less retainage of ten percent (10 %). Pending final determination of cost to the
Owner of changes in the Work, amounts not in dispute may be included in Applications
for Payment. The amount of credit to be allowed by the Contractor to the Owner for a
deletion or change which results in a net decrease in the Contract Sum shall be the net
cost to the Owner, less Overhead, Profit and Documented Costs incurred prior to the
change Request, as indicated in the corresponding line item in the Approved Schedule
of Values for that line item as confirmed by the Director of Project Management. When
both additions and credits covering related Work or substitutions are involved in a
change, the allowance for overhead and profit shall be figured on the basis of net
increase, if any, with respect to that change.
5.6.2 Add that portion of the Contract Sum properly allocable to materials and equipment
delivered and suitably stored at the site for subsequent incorporation in the completed
construction (or, if approved in advance by the Owner, suitably stored off the site at a
location agreed upon in writing), less retainage;
5.6.3 Subtract the aggregate of previous payments made by the Owner; and
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Murray Nelson Marquee
5.6.4 Subtract amounts, if any, for which the Director of Project Management has withheld or
nullified a Certificate for Payment as provided in Paragraph 9.5 of the General
Conditions.
5.7 Retainage of ten percent (10 %) will be withheld in accordance with Section 218.735 (8)
(b), Florida Statutes.
5.8 Reduction or limitation of retainage, if any, shall be as follows:
Monroe County is exempt from and not subject to Florida Statutes, Section 255.078,
"Public Construction Retainage". Reduction or limitation of retainage, if any, shall be
reduced incrementally at the discretion of and upon the approval of the Director of
Project Management.
ARTICLE 6
Final Payment
Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the
Owner to the Contractor when (1) the Contract has been fully performed by the Contractor
except for the Contractor's responsibility to correct nonconforming Work as provided in
Subparagraph 12.2.2 of the General Conditions and to satisfy other requirements, if any, which
necessarily survive final payment, and (2) a final approval for payment has been issued by the
Director of Project Management. Such final payment shall be made by the Owner not more
than twenty (20) days after the issuance of the final approval for payment. The following
documents (samples in section 01027, Application for Payment) are required for Final Payment:
(1) Application and Certificate for Payment
(2) Continuation Sheet
(3) Certificate of Substantial Completion
(4) Contractor's Affidavit of Debts and Claims
(5) Contractor's Affidavit of Release of Liens
(6) Final Release of Lien
(7) Contractor shall provide two (2) hard copies in tabulated divided binders and
one (1) saved electronically tabbed and indexed in Adobe Acrobat file (.PDF)
format delivered on a downloadable CD /DVD of all the following, but not
limited to:
A. Project Record Documents (As Built Documents).
B. Operating and maintenance data, instructions to the Owner's personnel.
C. Warranties, bond and guarantees.
D. Keys and keying schedule.
E. Spare parts and maintenance materials.
F. Electronic copies of approved submittals.
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Murray Nelson Marquee
G. Evidence of payment and final release of liens and consent of surety to final
release (includes final release from all utilities and utility companies).
ARTICLE 7
Miscellaneous Provisions
7.1 Where reference is made in this Agreement to a provision of the General Conditions or
another Contract Document, the reference refers to that provision as amended or
supplemented by other provisions of the Contract Documents.
7.2 Payment shall be made according to the Florida Local Government Prompt Payment Act
and Monroe County Code.
7.3 Temporary facilities and services: As described in Section 01500, Temporary Facilities,
of the General Conditions.
7.4 Monroe County's performance and obligation to pay under this contract is contingent
upon an annual appropriation by the Board of County Commissioners.
7.5 A person or affiliate who has been placed on the convicted vendor list following a
conviction for public entity crime may not submit a bid on a contract to provide any
goods or services to a public entity, may not submit a proposal on a contract with a
public entity for the construction or repair of a public building or public work, may not
submit proposals on leases of real property to public entity, may not be awarded or
perform work as contractor, supplier, subcontractor, or consultant under a contract with
any public entity, and may not transact business with any public entity in excess of the
threshold amount provided in Section 287.017, for CATEGORY TWO for a period of
thirty -six (36) months from the date of being placed on the convicted vendor list.
7.6 The following items are included in this contract:
a) 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.
b) Governing Law, Venue, Interpretation, Costs, and 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 this Agreement, the County and Contractor agree that venue shall
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Murray Nelson Marquee
lie in the appropriate court or before the appropriate administrative body in Monroe
County, Florida. The Parties waive their rights to trial by jury. 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.
c) 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.
d) 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 and court costs as an award against
the non - prevailing party, and shall include attorney's fees and courts costs in
appellate proceedings.
e) 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.
f) 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. Each party agrees that it
has had ample opportunity to submit this Contract to legal counsel of its choice and
enters into this agreement freely, voluntarily and with advice of counsel.
g) 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 proposals,
and funding solicitations shall be approved by each party prior to submission.
h) 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 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 Agreement is not subject to arbitration.
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Murray Nelson Marquee
i) 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.
j) Nondiscrimination. The parties 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. The parties 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 VII of the Civil Rights Act of 1964 (PL 88 -352), which prohibit
discrimination in employment on the basis of race, color, religion, sex, and national
origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC
§§ 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 § 794), which
prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of
1975, as amended (42 USC §§ 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,
§§ 523 and 527 (42 USC §§ 690dd -3 and 290ee -3), as amended, relating to
confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil
Rights Act of 1968 (42 USC §§ 3601 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 §§ 1201), as amended from time to time, relating to
nondiscrimination in employment on the basis of disability; 10) Monroe County Code
Chapter 13, Article VI, which prohibits discrimination on the basis of race, color, sex,
religion, national origin, ancestry, sexual orientation, gender identity or expression,
familial status or age; and 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.
k) 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.
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 Statutes, regarding, but not
limited to, solicitation or acceptance of gifts; doing business with one's agency;
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Murray Nelson Marquee
unauthorized compensation; misuse of public position, conflicting employment or
contractual relationship; and disclosure or use of certain information.
m) 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.
n) Public Records Compliance. Contractor must comply with Florida public records
laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of
article I of the Constitution of Florida. The County and Contractor shall allow and
permit reasonable access to, and inspection of, all documents, records, papers,
letters or other "public record" materials in its possession or under its control subject
to the provisions of Chapter 119, Florida Statutes, and made or received by the
County and Contractor in conjunction with this contract and related to contract
performance. The County shall have the right to unilaterally cancel this contract
upon violation of this provision by the Contractor. Failure of the Contractor to abide
by the terms of this provision shall be deemed a material breach of this contract and
the County may enforce the terms of this provision in the form of a court proceeding
and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees
and costs associated with that proceeding. This provision shall survive any
termination or expiration of the contract.
The Contractor is encouraged to consult with its advisors about Florida Public Records
Law in order to comply with this provision.
Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Contractor
is required to:
(1) Keep and maintain public records that would be required by the County to
perform the service.
(2) Upon receipt from the County's custodian of records, provide the County
with a copy of the requested records or allow the records to be inspected or
copied within a reasonable time at a cost that does not exceed the cost
provided in this chapter or as otherwise provided by law.
(2) Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as
authorized by law for the duration of the contract term and following
completion of the contract if the contractor does not transfer the records to
the County.
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(4) Upon completion of the contract, transfer, at no cost, to the County all public
records in possession of the Contractor or keep and maintain public records
that would be required by the County to perform the service. If the
Contractor transfers all public records to the County upon completion of the
contract, the Contractor shall destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure
requirements. If the Contractor keeps and maintains public records upon
completion of the contract, the Contractor shall meet all applicable
requirements for retaining public records. All records stored electronically
must be provided to the County, upon request from the County's custodian
of records, in a format that is compatible with the information technology
systems of the County.
(5) A request to inspect or copy public records relating to a County contract
must be made directly to the County, but if the County does not possess
the requested records, the County shall immediately notify the Contractor of
the request, and the Contractor must provide the records to the County or
allow the records to be inspected or copied within a reasonable time.
If the Contractor does not comply with the County's request for records, the
County shall enforce the public records contract provisions in accordance
with the contract, notwithstanding the County's option and right to
unilaterally cancel this contract upon violation of this provision by the
Contractor. A Contractor who fails to provide the public records to the
County or pursuant to a valid public records request within a reasonable
time may be subject to penalties under Section 119.10, Florida Statutes.
The Contractor shall not transfer custody, release, alter, destroy or
otherwise dispose of any public records unless or otherwise provided in this
provision or as otherwise provided by law.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS, BRIAN BRADLEY AT PHONE# 305 - 292 -3470 BRADLEY -
BRIAN @MONROECOUNTY- FL.GOV, MONROE COUNTY ATTORNEY'S
OFFICE 1111 12TH Street, SUITE 408, KEY WEST, FL 33040.
o) Non - Waiver of Immunity. Notwithstanding the provisions of Sec. 768.28, Florida
Statutes, the participation of the Contractor and the County 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.
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p) 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.
q) 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.
r) 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.
s) 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.
t) 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.
u) 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 any of the parties hereto
may execute this Agreement by signing any such counterpart.
v) Hold Harmless and Indemnification. 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
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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,
contractors or other invitees during the term of this Agreement, (B) the negligence or
recklessness, intentional wrongful misconduct, errors or other wrongful act or
omission 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 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). The monetary
limitation of liability under this contract shall be not less than $1 million per
occurrence pursuant to F. S. 725.06. 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 that the completion of the project (to include the work of others) is
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. Should any claims be asserted
against the County by virtue of any deficiency or ambiguity in the plans and
specifications provided by the Contractor, the Contractor agrees and warrants that
the Contractor shall hold the County harmless and shall indemnify it from all losses
occurring thereby and shall further defend any claim or action on the County's behalf.
The first ten dollars ($10.00) of remuneration paid to the Contractor is for the
indemnification provided for the above.
w) 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.
x) Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of
the County that DBE's, as defined in C.F.R. Part 26, as amended, shall have the
opportunity to participate in the performance of contracts financed in whole or in part
with County funds under this agreement. The DBE requirements of applicable federal
and state laws and regulations apply to this Agreement. The County and its
Contractor agree to ensure that DBE's have the opportunity to participate in the
performance of the Agreement. In this regard, all recipients and contractors shall
take all necessary and reasonable steps in accordance with applicable federal and
state laws and regulations to ensure that DBE's have the opportunity to compete and
perform contracts. The County and Contractor and subcontractors shall not
discriminate on the basis of race, color, national origin or sex in award and
performance of contracts, entered pursuant to this Agreement.
AGREEMENT 00500- Page 12 of 16
Murray Nelson Marquee
y) Agreements with Subcontractors. In the event that the Contractor subcontracts any
or all of the work in this project to any third party, the Contractor specifically agrees
to identify the COUNTY as an additional insured on all insurance policies required by
the County. In addition, the Contractor specifically agrees that all agreements or
contracts of any nature with his subcontractors shall include the COUNTY as
additional insured.
z) Florida Green Building Coalition Standards. Monroe County requires its buildings to
conform to Florida Green Building Coalition standards.
Special Conditions, if any are detailed in Section 00100 of the Project Manual for this
Project.
7.7 Any written notices or correspondence given pursuant to this contract shall be sent by
United States Mail, certified, return receipt requested, or by courier with proof of delivery.
Notice shall be sent to the following persons:
For Contractor: Randall Mearns, President
106990 Aviation Blvd.
Marathon, Florida 33050 -3058
(305) 743 -5805
For Owner: Director of Project Management Assistant County Administrator, PW & E
1100 Simonton St., Room 2 -216 1100 Simonton St
Key West, Florida 33040 Key West, Florida 33040
ARTICLE 8
Termination or Suspension
8.1 The Contract may be terminated by the Owner as provided in Article 14 of the General
Conditions.
ARTICLE 9
Enumeration of Contract Documents
9.1 The Contract Documents, except for Modifications issued after execution of this
Agreement, are enumerated as follows:.
a) Drawings:
1- Foundation Sketch # 2 -03602 Page 3 of 3 Tekstar 20mm 48x112 - 68 -
Customer #3121201 (Monroe County Public Works) - Rev.2
2- Sole Source Letter - Monroe County Stewart Signs 012617
AGREEMENT 00500- Page 13 of 16
Murray Nelson Marquee
3- View of Sign Location- Overhead View of Sign Location Murray Nelson
012717.pdf
4- Site Plan showing FDOT Right -of -Way, Murray Nelson Right -of -Way
Drawing C -3 Sheet 267 012617.
5- Quotation Stewart Signs dated 01/26117
b) Project Manual: N/A
9.1.1 The Agreement is this executed Standard Form of Agreement Between Owner and
Contractor.
9.1.2 The General Conditions are the General Conditions of the Contract for Construction.
9.1.3 The Supplementary and other Conditions of the Contract are those contained in the
Project Manual dated: NA
9.1.4 The Addenda, if any, areas follows:
Number Date Page
Addendum No,z S. Ok i MARCH 21, 2017
Addendum No.2 MARCH 30, 2017
Addendum No.3 � APRIL 9, 2017
9.1.5 The Alternates, if any, are as follows: NA
END ALTERNATES
This Agreement is entered into as of the day and year first written above and is executed in at
least three (3) original copies of which one (1) is to be delivered to the Contractor.
BALANCE OF PAGE INTENTIONALLY LEFT BLANK
SIGNATURE PAGE TO FOLLOW
AGREEMENT 00500- Page 14 of 16
Murray Nelson Marquee
SIGNATUR
($EA
Contractor must be by a person with authority to bind the entity.
F THE PERSON EXECUTING THE DOCUMENT MUST BE NOTARIZED.
adok, Clerk
Deputy Clerk
Date
(SEAL)
CONTRACTOR'S Witnesses Attest:
Contractor must provide two witnesses
signatures
Signature.
Print Name: C, t e) - y*A ; �--Oz
Title: J—
Date: r Z /
and
Signature:
Print Name: _i/ "C,�IITG 411J5
Title: L �
Date: 23 Z/
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
By:
4?- Mayor /Chairma �►
rnM _
�x N
CONTRACTOR:MARATHO ECTMIC
SIGN & LIG IN 4 '
--< n 3
Signatur o
rr��
CA
Print Nam �,A2j� by
Title: l Q 4
Date: tS I Z�l17
MONROE COUNTY ATTORNEY'S OFFICE
1 PROVER AS T F0
PATRICIA EABLES
ASSISTANT COUNTY ATTORNEY
DATE: S - 2- - 1 7
STATE OF FLORIDA, COUNTY OF 't
On this AS e ga y of e me, the undersigned notary public,
personally appeared own to me be the person whose name is
subscribed above or who produced as identification, and acknowledged
that he /she is the person who executed the above contract with Monroe County for Murray
Nelson Marquee for a pur ose therein contained.
Notary Publi R te of Florida Print Name Cy� 181084
F 18
My commission expires: (Seal)
End of Section 00500
AGREEMENT 00500- Page 15 of 16
GENERAL REQUIREMENTS
Where Project Management is Not a Constructor
Section 00750
Section 00970
Section 00980
Section 01015
Section 01027
Section 01030
Section 01040
Section 01045
Section 01050
Section 01200
Section 01301
Section 01310
Section 01370
Section 01385
Section 01395
Section 01410
Section 01421
Section 01500
Section 01520
Section 01550
Section 01560
Section 01590
Section 01595
Section 01600
Section 01630
Section 01640
Section 01700
Section 01710
Section 01720
Section 01730
Section 01740
General Conditions
Project Safety and Health Plan
Contractor Quality Control Plan
Contractor's Use of the Premises
Application for Payment
Alternates
Project Coordination
Cutting and Patching
Field Engineering
Project Meetings
Submittals
Progress Schedules
Schedule of Values
Daily Construction Reports
Request for Information — (RFI)
Testing Laboratory Services
Reference Standards and Definitions
Temporary Facilities
Construction Aids
Access Roads and Parking Areas
Temporary Controls
Field Offices and Sheds
Construction Cleaning
Material and Equipment
Post - Proposal Substitutions
Product Handling
Contract Closeout
Final Cleaning
Project Record Documents
Operation and Maintenance Data
Warranties
AC40 ® CERTIFICATE OF LIABILITY INSURANCE OQ/13i2017Y}
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: if the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER , NAME: David _Sheppard _
Keys Insurance ServicestaC Ezt} (305)743 -0494 No} (305 -0582
5800 Overseas Hwy �AD DRESS dsheppard2keysinsurance.com
P . O. BOX 500280 ! INSURER(S) AFFORDING COVERAGE NAIC A
Marathon FL 33050 r INSURER A:American _Empire
INSURED ( INSURER B Allstate _ Insurance Company , 19232
Marathon Electric Sign & Light, Inc. �INSURERC:Granite State Ins
10690 Aviation Blvd. IINSURER D: _
i INSURER E:
I Marathon FL 33050 1 INSURER F • l
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THIS IS TO CERTIFY THAT 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, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
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1200 Simonton Street ACCORDANCE WITH THE POLICY PROVISIONS.
Key West, FL 33040
I AUTHORIZED REPRESENTATIVE
Mel Montagne
t) lgsa -2014 ACORD CORPORATION. All rights reserved.
ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD
INS025 :201401 i
Murray E Nelson Marquee
SECTION 00750
GENERAL CONDITIONS OF THE CONTRACT
1.0 GENERAL PROVISIONS
1.1 Basic Definitions
1.1.1 The Contract Documents: The Contract Documents consist of the Agreement
between Owner and Contractor, Conditions of the Contract (General, Supplementary and other
Conditions), Drawings, Specifications, addenda issued prior to execution of the Contract,
Owners proposal documents, other documents listed in the Agreement and Modifications issued
after execution of the Contract, and the Contractor's proposal and supporting documentation. A
Modification is (1) a written amendment to the Contract signed by both parties, (2) a Change
Order, (3) a Construction Change Directive or (4) a written order for a minor change in the Work
issued by Project Management.
1.1.2 The Contract: The Contract represents the entire and integrated agreement between
the parties hereto and supersedes prior negotiations, representations or agreements, either
written or oral. The Contract may be amended or modified only by a Modification. The Contract
Documents shall not be construed to create a contractual relationship of any kind (1) between
the Architect and Contractor, (2) between Project Management and Contractor, (3) between the
Architect and Project Management, (4) between the Owner and a Subcontractor or (5) between
any persons or entities other than the Owner and Contractor. The Owner shall, however, be
entitled to enforce the obligations under the Contract intended to facilitate performance of the
duties of Project Management and Architect.
1.1.3 The Work: The term 'Work" means the construction and services required by the
Contract Documents, whether completed or partially completed, and includes all other labor,
materials, equipment and services provided or to be provided by the Contractor to fulfill the
Contractor's obligations. The Work may constitute the whole or a part of the Project.
1.1.4 The Project: The Project is the total construction of which the Work performed under
the Contract Documents may be the whole or a part and which may include construction by
other Contractors and by the Owner's own forces including persons or entities under separate
contracts not administered by Project Management.
1.1.5 The Drawings: The Drawings are the graphic and pictorial portions of the Contract
Documents, wherever located and whenever issued, showing the design, location and
dimensions of the Work, generally including plans, elevations, sections, details, schedules and
diagrams.
1.1.6 The Specifications: The Specifications are that portion of the Contract Documents
consisting of the written requirements for materials, equipment, construction systems, standards
and workmanship for the Work, and performance of related services.
1.1.7 The Project Manual: The Project Manual is the volume usually assembled for the Work
which may include the proposal requirements, sample forms, Conditions of the Contract and
Specifications.
1.2 Execution, Correlation and Intent
1.2.2 Execution of the Contract by the Contractor is a representation that the Contractor has
visited the site, become familiar with local conditions under which the Work is to be performed
and correlated personal observations with requirements of the Contract Documents.
GENERAL CONDITIONS 00750 -Page 69 of 213
Murray E Nelson Marquee
1.2.3 The intent of the Contract Document is to include all items necessary for the proper
execution and completion of the Work by the contractor. The Contract Documents are
complementary, and what is required by one shall be as binding as if required by all;
performance by the Contractor shall be required only to the extent consistent with the Contract
Documents and reasonably inferable from them as being necessary to produce the intended
results.
1.2.4 Organization of the Specifications into divisions, sections and articles, and arrangement
of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in
establishing the extent of Work to be performed by any trade.
1.2.5 Unless otherwise stated in the Contract Documents, words which have well -known
technical or construction industry meanings are used in the Contract Documents in accordance
with such recognized meanings.
1.2.6 Where on any of the drawings a portion of the Work is drawn out and the remainder is
indicated in outline, the parts drawn out shall also apply to all other like portions of the Work.
1.3 Ownership and Use of Architect's Drawings, Specifications and Other Documents
1.3.1 The Drawing, Specifications and other documents prepared by the Architect are
instruments of the Architect's service through which the Work to be executed by the Contractor
is described. The Contractor may retain one contract record set. Neither the Contractor nor
any Subcontractor, Sub - subcontractor or material or equipment supplier shall own or claim a
copyright in the Drawings, Specifications and other documents prepared by the Architect. All
copies of them, except the Contractor's record set, shall be returned or suitably accounted for to
Project Management, on request, upon completion of the Work. The Drawings, Specifications
and other documents prepared by the Architect, and copies thereof furnished to the Contractor,
are for use solely with respect to the Project. They are not to be used by the Contractor or any
Subcontractor, Sub - subcontractor or material or equipment suppliers unless they are granted a
limited license to use and reproduce applicable portions of the Drawings, Specifications and
other documents prepared by the Architect appropriate to and for use in the execution of their
Work under the Contract Documents. All copies made under this license shall bear the
statutory copyright notice, if any, shown on the Drawings, Specifications and other documents
prepared by the Architect. Submittal or distribution to meet official regulatory requirements or
for other purposes in connection with this Project is not to be construed as publication in
derogation of copyright or other reserved rights
1.3.2 Unless otherwise provided in the Contract Documents, the Contractor will be furnished,
two (2) original sealed copies and one (1) electronic copy of Drawings, Specifications and the
Project Manual free of charge for the execution of the Work. Additional copies may be obtained
from Project Management at a fee of $5.00 per page for full size drawings (.25 per page for
written specifications or 11"x 17" drawings).
1.4 Capitalization
1.4.1 Terms capitalized in these General Conditions include those which are (1) specifically
defined, (2) the titles of numbered articles and identified references to Paragraphs,
Subparagraphs and Clauses in the document or (3) the titles of other documents published by
the American Institute of Architects.
1.5 Interpretation
GENERAL CONDITIONS 00750 -Page 70 of 213
Murray E Nelson Marquee
1.5.1 In the interest of brevity the Contract Documents frequently omit modifying words such
as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is
absent from one statement and appears in another is not intended to affect the interpretation of
either statement.
2.0 OWNER
2.1 Definition
2.1.1 The Owner is Monroe County. The term "Owner" means the Owner or the Owner's
authorized representative.
2.2 Information and Services Required of the Owner
2.2.2 The owner shall furnish initial site surveys describing physical characteristics, legal
limitations and utility locations for the site of the Project, and a legal description of the site.
2.2.3 For existing facilities the Owner shall secure and pay for necessary approvals,
easements, assessments and charges, required for construction, use or occupancy of
permanent structures or for permanent changes in existing facilities except for permits and fees
which are the responsibility of the Contractor under the Contract Documents. It is the
Contractor's responsibility to secure and pay for the building permit(s) for the project.
2.2.4 Information or services under the Owner's control shall be furnished by the Owner with
reasonable promptness to avoid delay in orderly progress of the Work.
2.2.5 Unless otherwise provided in the Contract Documents, the Contractor will be furnished
two (2) original sealed copies and one (1) electronic copy of Drawings, Specifications and the
Project Manual free of charge for the execution of the Work as provided in Subparagraph 1.3.2.
2.2.6 The Owner shall forward all communications to the Contractor through Project
Management and may contemporaneously provide the same communications to the Architect.
2.2.7 The foregoing are in addition to other duties and responsibilities of the Owner
enumerated herein and especially those in respect to Article 6 (Construction by Owner or by
Other Contractors), Article 9 (Payments and Completion) and Article 11 (Insurance and Bonds).
2.3 Owner's Right to Stop the Work
2.3.1 If the Contractor fails to correct Work which is not in accordance with the requirements of
the contract Documents as required by Paragraph 12.2 or persistently fails to carry out Work in
accordance with the Contract Documents, the Owner, by written order signed personally or by
an agent specifically so empowered by the Owner, may order the Contractor to stop the Work,
or any portion thereof, until the cause for such order has been eliminated; however, the right of
the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this
right for the benefit of the Contractor or any other person or entity.
2.4 Owner's Right to Carry Out the Work
2.4.1 If the Contractor defaults or neglects to carry out the Work in accordance with the
Contract Documents and fails within a three -day period after receipt of written notice from the
Owner to commence and continue correction of such default or neglect with diligence and
promptness, the Owner may after such three -day period give the Contractor a second written
GENERAL CONDITIONS 00750 -Page 71 of 213
Murray E Nelson Marquee
notice to correct such deficiencies within a three -day period. If the Contractor within such
second three -day period after receipt of such second notice fails to commence and continue to
correct any deficiencies, the Owner may, without prejudice to other remedies the Owner may
have, correct such deficiencies. In such case an appropriate Change Order shall be issued
deducting from payments then or thereafter due the Contractor the cost of correcting such
deficiencies, including compensation for another contractor or subcontractor or Project
Management's and Architect's and their respective consultants' additional services and
expenses made necessary by such default, neglect or failure. If payments then, or thereafter,
due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the
difference to the Owner. In the event of clean -up issues, Owner has right to provide a minimum
of 24 hours notice. In the event of safety issues determined to be of a serious nature, as
determined by Project Management, notice will be given, and contractor is required to rectify
deficiency immediately.
3.0 CONTRACTOR
3.1 Definition
3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred
to throughout this Agreement as if singular in number. The term "Contractor" means the
Contractor or the Contractor's authorized representative.
3.1.2 The plural term "Contractors" refers to persons or entities who perform construction
under Conditions of the Contract that are administered by Project Management, and that are
identical or substantially similar to these Conditions.
3.2 Review of Contract Documents and Field Conditions by Contractor
3.2.1 The Contractor shall carefully study and compare the Contract Documents with each
other and with information furnished by the Owner pursuant to Subparagraph 2.2.2 and shall at
once report to Project Management and Architect errors, inconsistencies or omissions
discovered. The Contractor shall not be liable to the Owner, Project Management or Architect
for damage resulting from errors, inconsistencies or omissions in the Contract Documents
unless the Contractor recognized such error, inconsistency or omission and knowingly failed to
report it to Project Management and Architect. If the Contractor performs any construction
activity knowing it involves a recognized error, inconsistency or omission in the Contract
Documents without such notice to Project Management and Architect, the Contractor shall
assume appropriate responsibility for such performance and shall bear an appropriate amount
of the attributable costs for correction.
3.2.2 The Contractor shall take field measurements and verify field conditions and shall
carefully compare such field measurements and conditions and other information known to the
Contractor with the Contract Documents before commencing activities. Errors, inconsistencies
or omissions discovered shall be reported to Project Management and Architect at once.
3.2.3 The Contractor shall perform the Work in accordance with the Contract Documents and
submittals approved pursuant to Paragraph 3.12.
3.3 Supervision and Construction Procedures
3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and
attention. The Contractor shall be solely responsible for and have control over construction
means, methods, techniques, sequences and procedures and for coordinating all portions of the
GENERAL CONDITIONS 00750 -Page 72 of 213
Murray E Nelson Marquee
Work under this Contract, subject to overall coordination of Project Management as provided in
Subparagraphs 4.6.3 and 4.6.5.
3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the
Contractor's employees, Subcontractors and their agents and employees, and other persons
performing portions of the Work under a contract with the Contractor.
3.3.3 The Contractor shall not be relieved of obligations to perform the Work in accordance
with the Contract Documents either by activities or duties of Project Management in its
administration of the Contract, or by test, inspections or approvals required or performed by
persons other than the Contractor.
3.3.4 The Contractor shall inspect portions of the Project related to the Contractor's Work in
order to determine that such portions are in proper condition to receive subsequent work.
3.3.5 The Contractor shall verify that the Construction Documents being worked with are the
most recent and updated available, including all Addenda information. Also the Contractor will
perform the work strictly in accordance with this contract.
3.4 Labor and Materials
3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and
pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat,
utilities, transportation, and other facilities and services necessary for proper execution and
completion of the Work, whether temporary or permanent and whether or not incorporated or to
be incorporated in the Work.
3.4.2 The Contractor shall enforce strict discipline and good order among the Contractor's
employees and other persons carrying out the Contract. The Contractor shall not permit
employment of unfit persons or persons not skilled in tasks assigned to them.
3.4.3 The Contractor is responsible for the conduct of his employees at all times. Misconduct,
destruction of property, unsafe practices, or violation of any Federal or State regulations
including abuse of alcohol or drugs, will be cause for permanent dismissal from the project. If
any Contractor's employee is determined to be detrimental to the Project, as deemed by Project
Management, the Contractor will remove and /or replace the employee at the request of Project
Management. Employees dismissed from the project will be transported from the job site at the
Contractor's expense.
3.4.4 The Contractor shall be totally responsible for the security of his work, materials,
equipment, supplies, tools, machinery, and construction equipment.
3.4.5 The Contractor shall be responsible for complete, timely and accurate field
measurements as necessary for proper coordination, fabrication and installation of his materials
and equipment. The Contractor agrees to cooperate with Project Management, if required, to
accommodate any discovered variations or deviations from the Drawings and Specifications so
that the progress of the Work is not adversely affected.
3.5 Warranty
3.5.1 The Contractor warrants to the Owner, Project Management and Architect that materials
and equipment furnished under the Contract will be of good quality and new unless otherwise
required or permitted by the Contract Documents, that the Work will be free from defects not
inherent in the quality required or permitted, and that the Work will conform with the
requirements of the Contract Documents. Work not conforming to these requirements, including
substitutions not properly approved and authorized, may be considered defective. The
GENERAL CONDITIONS 00750 -Page 73 of 213
Murray E Nelson Marquee
Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications
not executed by the Contractor, improper or insufficient maintenance, improper operation, or
normal wear and tear under normal usage. If required by Project Management, the Contractor
shall furnish satisfactory evidence as to the kind and quality of materials and equipment.
3.6 Taxes
3.6.1 The Contractor shall pay sales, consumer, use and similar taxes for the Work or portions
thereof provided by the Contractor which are legally enacted when bids are received or
negotiations concluded, whether or not yet effective or merely scheduled to go into effect.
3.7 Permits, Fees and Notices
3.7.1 The Contractor shall secure and pay for all permits, impact fees, governmental fees,
licenses, inspections, testing, surveys and utility fees required by Federal, State, Municipal or
Utility entities having jurisdiction over the project for the proper execution and completion of the
Work which are customarily secured after execution of the Contract and which are legally
required at the time bids are received. The Contractor will be responsible for all building permit
costs or impact fees required for this project. The Contractor shall secure and pay for all
building and specialty permits including plumbing, electrical, HVAC, etc.
3.7.2 The Contractor shall comply with and give notices required by laws, ordinances, rules,
regulations and lawful orders of public authorities bearing on performance of the Work.
3.7.3 It is not the Contractor's responsibility to ascertain that the Contract Documents are in
accordance with applicable laws, statutes, ordinances, building codes, and rules and
regulations. However, if the Contractor observes that portions of the Contract Documents are at
variance therewith, the Contractor shall promptly notify Project Management, Architect and
Owner in writing, and necessary changes shall be accomplished by appropriate Modification.
3.7.4 If the Contractor performs Work knowing it to be contrary to laws, statutes, ordinances,
building codes, and rules and regulations without such notice to Project Management, Architect
and Owner, the Contractor shall assume full responsibility for such Work and shall bear the
attributable costs.
3.9 Superintendent
3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who
shall be in attendance at the Project site during performance of the Work. The superintendent
shall represent the Contractor, and communications given to the superintendent shall be as
binding as if given to the Contractor. Important communications shall be confirmed in writing.
Other communications shall be similarly confirmed on written request in each case. The
superintendent shall be satisfactory to Project Management and shall not be changed except
with the consent of Project Management, unless the superintendent proves to be unsatisfactory
to the Contractor or ceases to be in his employ.
3.10 Contractor's Construction Schedule
3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for
the Owner's and Architect's information and Project Management's approval a Contractor's
Construction Schedule for the Work. Such schedule shall not exceed time limits current under
the Contract Documents, shall be revised at appropriate intervals as required by the conditions
of the Work and Project, shall be related to the entire Project construction schedule to the extent
required by the Contract Documents, and shall provide for expeditious and practicable
execution of the Work. This schedule, to be submitted within fourteen (14) days after Contract
GENERAL CONDITIONS 00750 -Page 74 of 213
Murray E Nelson Marquee
Award, shall indicate the dates for the starting and completion of the various stages of
construction, shall be revised as required by the conditions of the Work, and shall be subject to
Project Management's approval.
3.10.2 The Contractor shall cooperate with Project Management in scheduling and performing
the Contractor's Work to avoid conflict, delay in or interference with the Work of other
Contractors or the construction or operations of the Owner's own forces.
3.10.4 The Contractor shall conform to the most recent schedules.
3.10.5 Project Management will schedule and conduct a project meeting at a minimum of one
meeting per month in each month which the Contractor shall attend. At this meeting, the
parties can discuss jointly such matters as progress, scheduling, and problems.
3.11 Documents and Samples at the Site
3.11.1 The Contractor shall maintain at the site for the Owner one record copy of the Drawings,
Specifications, addenda, Change Orders and other Modifications, in good order and marked
currently to record changes and selections made during construction, and in addition approved
Shop Drawings, Product Data, Samples and similar required submittals. These shall be
available to Project Management and Architect and shall be delivered to Project Management
for submittal to the Owner upon completion of the Work.
3.12 Shop Drawings, Product Data and Samples
3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for
the Work by the Contractor or a Subcontractor, Sub - subcontractor, manufacturer, supplier or
distributor to illustrate some portion of the Work.
3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions,
brochures, diagrams and other information furnished by the Contractor to illustrate materials or
equipment for some portion of the Work.
3.12.3 Samples are physical examples which illustrate materials, equipment or workmanship
and establish standards by which the Work will be judged.
3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract
Documents. The purpose of their submittal is to demonstrate for those portions of the Work for
which submittals are required the way the Contractor proposes to conform to the information
given and the design concept expressed in the Contract Documents. Review by Project
Management is subject to the limitations of Subparagraph 4.6.12.
3.12.5 The Contractor shall review, approve and submit to Project Management, in accordance
with the schedule and sequence approved by Project Management, Shop Drawings, Product
Data, Samples and similar submittals required by the Contract Documents. The Contractor
shall cooperate with Project Management in the coordination of the Contractor's Shop
Drawings, Product Data, Samples and similar submittals with related documents submitted by
other Contractors. Submittals made by the Contractor which are not required by the Contract
Documents may be returned without action.
3.12.6 The Contractor shall perform no portion of the Work requiring submittal and review of
Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has
been approved by Project Management. Such Work shall be in accordance with approved
submittals.
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3.12.7 By approving and submitting Shop Drawings, Product Data, Samples and similar
submittals, the Contractor represents that the Contractor has determined and verified materials,
field measurements and field construction criteria related thereto, or will do so, and has checked
and coordinated the information contained within such submittals with the requirements of the
Work and of the Contract Documents.
3.12.8 The Contractor shall not be relieved of responsibility for deviations from requirements of
the Contract Documents by Project Management approval of Shop Drawings, Product Data,
Samples or similar submittals unless the Contractor has specifically informed Project
Management and Architect in writing of such deviation at the time of submittal and Project
Management have given written approval to the specific deviation. The Contractor shall not be
relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or
similar submittals by Project Management's approval thereof.
3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop
Drawings, Product Data, Samples or similar submittals, to revisions other than those requested
by Project Management and Architect on previous submittals.
3.12.10 Informational submittals upon which Project Management are not expected to take
responsive action may be so identified in the Contract Documents.
3.12.11 When professional certification of performance criteria of materials, systems or
equipment is required by the Contract Documents, Project Management and Architect shall be
entitled to rely upon the accuracy and completeness of such calculations and certifications.
3.12.12 If materials specified in the Contract Documents are not available on the present
market, the Contractor may submit data on substitute materials to Project Management for
approval by the Owner.
3.13 Use of Site
3.13.1 The Contractor shall confine operations at the site to areas permitted by law, ordinances,
permits and the Contract Documents and shall not unreasonably encumber the site with
materials or equipment.
3.13.2 The Contractor shall coordinate the Contractor's operations with, and secure the
approval of, Project Management before using any portion of the site.
3.14 Cutting and Patching
3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete
the Work or to make its parts fit together properly; He shall also provide protection of existing
work as required.
3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially
completed construction of the Owner's own forces or of other Contractors by cutting, patching,
excavating or otherwise altering such construction. The Contractor shall not cut or otherwise
alter such construction by other Contractors or by the Owner's own forces except with written
consent of Project Management, Owner and such other contractors: such consent shall not be
unreasonably withheld. The Contractor shall not unreasonably withhold from the other
Contractors or the Owner the Contractor's consent to cutting or otherwise altering the Work.
When structural members are involved, the written consent of Project Management shall also be
required. The Contractor shall not unreasonably withhold from Project Management or any
separate contractor his consent to cutting or otherwise altering the Work.
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3.14.3 The Contractor shall arrange for any blockouts, cutouts, or openings required for the
installation of his materials and equipment and the execution of his work, whether or not shown
or indicated on the Drawings. The Contractor shall be further responsible for sealing and /or
finishing, in an acceptable fashion and meeting any applicable code requirements, and such
block -out, cutout opening, or other hole in any fire - related floor, ceiling, wall, security wall, or
any other finished surface.
3.15 Cleaning Up
3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of
waste materials or rubbish caused by operations under the Contract. At completion of the Work
the Contractor shall remove from and about the project waste materials rubbish, the
Contractor's tools, construction equipment, machinery and surplus materials. Clean up shall be
performed to the satisfaction of the Owner or Project Management.
3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, Project
Management may do so with the Owner's approval and the cost thereof shall be charged to the
Contractor.
3.16 Access to Work
3.16.1 The Contractor shall provide the Owner, Project Management and Architect access to
the Work in preparation and progress wherever located.
3.17 Royalties and Patents
3.17.1 The Contractor shall pay all royalties and license fees. The Contractor shall defend suits
or claims for infringement of patent rights and shall hold the Owner, Project Management and
Architect harmless from loss on account thereof, but shall not be responsible for such defense
or loss when a particular design, process or product of a particular manufacturer or
manufacturers is required by the Contract Documents. However, if the Contractor has reason to
believe that the required design, process or product is an infringement of a patent, the
Contractor shall be responsible for such loss unless such information is promptly furnished to
the Architect and Project Management.
3.18 Indemnification and Hold Harmless
3.18.1 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, contractors or other invitees during the
term of this Agreement, (B) the negligence or recklessness, intentional wrongful misconduct,
errors or other wrongful act or omission 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 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
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section will survive the expiration of the term of this Agreement or any earlier termination of this
Agreement.
In the event that the completion of the project (to include the work of others) is delayed or
suspended as a result of the Contractor's failure to purchase or maintain the required insurance,
the Consultant shall indemnify the County from any and all increased expenses resulting from
such delay. Should any claims be asserted against the County by virtue of any deficiency or
ambiguity in the plans and specifications provided by the Contractor, the Contractor agrees and
warrants that the Contractor shall hold the County harmless and shall indemnify it from all
losses occurring thereby and shall further defend any claim or action on the County's behalf.
The first ten dollars ($10.00) of remuneration paid to the Contractor is for the indemnification
provided for the above.
4.0 ADMINISTRATION OF THE CONTACT
4.1 Architect/Engineer
4.1.1 The Architect and /or Engineer is the person lawfully licensed to practice
architecture /engineering or any entity lawfully practicing architecture /engineering identified as
such in the Agreement and is referred to throughout the Contract Documents as if singular in
number. The term "Architect" means the Architect or the Architect's authorized representative.
4.2 Project Management
4.2.1 Project Management is the person or entity identified as such in the Agreement and is
referred to throughout the Contract Documents as if singular in number. The term "Project
Management" means Monroe County Project Management Department or Project
Management's authorized representative.
4.3 Duties, responsibilities and limitations of authority of Project Management and Architect
as set forth in the Contract Documents shall not be restricted, modified or extended without
written consent of the Owner, Project Management, Architect and Contractor. Consent shall not
be unreasonably withheld.
4.4 In case of termination of employment of Architect, the Owner shall appoint an Architect
whose status under the Contract Documents shall be that of the former Architect.
4.5 Not Used
4.6 Administration of the Contract
4.6.1 Project Management and Engineer will provide administration of the Contract as
described in the Contract Documents, and will be the Owner's representatives (1) during
construction, (2) until final payment is due and (3) with the Owner's concurrence, from time to
time during the correction period described in Paragraph 12.2. Project Management and
Engineer will advise and consult with the Owner and will have authority to act on behalf of the
Owner only to the extent provided in the Contract Document, unless otherwise modified by
written instrument in accordance with other provision of the Contract.
4.6.2 Project Management and Engineer will determine in general that the Work is being
performed in accordance with the requirements of the Contract Documents, will keep the Owner
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informed of the progress of the Work, and will endeavor to guard the Owner against defects and
deficiencies in the Work.
4.6.3 Project Management will provide for coordination of the activities of other Contractors
and of the Owner's own forces with the Work of the Contractor, who shall cooperate with them.
The Contractor shall participate with other Contractors and Project Management and Owner in
reviewing their construction schedules when directed to do so. The Contractor shall make any
revisions to the Construction schedule deemed necessary after a joint review and mutual
agreement. The construction schedules shall constitute the schedules to be used by the
Contractor, other Contractors, Project Management and the Owner until subsequently revised.
4.6.4 Not used.
4.6.5 Project Management will visit the site at intervals appropriate to the stage of construction
to become generally familiar with the progress and quality of the completed Work and to
determine in general if the Work is being performed in a manner indicating that the Work, when
completed, will be in accordance with the Contract Documents. However, Project Management
will not be required to make exhaustive or continuous onsite inspections to check quality or
quantity of the Work. On the basis of on -site observations as an architect, Project Management
will keep the Owner informed of progress of the Work, and will endeavor to guard the Owner
against defects and deficiencies in the work.
4.6.6 Project Management will not have control over or charge of and will not be responsible
for construction means, method, techniques, sequences or procedures, or for safety precautions
and programs in connection with the Work, since these are solely the Contractor's responsibility
as provided in Paragraph 3.3, and neither will be responsible for the Contractor's failure to carry
out the Work in accordance with the Contract Documents. Neither Project Management nor the
Architect will have control over, or charge of, or be responsible for acts or omissions of the
Contractor, Subcontractors, or their agents or employees, or of any other persons performing
portions of the Work.
4.6.7 Communications Facilitating Contract Administration. Except as otherwise provided in
the Contract Documents or when direct communications have been specially authorized, the
Owner and Contractor shall communicate through Project Management, and shall
contemporaneously provide the same communications to the Architect. Communications by
and with the Architect's consultants shall be through the Architect. Communications by and with
Subcontractors and material suppliers shall be through the Contractor. Communications by and
with other Contractors shall be through Project Management and shall be contemporaneously
provided to the Architect.
4.6.8 Project Management will review and certify all Applications for Payment by the
Contractor, including final payment. Project Management will assemble each of the
Contractor's Applications for Payment with similar Applications from other Contractor into a
Project Application for Payment. After reviewing and certifying the amounts due the
Contractors, the Project Application for Payment, along with the applicable Contractors'
Applications for Payment, will be processed by Project Management.
4.6.9 Based on Project Management's observations and evaluations of Contractors'
Applications for Payment, Project Management will certify the amounts due the Contractors and
will issue a Project Approval for Payment.
4.6.10 Project Management will have authority to reject Work which does not conform to the
Contract Documents, and to require additional inspection or testing, in accordance with
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Subparagraphs 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed or
completed, but will take such action only after notifying Project Management. Subject to review,
Project Management will have the authority to reject Work which does not conform to the
Contract Documents. Whenever Project Management considers it necessary or advisable for
implementation of the intent of the Contract Documents, Project Management will have authority
to require additional inspection or testing of the work in accordance with Subparagraphs 13.5.2
and 13.5.3, whether or not such Work is fabricated, installed or completed. The foregoing
authority of Project Management will be subject to the provisions of Subparagraphs 4.6.18
through 4.6.20 inclusive, with respect to interpretations and decisions of the Architect.
However, neither the Architect's nor Project Management's authority to act under this
Subparagraph 4.6.10 nor a decision made by either of them in good faith either to exercise or
not to exercise such authority shall give rise to a duty or responsibility of the Architect or Project
Management to the Contractor, Subcontractors, material and equipment suppliers, their agents
or employees, or other persons performing any of the Work.
4.6.11 Project Management will receive from the Contractor and review and approve all Shop
Drawings, Product Data and Samples, coordinate them with information received from other
Contractors, and review those recommended for approval. Project Management actions will be
taken with such reasonable promptness as to cause no delay in the Work of the Contractor or in
the activities of other Contractors or the Owner.
4.6.12 Project Management will review and approve or take other appropriate action upon the
Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the
limited purpose of checking for conformance with information given and the design concept
expressed in the Contract Documents. Project Management action will be taken with such
promptness consistent with the constraints of the project schedule so as to cause no delay in
the Work of the Contractor or in the activities of the other Contractors, the Owner, or Project
Management, while allowing sufficient time to permit adequate review. Review of such
submittals is not conducted for the purpose of determining the accuracy and completeness of
other details such as dimensions and quantities, or for substantiating instructions for installation
or performance of equipment or systems, all of which remain the responsibility of the Contractor
as Contractor as required by the Contract Documents. Project Management review of the
Contractor's submittals shall not relieve the Contractor of the obligations under Paragraphs 3.3,
3.5 and 3.12. Project Management's review shall not constitute approval of safety precautions
or, unless otherwise specifically stated by Project Management, of any construction means,
methods, techniques, sequences or procedures. Project Management's approval of a specific
item shall not indicate approval of an assembly of which the item is a component.
4.6.13 Project Management will prepare Change Orders and Construction Change Directives.
4.6.14 Following consultation with the Owner, Project Management will take appropriate action
on Change Orders or Construction Change Directives in accordance with Article 7 and will have
authority to order minor changes in the Work as provided in Paragraph 7.3.1.
4.6.16 The Contractor will assist Project Management in conducting inspections to determine
the dates of Substantial completion and final completion, and will receive and forward to Project
Management written warranties and related documents required by the Contract and assembled
by the Contractor. Project Management will review and approve a final Project Application for
Payment upon compliance with the requirements of the Contract Documents.
4.6.17 Project Management will provide one or more project representatives to assist in
carrying out his responsibilities at the site. The duties, responsibilities and limitations of
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authority of such project representatives shall be as set forth in an exhibit to be incorporated in
the Contract Documents.
4.6.18 Project Management will interpret and decide matters concerning performance under
and requirements of the Contract Documents on written request of the Owner or Contractor.
Project Management's response to such requests will be made with reasonable promptness and
within any time limits agreed upon. If no agreement is made concerning the time within which
interpretations required of Project Management shall be furnished in compliance with this
Paragraph 4.6, then delay shall not be recognized on account of failure by Project Management
to furnish such interpretations until fifteen (15) days after written request is made for them.
4.6.19 Interpretations and decisions of Project Management will be consistent with the intent of
and reasonably inferable from the Contract Documents and will be in writing or in the form of
drawings. When making such interpretations and decisions, Project Management will endeavor
to secure faithful performance by both Owner and Contractor, will not show partiality to either
and will not be liable for results of interpretations or decisions so rendered in good faith.
4.6.20 Project Management's decisions on matters relating to aesthetic effect will be final if
consistent with the intent expressed in the Contract Documents.
4.7 Claims and Disputes
4.7.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter
of right, adjustment or interpretation of Contract terms, payment of money, extension of time or
other relief with respect to the terms of the Contract. The term "Claim" also includes other
disputes and matters in question between the Owner and Contractor arising out of or relating to
the Contract. Claims must be made by written notice. The responsibility to substantiate Claims
shall rest with the party making the claim.
4.7.2 Meet and Confer. The Contractor and Project Management shall try to resolve the
claim or dispute with meet and confer sessions to be commenced within fifteen (15) days of the
dispute or claim. Any claim or dispute that the parties cannot resolve shall be decided by the
Circuit Court, 16th Judicial Circuit, Monroe County, Florida.
4.7.3 Time Limits on Claims. Claims by either party must be made within twenty -one (21)
days after occurrence of the event giving rise to such Claim or within twenty -one (21) days after
the claimant first recognizes the condition giving rise to the Claim, whichever is later. Claims
must be made by written notice submitted to the designated representative. An additional Claim
made after the initial Claim has been implemented by Change Order will not be considered
unless submitted in writing to the Owner's representative in a timely manner.
4.7.3.1 Any claim not filed with the Owner within such time and in compliance with the
preceding provisions shall be deemed conclusively to have been waived and shall be dismissed
at the option of the Owner. The claim shall set forth in detail all known facts and circumstances
supporting the claim; final costs associated with any claim upon which notice has been filed
must be submitted in writing to the Owner with thirty (30) calendar days after notice has been
received. In the event the Contractor seeks to make a claim for an increase in the contract
price, as a condition precedent to any liability of the Owner therefore, unless emergency
conditions exist, the Contractor shall strictly comply with the requirements of this Section and
such claim shall be made by the Contractor before proceeding to execute any work for which a
claim is made. Failure to comply with this condition precedent shall constitute a waiver by the
Contractor of any claim for additional compensation.
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4.7.4 Continuing Contract Performance. Pending final resolution of a Claim unless
otherwise agreed in writing the Contractor shall proceed diligently with performance of the
Contract and the Owner shall continue to make payments in accordance with the Contract
Documents.
4.7.5 Waiver of Claims: Final Payment. The making of final payment shall constitute a
waiver of Claim by the Owner except those arising from:
.1 liens, Claims, security interests or encumbrances arising out of the Contract and
unsettled;
2 failure of the Work to comply with the requirements of the Contract Documents; or
3 terms of special warranties required by the Contract Documents.
4.7.6 Claims for Concealed or Unknown Conditions. If conditions are encountered at the
site which are (1) subsurface or otherwise concealed physical conditions which differ materially
from those indicated in the Contract Documents or (2) unknown physical conditions of an
unusual nature, which differ materially from those ordinarily found to exist and generally
recognized as inherent in construction activities of the character provided for in the Contract
Documents, then notice by the observing party shall be given to the other party promptly before
conditions are disturbed and in no event later than 10 days after first observance of the
conditions. Project Management will promptly investigate such conditions, and the parties will
follow the procedure in paragraph 4.7.2.
4.7.6.1 As a condition precedent to the Owner having any liability to the Contractor due to
concealed and unknown conditions, the Contractor must give the Owner and Owner Engineer
written notice of, and an opportunity to observe, such condition prior to disturbing it. The failure
by the Contractor to give the written notice and make the claim as provided by the provisions
herein shall constitute a waiver by the Contractor of any rights arising out of or relating to such
concealed and unknown condition.
4.7.7 Claims for Additional Cost. If the Contractor wishes to make Claim for an increase in
the Contract Sum, written notice as provided herein shall be given before proceeding to execute
the Work. Prior notice is not required for Claims relating to an emergency endangering life or
property arising under Paragraph 10.3 If the Contractor believes additional cost is involved for
reasons including but not limited to (1) a written interpretation from Project Management, (2) a
written order for a minor change in the Work issued by Project Management, (3) failure of
payment by the Owner, (4) termination of the Contract by the Owner, (5) Owner's suspension or
(6) other reasonable grounds, Claim shall be filed in accordance with the procedure established
herein. In a claim by the Contractor against the Owner for compensation in excess of the
Contract Sum, any liability of the Owner to the Contractor shall be strictly limited and computed
in accordance with the contract documents and shall in no event include indirect costs or
consequential damages of the Contractor or any estimated costs or damages.
4.7.8 Claims for Additional Time.
4.7.8.1. If the Contractor wishes to make Claim for an increase in the Contract Time, written
notice as provided herein shall be given.
4.7.8.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim
shall be documented by data substantiating that weather conditions were abnormal for the
period of time and could not have been reasonably anticipated, and that weather conditions had
an adverse effect on the scheduled construction.
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4.7.9 Injury or Damage to Person or Property. If either party to the Contract suffers injury
or damage to person or property because of an act or omission of the other party, of any of the
other party's employees or agents, or of others for whose acts such party is legally liable, written
notice of such injury or damage, whether or not insured, shall be given to the other party within
a reasonable time not exceeding twenty -one (21) days after first observance. The notice shall
provide sufficient detail to enable the other party to investigate the matter. If a Claim for
additional cost or time related to this Claim is to be asserted, it shall be filed as provided in
Subparagraphs 4.7.7 or 4.7.8.
5.0 SUBCONTRACTORS
5.1 Definitions
5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to
perform a portion of the Work at the site. The term "Subcontractor" is referred to throughout the
Contract Documents as if singular in number and means a Subcontractor or an authorized
representative of the Subcontractor. The term "Subcontractor" does not include other
Contractors or subcontractors of other Contractors.
5.1.2 A Sub - subcontractor is a person or entity who has a direct or indirect contract with a
Subcontractor to perform a portion of the Work at the site. The term "Sub- subcontractor' is
referred to throughout the Contract Documents as if singular in number and means a Sub -
subcontractor or an authorized representative of the Sub - subcontractor.
5.2 Award of Subcontracts and Other Contracts for Portions of the Work
5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the
Contractor, as soon as practicable after award of the Contract, shall furnish in writing to Project
Management for review by the Owner and Project Management the names of persons or
entities (including those who are to furnish materials or equipment fabricated to a special
design) proposed for each principal portion of the Work. Project Management will promptly
reply to the Contractor in writing stating whether or not the Owner or Project Management, after
due investigation, has reasonable objection to any such proposed person or entity. Failure of
Project Management to reply promptly shall constitute notice of no reasonable objection.
5.2.2 The Contractor shall not contract with a proposed person or entity to which the Owner or
Project Management has made reasonable and timely objection. The Contractor shall not be
required to contract with anyone to whom the Owner or Project Management has made
reasonable objection.
5.2.3 If the Owner or Project Management refuses to accept any person or entity on a list
submitted by the Contractor in response to the requirements of the Contract Documents, the
Contractor shall submit an acceptable substitute; however, no increase in the Contract Sum
shall be allowed for any such substitution.
5.2.4 The Contractor shall not change a Subcontractor, person or entity previously selected if
the Owner or Project Management makes reasonable objection to such change.
5.3 Subcontractual Relations
5.3.1 By appropriate written agreement, the Contractor shall require each Subcontractor, to
the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by
terms of the Contract Documents, and to assume toward the Contractor all the obligations and
responsibilities which the Contractor, by these Documents, assumes toward the Owner or
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Project Management. Each subcontract agreement shall preserve and protect the rights of the
Owner or Project Management under the Contract Documents with respect to the Work to be
performed by the Subcontractor so that subcontracting thereof will not prejudice such rights.
When appropriate, the Contractor shall require each Subcontractor to enter into similar
agreements with Sub - subcontractors. The Contractor shall make available to each proposed
Subcontractor, copies of the Contract Documents which the Subcontractor will be bound, and,
upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of
the proposed subcontract agreement which may be at variance with the Contract Documents.
Subcontractors shall similarly make copies of applicable portions of such documents available
to their respective proposed Sub - subcontractors.
5.4 Contingent Assignment of Subcontracts
5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to
the Owner provided that:
.1 assignment is effective only after termination of the Contract by the Owner for cause
pursuant to Paragraph 14.2 and only for those subcontract agreements which the Owner
accepts by notifying the Subcontractor in writing; and
.2 assignment is subject to the prior rights of the surety, if any, obligated under public
construction bond covering the Contract.
i. If the work has been suspended for more than thirty (30) days, the
Subcontractor's compensation shall be equitably adjusted.
6.0 CONSTRUCTION BY OWNER OR BY OTHER CONTRACTORS
6.1 Owner's Right to Perform Construction with Own Forces and to Award Other
Contracts
6.1.1 The Owner reserves the right to perform construction or operations released to the
Project with the Owner's own forces, which include persons or entities under separate contracts
not administered by Project Management. The Owner further reserves the right to award other
contracts in connection with other portions of the Project or other construction or operations on
the site under Conditions of the Contract identical or substantially similar to these including
those portions related to insurance and waiver or subrogation.
6.1.2 When the Owner performs construction or operations with the Owner's own forces
including persons or entities under separate contracts not administered by Project Management,
the Owner shall provide for coordination of such forces with the Work of the Contractor who
shall cooperate with them.
6.1.3 It shall be the responsibility of the Contractor to coordinate his work with the work of
other contractors on the site. The Owner and Project Management shall be held harmless for
any and all costs associated with improper coordination.
6.2 Mutual Responsibility
6.2.1 The Contractor shall afford the Owner's own forces, Project Management and other
contractors reasonable opportunity for introduction and storage of their materials and equipment
and performance of their activities, and shall connect and coordinate the Contractor's
construction and operations with theirs as required by the Contract Documents.
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6.2.2 If part of the Contractor's Work depends for proper execution or results upon
construction or operations by the Owner's own forces or other contractors, the Contractor shall,
prior to proceeding with that portion of the Work, promptly report to Project Management any
apparent discrepancies or defects in such other construction that would render it unsuitable for
such proper execution and results. Failure of the Contractor so to report shall constitute an
acknowledgment that the Owner's own forces or other contractors' completed or partially
completed construction is fit and proper to receive the Contractor's Work, except as to defects
not then reasonably discoverable.
6.2.3 Costs caused by delays or by improperly timed activities or defective construction shall
be borne by the Contractor. The Contractor's sole remedy as against the Owner for costs
caused by delays or improperly timed activities or defective construction shall be an extension
of time.
6.2.4 The Contractor shall promptly remedy damage wrongfully caused by the Contractor to
completed or partially completed construction or to property of the Owner or other contractors
as provided in Subparagraph 10.2.5.
6.2.5 Claims and other disputes and matters in question between the Contractor and other
contractors shall be subject to the provisions of Paragraph 4.7 provided the other contractors
have reciprocal obligations.
6.2.6 The Owner and other contractors shall have the same responsibilities for cutting and
patching as are described for the Contractor in Paragraph 3.14.
6.2.7 Should the Contractor contend that he is entitled to an extension of time for completion
of any portion or portions of the work, he shall, within seventy -two (72) hours of the occurrence
of the cause of the delay, notify Project Management in writing, of his contention: setting forth
(A) the cause for the delay, (B) a description of the portion or portions of work affected thereby,
and (C) all details pertinent thereto. A subsequent written application for the specific number of
days of extension of time requested shall be made by the Contractor to Project Management
within seventy -two (72) hours after the delay has ceased to exist.
.1 It is a condition precedent to the consideration or prosecution of any claim for an
extension of time that the foregoing provisions be strictly adhered to in each instance and, if the
Contractor fails to comply, he shall be deemed to have waived the claim.
.2 The Contractor agrees that whether or not any delay, regardless of cause, shall be
the basis for an extension of time he shall have no claim against the Owner or Project
Management for an increase in the Contract price, nor a claim against the Owner or Project
Management for a payment or allowance of any kind for damage, loss or expense resulting from
delays; nor shall the Contractor have any claim for damage, loss or expense resulting from
interruptions to, or suspension of, his work to enable other contractors to perform their work.
The only remedy available to the Contractor shall be an extension of time.
6.3 Owner's Right to Clean Up
6.3.1 If a dispute arises among the Contractor, other contractors and the Owner as to the
responsibility under their respective contracts for maintaining the premises and surrounding
area free from waste materials and rubbish as described in Paragraph 3.15, the Owner may
clean up and allocate the cost among those responsible as Project Management determines to
be just.
7.0 CHANGES IN THE WORK
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7.1 Changes
7.1.1 Changes in the Work may be accomplished after execution of the Contract, and without
invalidating the Contract, by Change Order, Construction Change Directive or order for a minor
change in the Work, subject to the limitations stated in this Article 7 and elsewhere in the
Contract Documents.
7.1.2 A Change Order shall be based upon agreement among the Owner, Project
Management and Contractor; a Construction Change Directive require agreement by the
Owner, Project Management and may or may not be agreed to by the Contractor; an order for a
minor change in the Work may be issued by Project Management alone.
7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract
Documents, and the Contractor shall proceed promptly, unless otherwise provided in the
Change Order, Construction Change Directive or order for a minor change in the Work.
7.1.4 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if
quantities originally contemplated are so changed in a proposed Change Order or Construction
Change Directive that application of such unit prices to quantities of Work proposed will cause
substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably
adjusted.
7.2 Change Orders
7.2.1 A Change Order is a written instrument prepared by Project Management and signed by
the Owner, Project Management and Contractor stating their agreement upon all of the
following:
.1 a change in the Work;
.2 the amount of the adjustment in the Contract Sum, if any; and
.3 the extent of the adjustment in the Contract Time, if any.
7.2.2 The cost or credit to the Owner resulting from a change in the Work shall be determined
in one or more of the following methods:
.1 mutual acceptance of lump sum properly itemized and supported by sufficient
substantiating data to permit evaluation and payment, and approved by the appropriate
authority in writing;
.2 unit prices stated in the Contract Documents or subsequently agreed upon, and
approved by the appropriate authority in writing;
.3 cost to be determined in a manner agreed upon by the parties and a mutually
acceptable fixed or percentage fee;
.4 or by method provided in subparagraph 7.2.3.
7.2.3 If none of the methods set forth in Clauses 7.2.1 or 7.2.2 is agreed upon, the Contractor,
provided a written order signed by the Owner or Project Management is received, shall promptly
proceed with the Work involved. The cost of such Work shall then be determined by daily force
accounts in a form acceptable to the Owner and Project Management. The daily force account
forms shall identify Contractor and /or Subcontractor personnel by name, total hours for each
man, each piece of equipment and total hours for equipment and all material(s) by type for each
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extra Work activity claim. Each daily force account form shall be signed by the designated
Project Management representative no later than the close of business on the day the Work is
performed to verify the items and hours listed. Extended pricing of these forms shall be
submitted to Project Management with all supporting documentation required by Project
Management for inclusion into a change order. Unless otherwise provided in the Contract
Documents, cost shall be limited to the following: cost of materials, including sales tax and cost
of delivery; cost of labor, including social security, old age and unemployment insurance, and
fringe benefits required by agreement or custom; works' or workmen's compensation insurance;
and the rental value of equipment and machinery. Markups for overhead and profit will be in
accordance with subparagraph 7.2.4. Pending final determination of cost, payments on account
shall be made as determined by Project Management. The amount of credit to be allowed by
the Contractor for any deletion or change, which results in a net decrease in the Contract Sum,
will be the amount of the actual net cost to the Owner as confirmed by Project Management.
When both additions and credits covering related Work or substitutions are involved in any one
change, the allowance for overhead and profit shall be figured on the basis of the net increase,
if any with respect to that change.
7.2.4 The actual cost of Changes in the Work may include all items of labor or material, power
tools, and equipment actually used, utilities, pro rata charges for foreman, and all payroll
charges such as Public Liability and Workmen's Compensation Insurance. No percentage for
overhead and profit shall be allowed on items of Social Security and Sales Tax. If deductions
are ordered, the amount of credit shall be net cost to Owner as defined in section 5.6.1 of the
Contract. Items considered as overhead shall include insurance other than that mentioned
above, bond or bonds, superintendent, timekeeper, clerks, watchmen, use of small tools,
miscellaneous supplies, incidental job costs, warranties, and all general home /field office
expenses. The actual cost of Changes in the Work (other than those covered by unit prices set
forth in the Contract Documents) shall be computed as follows:
.1 if the Contractor performs the actual Work, the maximum percentage mark -up for
overhead shall be five percent (5 %) and the maximum percentage for profit shall be five percent
(5 %);
2 if the Subcontractor performs the actual Work, the subcontractor's percentage mark-
up for overhead and profit shall be a maximum addition of ten percent (10 %). If the Contractor
does not perform the Work, the maximum mark -up for managing the Work will be five percent
(5 %);
.3 If the Subcontractor performs part of the actual Work, his percentage mark -up for
overhead and profit shall be a maximum addition of ten percent (10 %) on his direct Work only. If
the Contractor performs part of the actual Work, his percentage mark -up for overhead and profit
shall be a maximum addition of ten percent (10 %) on his direct Work only.
7.2.5 The Contractor shall furnish to the Owner through Project Management, an itemized
breakdown of the quantities and prices used in computing the value of any change that might be
ordered. Any additional supporting documentation requested by Project Management such as
certified quotations or invoices shall be provided by the Contractor to Project Management at no
additional cost to the Owner.
7.2.6 If the Contractor claims that any instructions given to him by Project Management, by
drawings or otherwise, involve extra Work not covered by the Contract, he shall give Project
Management written notice thereof within five (5) days after the receipt of such instructions and
before proceeding to execute the work, except in emergencies endangering life or property, in
which case the Contractor shall proceed in accordance with Paragraph 10.3.
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.1 The written notice to Project Management for the Extra Work shall include a complete
description of the extra Work, the total cost and a detailed cost breakdown by labor, material
and equipment for each additional activity required to be performed. Mark -ups shall be limited
as specified elsewhere in this Article.
.2 Except as otherwise specifically provided, no claim for additional cost shall be
allowed unless the complete notice specified by this subparagraph is given by the Contractor.
7.2.7 Unless otherwise agreed in writing, the Contractor shall carry on the Work and maintain
its progress during any dispute or claim proceeding, and Owner shall continue to make
payments to the Contractor in accordance with the Contract Documents. Disputes unresolved
shall be settled in accordance with subparagraph 4.7. The Contractor shall maintain completed
daily force account forms in accordance with subparagraph 7.2.3 for any dispute or claim item.
7.2.8 One or more changes to the Work within the general scope of this Contract, may be
ordered by Change Order. The Owner may also issue written directions for changes in the
Work and may issue Construction Change Directives, as set forth below. The Contractor shall
proceed with any such changes or Construction Change Directives without delay and in a
diligent manner, and same shall be accomplished in strict accordance with the terms and
conditions otherwise provided for in the Contract.
7.2.9 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 Contract as thus
amended, the Contract Price and the time for performance by the Contractor. 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, arising out of or resulting from the Work
included within or affected by the executed Change Order of which the Contractor knew or
should have known.
7.3 Authority
7.3.1 Project Management will have authority to order minor changes in the Work not involving
adjustment in the Contract sum or extension of the Contract Time and not inconsistent with the
intent of the Contract Documents. Such changes shall be effected by written order issued
through Project Management and shall be binding on the Owner and Contractor. The Contractor
shall carry out such written order promptly.
8.0 TIME
8.1 Definitions
8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized
adjustments, allotted in the Contract Documents for Substantial Completion of the Work.
8.1.2 The date of commencement of the Work is the date established in the Agreement. The
date shall not be postponed by the failure to act of the Contractor or of persons or entities for
which the Contractor is responsible.
8.1.3 The date of Substantial Completion is the date certified by Project Management in
accordance with Paragraph 9.8.
8.1.4 The term "day" as used in the Contract Documents shall mean calendar day unless
otherwise specifically defined.
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8.1.5 The Owner /Project Management shall be the final judge as to whether Substantial
Completion has been achieved and certifies the date to the Contractor.
8.2 Progress and Completion
8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By
executing the Agreement the Contractor confirms that the Contract Time is a reasonable period
for performing the Work.
8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in
writing, prematurely commence operations on the site or elsewhere prior to the effective date of
insurance required by Article 11 to be furnished by the Contractor. The date of commencement
of the Work shall not be changed by the effective date of such insurance.
8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve
Substantial Completion within the Contract Time.
8.3 Delays and Extensions of Time
8.3.1 If the Contractor is delayed, at any time, in the progress of the Work by any act or
neglect of the Owner, Project Management, or the Architect/Engineer, or by any employee of
either, or by any separate contractor employed by the Owner, or by changes ordered in the
Work, or by fire, unusual delay in transportation, adverse weather conditions not reasonably
anticipatable, unavoidable casualties or any causes beyond the Contractor's control, or by delay
authorized by the Owner, Project Management, or by any other cause which Project
Management determines may justify the delay, then the Contract Time shall be extended by no
cost Change Order for such reasonable time as Project Management may determine, in
accordance with subparagraph 6.2.7.
8.3.2 Any claim for extension of time shall be made in writing to Project Management not more
than seventy -two (72) hours after the commencement of the delay in accordance with
paragraph 6.2.7; otherwise it shall be waived. Any claim for extension of time shall state the
cause of the delay and the number of days of extension requested. If the cause of the delay is
continuing, only one claim is necessary, but the Contractor shall report the termination of the
cause for the delay within seventy -two (72) hours after such termination in accordance with
paragraph 6.2.7; otherwise, any claim for extension of time based upon that cause shall be
waived.
8.3.3 No claim for an increase in the Contract Sum for either acceleration or delay will be
allowed for extensions of time pursuant to this Paragraph 8.3 or for other changes in the
Construction Schedules.
8.3.4 If the Project is delayed as a result of the Contractor's refusal or failure to begin the
Work on the date of commencement as defined in Paragraph 8.1.2, or his refusal or failure to
carry the Work forward expeditiously with adequate forces, the Contractor causing the delay
shall be liable for, but not limited to, delay claims from other Contractors which are affected.
9.0 PAYMENTS AND COMPLETION
9.1 Contract Sum
9.1.1 The Contract Sum is stated in the Agreement and, including authorized adjustments, is
the total amount payable by the Owner to the Contractor for performance of the Work under the
Contract Documents.
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9.2 Schedule of Values
9.2.1 Before submittal of the first Application for Payment, the Contractor shall submit to
Project Management, a schedule of values allocated to various portions of the Work, prepared
in such form and supported by such data to substantiate its accuracy as Project Management
may require. This schedule, unless objected to by Project Management, shall be used as a
basis for reviewing the Contractor's Applications for Payment.
9.3 Applications for Payment
9.3.1 At least fifteen (15) days before the date established for each progress payment, the
Contractor shall submit to Project Management an itemized Application for Payment for Work
completed in accordance with the schedule of values. Such application shall be notarized and
supported by such data substantiating the Contractor's right to payment as the Owner or Project
Management may require, such as copies of requisitions from Subcontractors and material
suppliers, and reflecting retainage if provided for elsewhere in the Contract Documents.
.1 Such applications may include request for payment on account of changes in the
Work which have been properly authorized by Construction Change Directives but not yet
included in Change Orders.
.2 Such applications may not include requests for payment of amounts the Contractor
does not intend to pay to a Subcontractor or material supplier because of a dispute or other
reason.
9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on
account of materials and equipment delivered and suitably stored at the site for subsequent
incorporation in the Work. If approved in advance by the Owner, payment may similarly be
made for materials and equipment suitably stored off the site at a location agreed upon in
writing. Payment for materials and equipment stored on or off the site shall be conditioned upon
compliance by the Contractor with procedures satisfactory to the Owner to establish the
Owner's title to such materials and equipment or otherwise protect the Owner's interest, and
shall include applicable insurance, storage and transportation to the site for such materials and
equipment stored off the site.
9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will
pass to the Owner no later than the time of payment. The Contractor further warrants that upon
submittal of an Application for Payment all Work for which approval for payment have been
previously issued and payments received from the Owner shall, to the best of the Contractor's
knowledge, information and belief, be free and clear of liens, claims security interests or
encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or
entities making a claim by reason of having provided labor, materials and equipment relating to
the Work. All Subcontractors and Sub - subcontractors shall execute an agreement stating that
title will so pass, upon their receipt of payment from the Contractor. The warranties are for the
administrative convenience of the Owner only and do not create an obligation on the part of the
Owner to pay directly any unpaid subcontractor, laborer or materialmen. Such persons must
seek payment from the Contractor or his public construction bond surety only.
9.4 Approval for Payment
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9.4.1 Project Management will assemble a Project Application for Payment by combining the
Contractor's applications with similar applications for progress payments from other Contractors
and certify the amounts due on such applications.
9.4.2 After the Project Management's receipt of the Project Application for Payment, Project
Management will either approve the Application for Payment, with a copy to the Contractor, for
such amount as Project Management determine is properly due, or notify the Contractor in
writing of Project Management's reasons for withholding approval in whole or in part as provided
in Subparagraph 9.5.1.
9.4.3 The issuance of a separate Approval for Payment will constitute representations made
by Project Management to the Owner, based on their individual observations at the site and the
data comprising the Application for Payment submitted by the Contractor, that the Work has
progressed to the point indicated and that, to the best of Project Management's knowledge,
information and belief, quality of the Work is in accordance with the Contract Documents. The
foregoing representations are subject to an evaluation of the Work for conformance with the
Contract Documents upon Substantial Completion, to results of subsequent tests and
inspections, to minor deviations from the Contract Documents correctable prior to completion
and to specific qualifications expressed by Project Management. The issuance of a separate
Approval for Payment will further constitute a representation that the Contractor is entitled to
payment in the amount approved. However, the issuance of a separate Approval for Payment
will not be a representation that Project Management has (1) made exhaustive or continuous
on -site inspections to check the quality or quantity of the Work, (2) reviewed the Contractor's
construction means, methods, techniques, sequences or procedures, (3) reviewed copies of
requisitions received from Subcontractors and material suppliers and other data requested by
the Owner to substantiate the Contractor's right to payment or (4) made examination to
ascertain how or for what purpose the Contractor has used money previously paid on account of
the Contract Sum.
9.5 Decisions to Withhold Approval
9.5.1 Project Management may decline to approve an Application for Payment if, in his
opinion, the application is not adequately supported. If the Contractor and Project Management
cannot agree on a revised amount, Project Management shall process the Application for the
amount it deems appropriate. Project Management may also decline to approve any
Application for Payment because of subsequently discovered evidence or subsequent
inspections. It may nullify, in whole or part, any approval previously made to such extent as may
be necessary in its opinion because of: (1) defective Work not remedied; (2) third party claims
filed or reasonable evidence indicating probable filing of such claims; (3) failure of the
Contractor to make payments properly to Subcontractors or for labor, materials, or equipment;
(4) reasonable evidence that the Work cannot be completed for the unpaid balance of the
Contract Sum; (5) damage to Project Management, the Owner, or another contractor working at
the project; (6) reasonable evidence that the Work will not be completed within the contract
time; (7) persistent failure to carry out the Work in accordance with the Contract Documents.
No payment shall be made to the Contractor until certificates of insurance or other evidence of
compliance by the Contractor, with all the requirements of Article 11, have been filed with the
Owner and Project Management.
9.5.2 When the above reasons for withholding approval are removed, approval will be made
for amounts previously withheld.
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9.6 Progress Payments
9.6.1 After Project Management has issued an Approval for Payment, the Owner shall make
payment in the manner and within the time provided in the Contract Documents, and shall so
notify Project Management. From the total of the amount determined to be payable on a
progress payment, a retainage in accordance with the Florida Local Government Prompt
Payment Act, Chapter 218, Florida Statutes will be deducted and retained by the Owner until
the final payment is made. The balance of the amount payable, less all previous payments, shall
be approved for payment.
.1 It is understood and agreed that the Contractor shall not be entitled to demand or
receive progress payment based on quantities of Work in excess of those provided in the
proposal or covered by approved change orders, except when such excess quantities have
been determined by Project Management to be a part of the final quantity for the item of Work in
question.
.2 No progress payment shall bind the Owner to the acceptance of any materials or
Work in place, as to quality or quantity. All progress payments are subject to correction at the
time of final payments.
9.6.2 The Contractor shall promptly pay each Subcontractor, upon receipt of payment from the
Owner, out of the amount paid to the Contractor on account of such Subcontractor's portion of
the Work, the amount to which said Subcontractor is entitled, reflecting percentages actually
retained from payments to the Contractor on account of such Subcontractor's portion of the
Work. The Contractor shall, by appropriate agreement with each Subcontractor, require each
Subcontractor to make payments to Sub - subcontractors in similar manner.
9.6.3 Project Management will, on request, furnish to a Subcontractor, if practicable,
information regarding percentages of completion or amounts applied for by the Contractor and
action taken thereon by the Owner and Project Management on account of portions of the Work
done by such Subcontractor.
9.6.4 Neither the Owner nor Project Management shall have an obligation to pay, or to see to,
the payment of money to a Subcontractor except as may otherwise be required by law.
9.6.5 Payment to material suppliers shall be treated in a manner similar to that provided in
Subparagraphs 9.6.2, 9.6.3 and 9.6.4.
9.6.6 A progress payment, or partial or entire use or occupancy of the Project by the Owner
shall not constitute acceptance of Work not in accordance with the Contract Documents.
9.6.7 All material and work covered by partial payments made shall thereupon become the
sole property of the Owner, and by this provision shall not be construed as relieving the
Contractor from the sole responsibility for the materials and Work upon which payments have
been made or the restoration for any damaged material, or as a waiver of the right of the Owner
or Project Management to require the fulfillment of all the terms of the Contract.
9.6.8 Except in case of bona fide disputes, or where the Contractor has some other justifiable
reason for delay, the Contractor shall pay for all transportation and utility services not later than
the end of the calendar month following that in which services are rendered and for all materials,
tools, and other expendable equipment which are delivered at the site of the Project. The
Contractor shall pay to each of his Subcontractors, not later than the end of the calendar month
in which each payment is made to the Contractor, the representative amount allowed the
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Contractor on account of the Work performed by the Subcontractor. The Contractor shall, by an
appropriate agreement with each Subcontractor, also require each Subcontractor to make
payments to his suppliers and Sub - subcontractors in a similar manner.
9.8 Substantial Completion
9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or
designated portion thereof is sufficiently complete in accordance with the Contract Documents
so the Owner can occupy or utilize the Work for its intended use.
9.8.2 When the Contractor considers that the Work, or a portion thereof which the Owner
agrees to accept separately, is substantially complete, the Contractor and Project Management
shall jointly prepare a comprehensive list of items to be completed or corrected. The Contractor
shall proceed promptly to complete and correct items on the list. Failure to include an item on
such list does not alter the responsibility of the Contractor to complete all Work in accordance
with the Contract Documents. Upon receipt of the list, Project Management will make an
inspection to determine whether the Work or designated portion thereof is substantially
complete. If the inspection discloses any item, whether or not included on the list, which is not
in accordance with the requirements of the Contract Documents, the Contractor shall, before
issuance of the Certificate of Substantial Completion, complete or correct such item upon
notification by Project Management. The Contractor shall then submit a request for another
inspection by Project Management to determine Substantial Completion. When the Work or
designated portion thereof is substantially complete, Project Management will prepare a
Certificate of Substantial Completion, shall establish responsibilities of the Owner and
Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and
shall fix the time within which the Contractor shall finish all items on the list accompanying the
Certificate. Warranties required by the Contract Documents shall commence on the date of
Substantial Completion of the Work or designated portion thereof unless otherwise provided in
the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be
submitted to the Owner and Contractor for their written acceptance of responsibilities assigned
to them in such Certificate.
9.8.3 Upon Substantial Completion of the Work or designated portion thereof and upon
application by the Contractor and certification by Project Management, the Owner shall make
payment, reflecting adjustment in retainage, if any, for such Work or portion thereof as provided
in the Contract Documents.
9.9 Partial Occupancy or Use
9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work
at any stage when such portion is designated by separate agreement with the Contractor,
provided such occupancy or use is consented to by the insurer as required under Subparagraph
11.3.1 and authorized by public authorities having jurisdiction over the Work. Such partial
occupancy or use may commence whether or not the portion is substantially complete, provided
the Owner and Contractor have accepted in writing the responsibilities assigned to each of them
for payments, retainage if any, security, maintenance, heat, utilities, damage to the Work and
insurance, and have agreed in writing concerning the period for correction of the Work and
commencement of warranties required by the Contract Documents. When the Contractor
considers a portion substantially complete, the Contractor and Project Management shall jointly
prepare a list as provided under Subparagraph 9.8.2. Consent of the Contractor to partial
occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work
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shall be determined by written agreement between the Owner and Contractor or, if no
agreement is reached, by decision of Project Management.
9.9.2 Immediately prior to such partial occupancy or use, the Owner, Project Management and
Contractor shall jointly inspect the area to be occupied or portion of the Work to be used in order
to determine and record the condition of the Work.
9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the
Work shall not constitute acceptance of Work not complying with the requirements of the
Contract Documents.
9.10 Final Completion and Final Payment
9.10.1 Upon completion of the Work, the Contractor shall forward to Project Management a
written Notice that the Work is ready for final inspection and acceptance and shall also forward
to Project Management a final Contractor's Application for Payment. Upon receipt, Project
Management will promptly make such inspection. When Project Management, finds the Work
acceptable under the Contract Documents and the Contract fully performed, Project
Management will promptly issue a final Approval for Payment stating that to the best of their
knowledge, information and belief, and on the basis of their observations and inspections, the
Work has been completed in accordance with terms and conditions of the Contract Documents
and that the entire balance found to be due the Contractor and noted in said final Approval is
due and payable. Project Management's final Approval for Payment will constitute a further
representation that conditions listed in Subparagraph 9.10.2 as precedent to the Contractor's
being entitled to final payment have been fulfilled.
9.10.2 Neither final payment nor any remaining retained percentage shall become due until the
Contractor submits to Project Management (1) an affidavit that payrolls, bills for materials and
equipment, and other indebtedness connected with the Work for which the Owner or the
Owner's property might be responsible or encumbered (less amounts withheld by Owner) have
been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the
Contract Documents to remain in force after final payment is made, is currently in effect and will
not be canceled or allowed to expire until at least thirty (30) days' prior written notice has been
given to the Owner, (3) a written statement that the Contractor knows of no substantial reason
that the insurance will not be renewable to cover the period required by the Contract
Documents, (4) consent of surety, if any, to final payment and (5), if required by the Owner,
other data establishing payment or satisfaction of obligations, such as receipts, releases and
waivers of liens, claims, security interests or encumbrances arising out of the Contract. The
following documents ( samples included in section 01027 are required for Final Payment:
(1) Application and Certificate for Payment.
(2) Continuation Sheet.
(3) Certificate of Substantial Completion.
(4) Contractor's Affidavit of Debts and Claims.
(5) Contractor's Affidavit of Release of Liens.
(6) Final Release of Lien.
(7) Contractor shall provide two (2) hard copies in tabulated divided binders and
one (1) saved electronically tabbed and indexed in Adobe Acrobat file (.PDF)
format delivered on a downloadable CD /DVD of all the following but not limited
to:
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A. Project Record Documents (As Built Documents).
B. Operating and maintenance data, instructions to the Owner's personnel.
C. Warranties, bond and guarantees.
D. Keys and keying schedule.
E. Spare parts and maintenance materials.
F. Electronic copies of approved submittals
G. Evidence of payment and final release of liens and consent of surety to final release
(includes final release from all utilities and utility companies).
9.10.3 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall
constitute a waiver of claims by that payee except those previously made in writing and
identified by that payee as unsettled at the time of final Application for Payment. Such waivers
shall be in addition to the waiver described Subparagraph 4.7.5.
9.11 Payment of Subcontractors
9.11.1 Any requirement of this Article 9 that the Contractor furnish proof to the Owner or Project
Management that the subcontractors and materialmen have been paid is for the protection and
convenience of the Owner only. Unpaid subcontractors and materialmen may only seek
payment from the Contractor and the surety that provided the Contractor's Public Construction
Bond. The Contractor must insert this paragraph 9.11 in all its contracts with
subcontractors and materialmen.
10.0 PROTECTION OF PERSONS AND PROPERTY
10.1 Safety Precautions and Programs
10.1.1 The Contractor shall be responsible for initiating, maintaining and supervising all safety
precautions and programs in connection with the performance of the Contract. The Contractor
shall submit the Contractor's safety program to Project Management for review, approval and
coordination with the safety programs of other Contractors.
10.1.2 In the event the Contractor encounters on the site material reasonably believed to be
asbestos or polychlorinated biphenyl (PCB) which has not been rendered harmless, the
Contractor shall immediately stop Work in the area affected and report the condition to the
Owner and Project Management in writing. The Work in the affected area shall not thereafter
be resumed except by written agreement of the Owner and Contractor if in fact the material is
asbestos or polychlorinated biphenyl (PCB) and has not been rendered harmless. The Work in
the affected area shall be resumed in the absence of asbestos or polychlorinated biphenyl
(PCB), or when it has been rendered harmless, by written agreement of the Owner and
Contractor.
10.1.3 The Contractor shall not be required pursuant to Article 7 to perform without consent any
Work relating to asbestos or polychlorinated biphenyl (PCB).
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10.1.5 If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death
to persons resulting from a material or substance encountered on the site by the Contractor, the
Contractor shall, upon recognizing the condition, immediately stop Work in the affected area
and report the condition to Project Management in writing. The Owner, Contractor and Project
Management shall then proceed in the same manner described in Subparagraph 10.1.2.
10.1.6 The Owner shall be responsible for obtaining the services of a licensed laboratory to
verify a presence or absence of the material or substance reported by the Contractor and, in the
event such material or substance is found to be present, to verify that it has been rendered
harmless. Unless otherwise required by the Contract Documents, the Owner shall furnish in
writing to the Contractor and Project Management the names and qualifications of persons or
entities who are to perform tests verifying the presence or absence of such material or
substance or who are to perform the task of removal or safe containment of such material or
substance. The Contractor and Project Management will promptly reply to the Owner in writing
stating whether or not any of them has reasonable objection to the persons or entities proposed
by the Owner. If the Contractor or Project Management has an objection to a person or entity
proposed by the Owner, the Owner shall propose another to whom the Contractor and Project
Management have no reasonable objection.
10.2 Safety of Persons and Property
10.2.1 The Contractor shall take reasonable precautions for safety of, and shall provide
reasonable protection to prevent damage, injury or loss to:
1 employees on the Work and other persons who may be affected thereby;
.2 the Work and materials and equipment to be incorporated therein, whether in storage
on or off the site, under care, custody or control of the Contractor or the Contractor's
Subcontractors or Sub - subcontractors;
.3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks,
pavements, roadways, structures and utilities not designated for removal, relocation or
replacement in the course of construction; and
.4 construction or operations by the Owner or other Contractors.
10.2.2 The Contractor shall give notices and comply with applicable laws, ordinances, rules,
regulations and lawful orders of public authorities bearing on safety of persons or property or
their protection from damage, injury or loss.
10.2.3 The Contractor shall erect and maintain, as required by existing conditions and
performance of the Contract, reasonable safeguards for safety and protection, including posting
danger signs and other warnings against hazards, promulgating safety regulations and notifying
owners and users of adjacent sites and utilities.
10.2.4 When use or storage of explosives or other hazardous materials or equipment or
unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost
care and carry on such activities under supervision of properly qualified personnel.
10.2.5 The Contractor shall promptly remedy damage and loss to property referred to in
Clauses 10.2.1.2, 10.2.1.3, 10.2.1.4 caused in whole or in part by the Contractor, a
Subcontractor, a Sub - subcontractor, or anyone directly or indirectly employed by any of them, or
by anyone for whose acts they may be liable and for which the Contractor is responsible under
Clauses 10.2.1.2, 10.2.1.3 and 10.2.1.4, except damage or loss attributable to acts or omissions
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of the Owner, Project Management or Architect or anyone directly or indirectly employed by any
of them, or by anyone for whose acts any of them may be liable, and not attributable to the fault
or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to
the Contractor's obligations under Paragraph 3.18.
10.2.6 The Contractor shall designate a responsible member of the Contractor's organization at
the site whose duty shall be the prevention of accidents. This person shall be the Contractor's
superintendent unless otherwise designated by the Contractor in writing to the Owner or Project
Management.
10.2.7 The Contractor shall not load or permit any part of the construction or site to be loaded
so as to endanger its safety.
10.3 Emergencies
10.3.1 In an emergency affecting safety of persons or property, the Contractor shall act, at the
Contractor's discretion, to prevent threatened damage, injury or loss. Additional compensation
or extension of time claimed by the Contractor on account of an emergency shall be determined
as provided in Paragraph 4.7 and Article 7.
10.4 Site Specific Safety Plan
See Section 00970 for minimum requirements of job site safety plan.
11.1.1 Prior to commencement of Work governed by this contract (including the pre- staging of
personnel and material), the Contractor shall obtain, at its own expense, insurance as specified
in the schedule set forth in Section 00110 Bid Form which are made part of this Agreement.
The Contractor will ensure that the insurance obtained will extend protection to all
subcontractors engaged by the Contractor. As an alternative the Contractor may require all
subcontractors to obtain insurance consistent with the attached schedules.
11.1.2 The Contractor will not be permitted to commence Work governed by the Agreement
(including pre- staging of personnel and material) until satisfactory evidence of the required
insurance has been furnished to the County as specified below. Delays in the commencement
of Work resulting from the failure of the Contractor to provide satisfactory evidence of the
required insurance shall not extend deadlines specified in this Agreement and any penalties and
failure to perform assessments shall be imposed as if the Work commenced on the specified
date and time, except for the Contractor's failure to provide satisfactory evidence of insurance.
11.1.3 The Contractor shall maintain the required insurance throughout the entire term of this
contract and any extensions specified in any attached schedules. Failure to comply with this
provision may result in the immediate suspension of all Work until the required insurance has
been reinstated or replaced. Delays in the completion of Work resulting from the failure of the
Contractor to maintain the required insurance shall not extend deadlines specified in this
Agreement and any penalties and failure to perform assessments shall be imposed as if the
Work commenced on the specified date and time, except for the Contractor's failure to provide
satisfactory evidence of insurance.
11.1.4 The Contractor shall provide, to the County in care of Project Management as
satisfactory evidence of the required insurance, either:
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Certificate of Insurance
Or
A certified copy of the actual insurance policy
11.1.5 The County, at its sole option, has the right to request a certified copy of any or all
insurance policies required by this Contract.
11. 1.6 All insurance policies must specify that they are not subject to cancellation, nonrenewal,
material change, or reduction in coverage unless a minimum of thirty (30) days prior notification
is given to the County by the insurer.
11. 1.7 The acceptance and /or approval of the Contractor's insurance shall not be construed as
relieving the Contractor from any liability or obligation assumed under this contract or imposed
by law.
11.1.8 The Monroe County Board of County Commissioners, its employees and officials will be
included as "Additional Insured" on all policies, except for Worker's Compensation.
11.1.9 In addition, the County will be named as an additional insured and loss payee on all
policies covering County -owned property.
11.1.10 Any deviations from these General Insurance Requirements must be requested in
writing on the County prepared form entitled "Request for Waiver of Insurance Requirements"
and approved by the Monroe County's Risk Manager.
11.2 Builder's Risk Insurance: Not Required.
11.3 Public Construction Bond
11.3.1 A Public Construction Bond in the amount of the cost of construction is not a
requirement of this Contract.
12.0 UNCOVERING AND CORRECTION OF WORK
12.1 Uncovering of Work
12.1.1 If a portion of the Work is covered contrary to Project Management's request or to
requirements specifically expressed in the Contract Documents, it must, if required in writing by
Project Management, be uncovered for their observation and be replaced at the Contractor's
expense without change in the Contract Time.
12.1.2 If a portion of the Work has been covered which Project Management has not
specifically requested to observe prior to its being covered, Project Management may request to
see such Work and it shall be uncovered by the Contractor, if such Work is in accordance with
the Contract Documents, costs of uncovering and replacement shall, by appropriate Change
Order, be charged to the Owner, if such Work is not in accordance with the Contract
Documents, the Contractor shall pay such costs unless the condition was caused by the Owner
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or one of the other Contractors in which event the Owner shall be responsible for payment of
such costs.
12.2 Correction of Work
12.2.1 The Contractor shall promptly correct Work rejected by Project Management or failing to
conform to the requirements of the Contract Documents, whether observed before or after
Substantial Completion and whether or not fabricated, installed or completed. The Contractor
shall bear costs of correcting such rejected Work, including additional testing and inspections
and compensation for Project Management's services and expenses made necessary thereby.
12.2.2 If, within one (1) year after the date of Substantial Completion of the Work or designated
portion thereof, or after the date for commencement of warranties established under
Subparagraph 9.9, or by terms of an applicable special warranty required by the Contract
Documents, any of the Work is found to be not in accordance with the requirements of the
Contract Documents, the Contractor shall correct it promptly after receipt of written notice from
the Owner to do so unless the Owner has previously given the Contractor a written acceptance
of such condition. This period of one (1) year shall be extended with respect to portions of
Work first performed after Substantial Completion by the period of time between Substantial
Completion and the actual performance of the Work. This obligation under this Subparagraph
12.2.2 shall survive acceptance of the Work under the Contract and termination of the Contract.
The Owner shall give such notice promptly after discovery of the condition.
12.2.3 The Contractor shall remove from the site portions of the Work which are not in
accordance with the requirements of the Contract Documents and are neither corrected by the
Contractor nor accepted by the Owner.
12.2.4 If the Contractor fails to correct nonconforming Work within a reasonable time, the
Owner may correct it in accordance with Paragraph 2.4. If the Contractor does not proceed with
correction of such nonconforming Work within a reasonable time fixed by written notice from
Project Management, the Owner may remove it and store the salvageable materials or
equipment at the Contractor's expense. If the Contractor does not pay costs of such removal
and storage within ten (10) days after written notice, the Owner may upon ten (10) additional
days' written notice sell such materials and equipment at auction or at private sale and shall
account for the proceeds thereof, after deducting costs and damages that should have been
borne by the Contractor, including compensation for Project Management's services and
expenses made necessary thereby. If such proceeds of sale do not cover costs which the
Contractor should have borne, the Contract Sum shall be reduced by the deficiency. If
payments then or thereafter due the Contractor are not sufficient to cover such amount, the
Contractor shall pay the difference to the Owner.
12.2.5 The Contractor shall bear the cost of correcting destroyed or damaged construction,
whether completed or partially completed, of the Owner or other Contractors caused by the
Contractor's correction or removal of Work which is not in accordance with the requirements of
the Contract Documents.
12.2.6 Nothing contained in this Paragraph 12.2 shall be construed to establish a period of
limitation with respect to other obligations which the Contractor might have under the Contract
Documents. Establishment of the time period of one (1) year as described in Subparagraph
12.2.2, relates only to the specific obligation of the Contractor to correct the Work, and has no
relationship to the time within which the obligation to comply with the Contract Documents may
be sought to be enforced, nor to the time within which proceedings may be commenced to
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establish the Contractor's liability with respect to the Contractor's obligations other than
specifically to correct the Work.
12.3 Acceptance of Nonconforming Work
12.3.1 If the Owner prefers to accept Work which is not in accordance with the requirements of
the Contract Documents, the Owner may do so instead of requiring its removal and correction,
in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment
shall be effected whether or not final payment has been made.
13.0 MISCELLANEOUS PROVISIONS
13.1 Governing Law
13.1.1 The contract shall be governed by the laws of the State of Florida. Venue for any claims
or disputes arising under this contract shall be in the Circuit Court of the 16th Judicial Circuit of
the State of Florida.
13.2 Successors and Assigns
13.2.1 The Owner or Project Management (as the case may be) and the Contractor each binds
himself, his partners, successors, assigns, and legal representatives of such other party in
respect to all covenants, agreements, and obligations contained in the Contract Documents.
Neither party to the Contract shall assign the Contract or sublet it as a whole without the written
consent of the other.
13.2.2 The Contractor shall not assign any monies due or to become due under this Contract
without prior written consent of the Owner or Project Management.
13.3 Written Notice
13.3.1 Any written notices or correspondence given pursuant to this contract shall be sent by
United States Mail, certified, return receipt requested, or by courier with proof of delivery. Notice
shall be sent to the following persons:
For Contractor:
For Owner: Director of Project Management
1100 Simonton St., Room 2 -216
Key West, Florida 33040
13.4 Rights and Remedies
13.4.1 Duties and obligations imposed by the
available thereunder shall be in addition to and
remedies otherwise imposed or available by law.
Assistant County Administrator, PW & E
1100 Simonton St.
Key West, Florida 33040
Contract Documents and rights and remedies
not a limitation of duties, obligations, rights and
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13.4.2 No action or failure to act by the Owner, Project Management, Architect or Contractor
shall constitute a waiver of a right or duty afforded them under the contract, nor shall such
action or failure to act constitute approval of or acquiescence in a breach thereunder, except as
may be specifically agreed in writing.
13.5 Tests and Inspections
13.5.1 Tests, inspections and approvals of portions of the Work required by the Contract
Documents or by laws, ordinances, rules, regulations or orders of public authorities having
jurisdiction shall be made at an appropriate time. Unless otherwise provided, the Contractor
shall make arrangements for such tests, inspections and approvals with an independent testing
laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall
bear all related costs of tests, inspections and approvals. The Contractor shall give Project
Management timely notice of when and where tests and inspections are to be made so Project
Management may observe such procedures. The Owner shall bear costs of test, inspections or
approvals which do not become requirements until after bids are received or negotiations
concluded.
13.5.2 If Project Management, Owner or public authorities having jurisdiction determine that
portions of the Work require additional testing, inspection or approval not included under
Subparagraph 13.5.1, Project Management will, upon written authorization from the Owner,
instruct the Contractor to make arrangements for such additional testing, inspection or approval
by an entity acceptable to the Owner, and the Contractor shall give timely notice to Project
Management of when and where tests and inspections are to be made so Project Management
may observe such procedures. The Owner shall bear such costs except as provided in
Subparagraph 13.5.3.
13.5.3 If such procedures for testing, inspection or approval under Subparagraphs 13.5.1 and
13.5.2 reveal failure of the portions of the Work to comply with requirements established by the
Contract Documents, the Contractor shall bear all costs made necessary by such failure
including those of repeated procedures and compensation for Project Management's services
and expenses.
13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required
by the Contract Documents, be secured by the Contractor and promptly delivered to Project
Management.
13.5.5 If Project Management is to observe tests, inspections or approvals required by the
Contract Documents, Project Management will do so promptly and, where practicable, at the
normal place of testing.
13.5.6 Test or inspections conducted pursuant to the Contract Documents shall be made
promptly to avoid unreasonable delay in the Work.
13.7 Commencement of Statutory Limitation Period
13.7.1 The statute of limitations applicable to this contact are as provided in Section 95.11 (3)
(C), Florida Statutes.
14.0 TERMINATION OR SUSPENSION OF THE CONTRACT
14.1 Termination by the Owner for Cause
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14.1.1 The Owner may terminate the Contract if the Contractor:
.1 persistently or repeatedly refuses or fails to supply enough properly skilled workers or
proper materials;
.2 fails to make payment to Subcontractors for materials or labor in accordance with the
respective agreements between the Contractor and the Subcontractors;
.3 persistently disregards laws, ordinances, or rules, regulations or orders of a public
authority having jurisdiction;
.or
.4 Otherwise is guilty of substantial breach of a provision of the Contract Documents
14.1.2 When any of the above reasons exist, the Owner, after consultation with Project
Management, and upon certification by Project Management that sufficient cause exists to
justify such action, may without prejudice to any other rights or remedies of the Owner and after
giving the Contractor and the Contractor's surety, if any, seventy -two (72) hours written notice,
terminate employment of the Contractor and may, subject to any prior rights of the surety:
.1 take possession of the site and of all materials, equipment, tools, and construction
equipment and machinery thereon owned by the Contractor;
2 accept assignment of subcontracts pursuant to Paragraph 5.4; and
3 finish the Work by whatever reasonable method the Owner may deem expedient.
14.1.3 When the Owner terminates the Contract for one of the reasons stated in Subparagraph
14.1.1, the Contractor shall not be entitled to receive further payment until the Work is finished.
14.2 Suspension or Termination by the Owner for Convenience
14.2.1 The Owner may, without cause, order the Contractor in writing to terminate, suspend,
delay or interrupt the Work in whole or in part for such period of time as the Owner may
determine.
14.2.2 In the event of Termination the Owner shall pay for work completed to date of
Termination.
End of Section 00750
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