Item C08 C.8
BOARD OF COUNTY COMMSSIONERS
County of Monroe fma Mayor Heather Carruthers,District 3
h} ] Mayor Pro Tem Michelle Coldiron,District 2
The Florida Keys Craig Cates,District 1
David Rice,District 4
Sylvia J.Murphy,District 5
County Commission Meeting
October 213, 2020
Agenda Item Number: C.3
Agenda Item Summary #7370
BULK ITEM: Yes DEPARTMENT: Project Management
TIME APPROXIMATE: STAFF CONTACT: Cary Vick(30) 292-4339
N/A
AGENDA ITEM WORDING: Approval of Second Amendment to the Agreement for Pre-
Construction Services with Ajax Building Company, LLC in the amount of $265,591.00 for the
Emergency Operations Center to add the scope and cost of the DAV building demolition. Project is
funded by FDOT, FDEM, and HMGP grants.
ITEM BACKGROUND:
Monroe County entered into a Construction Manager At-Risk (CMAR) contract with Ajax Building
Company, LLC for Pre-Construction services during the design of the Emergency Operations Center
(EOC) in Marathon in the amount of $110,000.00. Once construction design documents are
completed and a guaranteed maximum price (GMP) is proposed, a new contract for Construction
Services will be brought before the BOCC.
PREVIOUS RELEVANT BOCC ACTION:
06/20/18- BOCC gave approval to advertise an RFQ for architectural design services for a re-design
through construction administration of a new EOC building in Marathon.
09/19/18-BOCC approved a state-funded grant agreement in the amount of$5,900.00 with the
Florida Division of Emergency Management for the purpose of planning, designing and constructing
a Monroe County Emergency Operations and Public Safety Center.
12/19/18- BOCC approved a Public Transportation Grant Agreement with the Florida Department of
Transportation in the amount of$400,000 for the purpose of planning, designing and constructing a
FL Keys Marathon Airport Non-Aeronautical Use Building, to be considered for use as the EOC.
3/21/19 -BOCC approved staff request to negotiate with ADG a professional services contract to
provide design and construction administration services for the Monroe County EOC.
5/22/19 —BOCC Approved award of a contract to ADG to provide design and construction
administration services for the Monroe County EOC.
8/21/19 —BOCC approved a revised contract with ADG which changed the name of the EOC
building to "FL Keys Marathon Airport Non-Aeronautical Use Building" due to requirements of
Monroe County's acceptance of an FDOT grant agreement.
11/20/19 — BOCC approved the recommended site location for the EOC building at the southwest
corner of the Marathon Airport.
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12/11/19 — BOCC approved an HMGP agreement with FDEM for Phase I of a FEMA grant in the
amount of$916,071.21 to be used for pre-construction activities for the EOC.
4/15/20 — BOCC approved an Agreement with Ajax Building Company, LLC to provide
Construction Manager At Risk (CMAR) services for the Emergency Operations Center (EOC) at the
Marathon Airport in the amount of $110,000.00 through a FDOT grant. This Agreement is for Pre-
Construction Phase services.
5/20/20 — BOCC approved an amendment to certain contract provisions that are not required at the
pre-construction stage.
CONTRACT/AGREEMENT CHANGES:
Amendment to add demolition of the DAV building for the EOC project
STAFF RECOMMENDATION: Approval.
DOCUMENTATION:
Amend 2 to Contract_Ajax—10.21.2020 - exec BB
Amend 1 to Contract_Ajax—EXEC-5.20.2020
Contract Ajax_pre-construction—EXEC-4.15.20 with Amendment note
FINANCIAL IMPACT:
Effective Date: 10/21/2020
Expiration Date: TBD
Total Dollar Value of Contract: $375,591.00
Total Cost to County: $0.00
Current Year Portion: $375,591.00
Budgeted: Yes
Source of Funds: 403-635250-530490-GAMD201-530620
Legislative Grant(FDEM - 100% state funds), FDOT (50%matching County funds). FEMA
HMGP (-25%matching County funds; application approved by FEMA) (FDEM State Funds will
be used for County Match to HMGP & FDOT grants)
403-635250-530490-GAMD200 (FDOT grant)
403-635250-530490-GAMD201 (FDEM Leg. Appropriation grant)
403-635250-530490-GAMD202 (FDEM Hazard Mitigation HMGP grant)
CPI: N/A
Indirect Costs: N/A
Estimated Ongoing Costs Not Included in above dollar amounts:
Revenue Producing: No If yes, amount:
Grant: Yes
County Match: Yes
Insurance Required: Yes — as specified in the agreement
Additional Details:
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403-63 5250-530490-GAMD201-560620
10/21/20 NEW COST CENTER ADDED $265,591.00
403-635250-GAMD201
REVIEWED BY:
Cary Vick Completed 10/05/2020 2:53 PM
Stan Thompson Completed 10/05/2020 2:54 PM
Cary Knight Completed 10/05/2020 4:30 PM
Kevin Wilson Completed 10/05/2020 4:42 PM
Cynthia Hall Completed 10/05/2020 5:10 PM
Purchasing Completed 10/05/2020 5:13 PM
Budget and Finance Completed 10/05/2020 5:28 PM
Maria Slavik Completed 10/05/2020 6:51 PM
Liz Yongue Completed 10/06/2020 9:57 AM
Board of County Commissioners Pending 10/21/2020 9:00 AM
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SECOND AMENDMENT TO AGREEMENT T ETWEEl'
MONROE COUNTY AND
AJAX BUILDINGO Y, LLC
FOR THE FL KEYS MARATHON AIRPORT 1�O1N- 0
r -AER�7l`�TA�ITgrCAL USE B�JILll7l
This Second .Amendment ("Amendment"') to the ,Agreement dated April 15, 2020, is made and
entered into this 211h day of October 2020,by and between Monroe County, a political subdivision..
of the State of Florida,whose address is 1100 Simonton Street,Ivey West,FL 33040, its successors CU
and assigns, hereinafter referred to as "County", and Ajax Building Company, LLC, 10
Commerce Boulevard, Oldsmar, FL 34677, its successors and assigns, hereinafter referred to as
"Contractor".33,,aa��' yye�aa
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WHEREAS, the parties entered into an Agreement for the FL Keys Marathon Airport Non-
Aeronautical Use Building Project ("Agreement") to perf orni all work ("Work") in connection
with the management during the pre-construction phase of the FL Keys Marathon Airport Non-
Aeronautical Use Building ("Project'"), located in Monroe County,Floridan and 0
WHEREAS, it has been deten-pined that during the pre--construction phase of the Project, the
demolition of the former Disabled American"Veterans("DAV")building located at 728 1 Overseas
Highway, Marathon FL 33050 ("DAV Building") is necessary to alloy for completion of the
geotechnical survey and soil borings which are required inputs to the design of the new Emergency 0
Operations Center("EEC")building foundation- and
WHEREAS, the County desires to amend the Contractor's Agreement to add the scope and costs
for the demolition of the DAV Building to the Agreement darted April 15, 2020.
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NOW T ER.EFO , in consideration of the mutual promises contained herein, the parties 04
hereby agree as follows: �!
1. Within the,Agreement, the following Articles and paragraphs are amended as follows:
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a. A new Paragraph 2.3 shall be added to Article 2 Scope of Services, to read a
follows:
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2.3 The Contractor shall procure the services of a licensed and qualified den-olition 0
contractor to perfonn the demolition and abatement work on the former DAV building, 0
located on the project site, including superintendent and management services.
Demolition and abatement services shall be as described in the.Ajax FL Keys Marathon
Airport Non-Aeronautical Use Building: DAV Demolition&Abatement proposal dated
September 25, 2020, the contents of which are incorporated herein by reference.
b. For the Pre-Construction Phase Services described in Article 2, Paragraph.. 2. ,
which have been added via this Amendment, the Owner shall pay and the:Contractor shall receive
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the additional not-to-exceed amount of Two Hundred Sixty-Five Thousand Five Hundred Ninety-
One dollars and no cents ( 2.65,591.00).
c. Therefore, Paragraph 4.1 within Article 4, Contract Sum, shall be revised in its
entirety and replaced to read as follows:
4.1 For all lire-Construction phase Services, including but not limited to providing 0
value engineering services, reviewing Constriction Documents for constructabilit , CU
assisting and meeting with Design Professional during the various design phases, and
preparing cost estimates, the Owner shall pay and Construction Manager shall receive
the not-to-exceed amount of Three Hundred Seventy-Five Thousand Five Hundred
Ninety-Onc dollars and no cents ( 75, 9 .00) as the total lu rip sum compensation
for its services ("Base Contract.. Sum"). The Base Contract Sung shall lie all inclusive 0
and no additional amount for reimbursable expenses (including but not limited to
transportation,per dierns,postage,photocopying,telephone)shall be allowed.Monthly
installment payment of the Contract Burg shall be based on the percent completion of 0
the designated portion of the Pre-Construction Services for each particular-month and.
Owner's receipt of Contractor's written invoice for such, payment.. For the services
defined Article 2, Paragraph 2.3, the procurement and management: of demolition
services, the Owner shall pay and Contractor shall receive the not-to-exceed amount of
Two Hundred Sixty-Five Thousand Five Hundred Ninety-One dollars and no cents
( 265,591.00) as the guaranteed maximum price (GMP) for the additional demolition
services ("Additional Contract Amount"). The Contractor shall submit monthly
payment applications and the Owner shall provide payment of approved payment
applications as provided for in :Paragraph 9 of the General Conditions to this
Agreement.
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2. All of the above changes are made effective October 21, 2021,
3. All other tennis and conditions of the Agreement remain unchanged and in full force and
effect.
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IN WITNESS WHEREOF, each party caused this Amendment to be executed by its duly
authorized representative. Execution by the Contractor must:be by a person with authority to bind
the entity.
(SEAL) BOARD OF COUNTY COMMISSIONERS 0
Attest: Kevin Madok, Clerk OF MONROE COUNTY,FLORIDA CU
By: By:
Deputy Clerk Mayor
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Date
CONTRACTOR'S Witnesses Attest: CONTRACTOR: Ajax Building Company,
LLC
Contractor must provide two w' nesses
signatures Signature:
Signature: Print Name: William me
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Print Name: Mieha l A.Wilson Title: President
Date: Date: 0220
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and
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Signature: 4-jlanu) � C �!
Print Name: Karen Santiago
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Date: m -.
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Approved as to form and content:
Monroe County Attorney's Office
012/ 00
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�w Kevin Madok, CPA
Irk f the Circuit Court& Comptroller—Monroe County, Florida
Clerk a e C cu p ty,
DATE: June 3, 2020
TO: Breannc Erickson, Contract Administrator
Project Management 0
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FROM: Pamela G. Hanco C.
SUBJECT. May 20' BOCC Meeting U
Attaclied is an electronic copy of-the following item for your liandling: o
C9 I"Amendment to Agreement for Pre-Construction Services wiilh Ajax Building
Company, 1.1.0 for the Emergency Operations Center to remove certain contract provisions that o
are not required at the pre-construction stage.
Should you lhave any questions please feel free to contact me at (30.5) 292-3550.
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KEY WEST MARATHON PLANTATION KEY PKIROTH BUILDING
500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point goad
Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070
305-294-4641 305-289-6027 305-852-7145 305 Packet Pg. 206
C.8.b
FIRST AMENDMENT TO AGREEMENT BETWEEN
MONROE COUNTY AND
AJAX BUILDING COMPANY,LLC
FOR THE FL KEYS MARATHON AIRPORT NON-AERONAUTICAL USE BUILDING
(EOC)
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This First Amendment to the Agreement dated April 15,2020, is made and entered into this 201h
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day of May 2020,by and between Monroe County,a political subdivision of the State of Florida,
whose address is 1100 Simonton Street, Key West, FL 33040, its successors and assigns,
hereinafter referred to as "County", and Ajax Building Company, LLC, 109 Commerce
Boulevard, Oldsmar, FL 34677, its successors and assigns, hereinafter referred to as
"Contractor".
WHEREAS, the parties entered into an Agreement for the FL Keys Marathon Airport Non-
Aeronautical Use Building (EOC) Project ( Agreement") to perform all work ("Work") in
connection with the management during the pre-construction phase of the FL Keys Marathon
Airport Non-Aeronautical Use Building("Project"),located in Monroe County,Florida;and
WHEREAS, it has been determined that Payment and Performance bonds and Builder's Risk
Insurance are not required at the pre-construction stage;and
WHEREAS, the County desires to amend the Contractor's agreement to remove this
requirement retroactive to the effective date of the Agreement,April 15,2020.
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NOW THEREFORE, in consideration of the mutual promises contained herein, the parties
hereby agree as follows:
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1. Within Section 00750, General Conditions of Contract, the following Articles and
paragraphs are amended as follows: W'
a. Paragraph 2.2.7,part of paragraph 2.2,The Information and Services Required ofCU
the Owner, is amended to read as follows: "2.2.7 The foregoing arc in addition to
other duties and responsibilities of the Owner enumerated herein and especially
those in respect to Article b (Construction by Owner or by Other Construction
Managers),Article 9(Payments and Completion)and Article 1 I (Insurance)." 0
b. Within paragraph 5.4.1,Contingent Assignment of Subcontracts,section 5.4.1.2 is 0
removed in its entirety.
c. Within paragraph 9.3 Applications for Payment, the final sentence within
paragraph 9.3.3 is amended to read as follows: "Such persons must seek payment
from the Construction Manager."
d. Paragraph 9.10.2(7)C, Final Completion and Final Payment, is amended to read
as follows: "Warranties and guarantees."
e. The second sentence of paragraph 9.11.1, part of Payment of Subcontractors, is CU
amended to read as follows: "Unpaid subcontractors and materialmen may only
seek payment from the Construction Manager"
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C.8.b
f. Article 11.0, Insurance and Bonds. is amended as follows:
i. The heading of Article 11.0 is revised to read: "Insurance" rather than
"Insurance and Bonds."
ii. Paragraphs 11.2 (Builder's Risk Insurance), 11.3 (Public Construction
Bond) and 11.3.1 (stating that the Public Construction Bond must be
issued by an A Rated Surety Company)are removed in their entirety. 0
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2. All of the above changes are made retroactive to April 15. 2020,
3. All other terms and conditions of the Agreement remain unchanged and in full force and
effect. U
IN WITNESS WHEREOF, each party caused this Amendment to be executed by its duly o
vtlt6Fiz,ed representative. Execution by the Contractor must be by a person with authority to
bind the entity.
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(SEAR BOARD OF COUNTY COMMISSIONERS
'Attest: Kevili Madok,Clerk OF MONROE CO NTY, FLORIDA
By! By:
u.s Deputy Clerk ffiayo �-�r� CD
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CONTRACTOR'S Witnesses Attest: CONTRACTOR: Ajax Buildi �ompany 04
LLC �!
Contractor must provide two witnesses Ln I
signatures Signature:
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Signature: Print Name: Ll �YRnrE 1
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Print Name: Title: DIEN T U1
Date: - Date: 5
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Signature: �CLkjka Monroe County Attorney's Office
Approved as to form and content:
Print Name:
Digitally signed by
5 ZD�.L7 Cynthia Cynthia Hall
Date: Hall Date:2020.05.04
10:26:34-04'00'
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C.8.b
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Kevin Madak, CPA
Clerk of the Circuit Court&Comptroller Monroe County, Florida
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DATE: May 1, 2020
TO: Breanne Erickson, Contract Administrator
Project Management
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FROM: Pamela G. Hanc .C.
SUBJECT: April 15'BOCC Meeting 0
Attaclied is a duplicate original of die following item for your handling.
D 16 Agreement with Ajax Building Company, LLC to provide Construction Manager at
Risk Services for die Emergency Operations Center at die Marathon Airport in die amount of
$110,000.00 du-ough a Florida Department of Transportation Grant.'Ms agreement is for Pre- 0
Construction Phase Services.
Tbis duplicate original is being provided to you for use as backup for the amendment to 0
this contract. (May 20i6 BOCC meeting) that will remove die bond requirements. Once die Board
approves die amendment this contract will be uploaded to die Clerk's records and to MinuteTraq.
Sliould you have any questions please feel free to contact me at(305) 292-3550.
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KEY WEST MARATHON PLANTATION KEY PKIROTH BUILDING
500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road
Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation
305-294-4641 305-289-6027 305-852-7145 305- Packet Pg. 211
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FL Keys Marathon Airport Non-Aeronautical Use Building
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Agreement CU
Between Owner and Construction
Manager at Risk
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(Pre-construction Activities)
Where the basis of payment is a STIPULA TES SUM o
AGREEMENT Made as of this day of 2020
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BETWEEN the Owner: M Monroe County Board o County Commissioners
500 Whitehead Street
Key West, Florida 33040
And the Construction Manager: Ajax Building Company, LLC 0
109 Commerce Boulevard
Oldsmar, FL 34677
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Project: FL Keys Marathon Airport Non-Aeronautical Use Building
This Agreement("Agreement" or"Contract") is made and entered into by and between Monroe County,
Florida, a political subdivision of the State of Florida ("Owner"), A'ax Building Company, LLC, a
Florida Limited Liability Company ("Construction Manager"), to perform all work ("Work") in
connection with the management during the pre-construction phase of the FL Keys Marathon Airport Non-
Aeronautical Use Building ("Project"), located in Monroe County, Florida, with said Work being set forth in
the plans and specifications being prepared by the Architects Design Group, Inc./ADG, Inc., a Professional
Architectural Company of the State of Florida ("Design Professional"), and all other Contract Documents
hereinafter specified and having an estimated construction cost of TBD dollars("Construction Budget"). Ln
Owner and Construction Manager, for consideration herein set forth, agree as follows:
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ARTICLE 1
The Contract Documents 0
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1.1 The Contract Documents consist of this Agreement including any Exhibits or Attachments to this
Agreement, Conditions of the Contract (General, Supplementary and other Conditions), the r_
Request for Proposals (RFP) issued to secure the services of the Construction Manager, Addenda Y
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o the RFP issued prior to execution of this Agreement, together with the Construction Manager's 2
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response to RFP, all required insurance documentation, and any addenda, amendments, change I
orders, construction change directives, and field orders issued after execution of this Agreement. CU
The Contract Documents shall also include all plans or specifications for the Project("Construction i
Documents"), but only after said Construction Documents have been completed by Design U
Professional and approved in writing by Owner. All of the foregoing Contract Documents are
sometimes referred to herein as the"Contract."
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1.2 The Contract represents the entire and integrated agreement between the parties hereto and
supersedes prior negotiations, representations or agreements, either written or oral. In the event
of a discrepancy between the documents, precedence shall be determined by the order of the
documents as just listed.
AGREEMENT—PRE-CONSTRUCTION SERVICES Page 1 of 47
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FL Keys Marathon Airport Non-Aeronautical Use Building
1.3 A portion of the funding for this Project is coming from Florida Division of Emergency Management
Agreement No. 19-SP-10-11-54-01-237, Florida Division of Emergency Management Federally-
Funded Subaward and Grant Agreement H0206 for Project Number 4337-066-R, and the State of
Florida Department of Transportation Public Transportation Grant Agreement Contract No. G1009, CU
copies of which are attached to this Agreement ("Funding Agreements"). The Construction
Manager is required to comply with all terms and conditions in these Funding Agreements.
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ARTICLE 2
Scope of Services 0
2.1 Pre-Construction Phase Services. The Construction Manager shall review and comment on
Construction Documents being developed by Design Professional. The scope of that review shall
include, but not be limited to, reviewing those various documents for value engineering and o
constructability. As the Construction Documents are being developed by Design Professional
through the various design phases set forth in the Agreement for Professional Architectural and
Engineering Services for the FL Keys Marathon Airport Non-Aeronautical Use Building between
Design Professional and County("Design Agreement"), Construction Manager shall provide Owner
with detailed construction cost estimates with respect to those documents. Construction Manager
agrees to attend any and all design and preconstruction conferences and otherwise to assist and
cooperate with Design Professional with respect to design of the Project.
2.2 Construction Manager shall provide all other services during the Pre-Construction phase of the
Project as set forth in the Contract Documents.
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ARTICLE 3
Date of Commencement,Contract Time and Damages
3.1 The date of commencement is the date to be fixed in a Notice to Proceed issued by the Owner.
3.2 Time is of the essence in the performance of Work under this Contract. Construction Manager shall
commence the Pre-Construction Phase Services of the Work within five (5) calendar days after _
issuance of the Notice to Proceed, unless a later date is established in writing by the Owner. Any
work performed by the Construction Manager prior to execution of this Agreement shall be at the N
sole risk of the Construction Manager. No work performed prior to issuance of the Notice to Proceed Ld
shall be reimbursed.
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3.3 The Work to be performed under this Agreement, Pre-Construction Phase Services, is a precursor
to construction work that will be performed subsequently and that will be covered by a separate X
contract("Construction Phase Services"). Because the Work is to be completed in two phases, the
timely completion of the first phase is critical to the timely completion of the Construction Phase 2
Services. Accordingly, the Construction Manager agrees to provide the Pre-Construction Phase U
Services in accordance with the Master Project Schedule to be provided by the Owner.The Master
Project Schedule may be adjusted from time to time, but only in writing, and only with the
concurrence of the Construction Manager, Owner and Design Professional. Y
3.4 Owner and Construction Manager recognize that since time is of the essence,the Owner will suffer CL
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financial loss if the Work associated with this Agreement is not completed within the times specified
on the Project Schedule, as said time may be adjusted as provided for herein. The Project Team CU
acknowledges that the Design Professional has the predominant work product during the Pre- �1
Construction phase but that all the responsibilities are interdependent. In the event of a delay, each
party shall endeavor to mitigate any delay by resequencing work activities, overlapping activities,
providing partial bid packages to allow for phased work or other means in order to mitigate said o
delay, regardless of which team member may be responsible.
3.5 Construction Manager and Owner each reserve the right to seek consequential damages against
each other for delay caused without any fault on the part of the entity seeking damages. For
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purposes of this paragraph, the term"consequential damages"shall be defined to mean actual
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costs but shall not to include overhead and profit and shall be capped at$55,000 for each party.
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ARTICLE 4 CU
Contract Sum
4.1 For all Pre-Construction Phase Services, including but not limited to providing value engineering
services, reviewing Construction Documents for constructability, assisting and meeting with Design
Professional during the various design phases, and preparing cost estimates, the Owner shall pay
and Construction Manager shall receive the not-to-exceed amount of One Hundred Ten Thousand
dollars and no cents 4$110,000.001 as the total lump sum compensation for its services("Contract
Sum").The Contract Sum shall be all inclusive and no additional amount for reimbursable expenses
(including but not limited to, transportation, per diems, postage, photocopying, telephone) shall be
allowed. Monthly installment payment of the Contract Sum shall be based on the percent
completion of the designated portion of the Pre-Construction Services for each particular month and o
Owner's receipt of Construction Manager's written invoice for such payment.
4.2 As a condition precedent for any payment due under this Agreement, the Construction Manager
shall submit a proper invoice to the County requesting payment for services properly rendered and
reimbursable expenses due hereunder. Said invoice shall be submitted at least monthly, unless
the Owner specifies otherwise in writing. The Construction Manageras invoice shall describe with
reasonable particularity the service rendered. The Construction Manager's invoice shall be
accompanied by such documentation or data in support of expenses for which payment is sought
as the County may require. en
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ARTICLE 5
Pre-Construction Phase Services
Construction Manager shall provide the following review and commentary services in addition to any
other Pre-Construction Phase Services required by the terms of this Agreement:
5.1 Review, Recommendations and Warranty- Construction Manager shall familiarize itself thoroughly
with the evolving architectural, civil, mechanical, plumbing, electrical and structural plans and
specifications and shall follow the development of design from Schematic Pre-Construction Phase
through Construction Documents Phase (as those phases are defined in the Design Agreement Ci
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and as the timing of this agreement allows). Construction Manager shall make recommendations
with respect to the selection of systems and materials, and cost-reducing alternatives including
assistance to Design Professional and Owner in evaluating alternative comparisons versus long
term cost effects. The evaluation shall address the benefits of the speed of erection and early X
completion of the Work. Construction Manager shall furnish pertinent information as to the
availability of materials and labor that will be required. Construction Manager shall submit to Owner
and Design Professional such comments as may be appropriate concerning construction feasibility
and practicality. Construction Manager shall call to Owner's and Design Professional's attention 2
any defects in the design, drawings and specifications or other documents of which it is aware. As
questions arise or as more information is needed from the Designer or the Owner,the Construction 0
Manager shall track who is responsible for each item and record the status of each item at every
meeting. Construction Manager shall prepare estimates of the construction cost utilizing the unit CL
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quantity survey method in a format approved by the Owner. These estimates shall be performed
following each design phase, including Programming, Schematic Design; Design Development CU
60% Construction Documents; and 100% Construction Documents after which shall follow the
setting of the GMP.
5.1.1 Construction Budget: In performing the services listed in the paragraph above, the
Construction Manager shall.
(a) Define at the Programming Phase the construction budget range and system
assumptions to provide cost guidance across all divisions;
(b) Develop budget tracking categories, applicable to the scopes of work;
(c) Conduct a budget variance evaluation and produce a list of recommendations;and
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(d) Track and identify scope changes, review with team, and schedule critical decisions as
it relates to the budget. 0
5.2 Review Reports: Within ten business(10)days after receiving the documents produced by Design
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Professional, Construction Manager shall perform a specific review thereof, focused upon factors
of a nature encompassed in Paragraph 5.1 above and on factors set out in Paragraphs 5.3 and 5A
below. Within the same ten (10) day period, Construction Manager shall submit to Owner, with
copies to Design Professional, a written report covering suggestions or recommendations U
previously submitted, additional suggestions or recommendations as Construction Manager may
deem appropriate, and all actions taken by Design Professional with respect to same, any
0
comments Construction Manager may deem to be appropriate with respect to separating the Work
into separate subcontracts,alternative materials, and any other appropriate or required comments.
Ongoing constructab il ity reviews to include: Staging and Maintenance of Traffic, Cost Analysis and
evaluation for means and methods of systems being evaluated. Provide Monthly reports on the
Pre-Construction progress, include specific meetings with any Agencies, Owner, Design
Professional, Public meetings or any other related activities.Monthly report during Pre-Construction
shall be a one-page project summary recapping current status and progress of the project. At each
document deliverable phase,an estimate of probable costs shall be due within fifteen(15)business
days after receiving the documents produced by the Design Professional.
5.3 Guaranteed Maximum Price, Guaranteed Completion Date:As a deliverable under this Agreement,
the Construction Manager agrees to provide to the Owner a guaranteed maximum price (GMP)
with a detailed breakdown acceptable to the Owner. If and when the GMP is accepted by the Owner,
except only as to specific matters that may be recognized in a GMP Amendment approved by the
Owner, the Construction Manager shall be deemed to have warranted to the Owner, without
assuming any architectural or engineering responsibility, that the construction documents are 0
consistent with each other, practical, feasible, and constructible. Included in this GMP will be the
Construction Manager's general conditions and Construction Phase fee. At the same time, the
Construction Agreement small also provide a guaranteed completion date.
5.4 Long Lead Procurement: Construction Manager shall review the Project design for the purpose of
identifying long lead procurement items (machinery, equipment, materials and supplies) and
consult with Design Professional concerning same. When each item is identified, Construction
Manager shall notify prospective subcontractors, Owner and Design Professional of the required
procurement and schedule. Such information shall be included in the bid documents and made a
part of all affected subcontracts. Construction Manager shall keep itself informed of the progress Ci
of the respective subcontractors or suppliers manufacturing or fabricating such items, and revise
the Construction Schedule when required as a result of delays in delivery. Delays in delivery time I
for long lead procurement items will not entitle Construction Manager to a time extension for
completion of the Project. X
5.5 Scheduling of Pre-Construction Activities: Construction Manager shall provide a preliminary 0
construction schedule with monthly updates.
5Z Permits and notices: Construction Manager shall define essential milestone submission dates.This
Pre-Construction Design Phase includes obtaining all necessary permits, including but not limited 0
to building permits. Construction Manager is in charge of identifying all necessary permits, defining
milestone submission dates, and obtaining the permits.The permit status will be tracked and made CL
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available to all attendees and will accompany the meeting notes that will be distributed.
At the conclusion of Phase I of this Project (Pre-Construction), the Owner must submit 100% U'
completed designs, calculations, a full set of signed and sealed plans, and permits to FDEM and
FDOT for review. No construction activities will occur on this Project until agency approval.
5.7 Interfacing:
5.7.1 Construction Manager shall take such measures as are appropriate to provide that all
construction requirements will be covered in the separate procurement of long lead items,
the separate construction subcontractors and the general conditions items without
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duplication or overlap and are sequenced to maintain completion of all Work on schedule.
The Construction Manager will produce a Pre-Construction project schedule that includes
deliverables to the owner in conjunction with the Owner and the Designer. Owner Direct
Purchase Items, long lead items and potential early start items will be identified as well and CU
included in this schedule. The progress of this schedule will be tracked at every meeting
and statuses recorded and distributed with the meeting notes.
5.7.2 Without assuming any design responsibilities of Design Professional, Construction U
Manager shall include in the reports required under Paragraph 5.2 above, comments on
overlap with any other separate subcontracts, omissions, lack of correlation between o
drawings, and any other deficiencies noted, in order that Design Professional may arrange
for necessary corrections. Construction Manager shall provide all required Value
Engineering as may be required to provide cost guidance for the Owner.
5.8 Cost Modeling/Building Information Modeling (BIM): Construction Manager is responsible for
developing a BIM Execution plan in conjunction with Design Professional, clash detection and
Model coordination. If the Design Professional does not produce a model for use by the
Construction Manager or its Subcontractors,the clash detection and Model coordination will not be
required and the Owner shall be granted a credit in the amount of$3,500. The Owner may elect to
not have a Building Information Model provided pending final discussions. Clash detection shall be
provided by Construction Manager at 100%documents.
5.9 Meetings: Construction Manager shall attend all of the meetings specified in the RFP.
ARTICLE 6 0
Final Payment
6.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the
Owner to the Construction Manager when (1) the Contract has been fully performed by the
Construction Manager except for the Construction Manager's responsibility to correct
nonconforming Work as provided in 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. <i
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ARTICLE 7
Miscellaneous Provisions X
7.1 Payment shall be made according to the Florida Local Government Prompt Payment Act and I
Monroe County Code. 0
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T2 Monroe County's performance and obligation to pay under this contract is contingent upon an
annual appropriation by the Board of County Commissioners. In the event of termination, the
Construction Manager shall be paid for all eligible contract work completed, accepted and delivered 0
prior to the date a notice of suspension of funding was received by the County. Any cost incurred
after a notice of suspension or termination is received by the County may not be funded with funds CL
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provided under any of the Funding Agreements unless previously approved in writing by the State
of Florida. CU
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7.3 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 o
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 Construction Manager, supplier, subcontractors, or
consultants 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
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period of thirty-six(36) months from the date of being placed on the convicted vendor list.
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By signing this Agreement, Construction Manager represents that the execution of this Agreement
will not violate the Public Entity Crimes Act(Section 287.133, Florida Statutes). 0
Violation of terms of this contract shall result in termination of this Agreement and recovery of all
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monies paid hereto, suspension of the ability to bid on and perform County contracts and may result <
in debarment from County's competitive procurement activities.
In addition to the foregoing, Construction Manager further represents that there has been no
determination, based on an audit, that it or any subcontractors has committed an act defined by
Section 287.133, Florida Statutes, as a "public entity crime" and that it has not been formally
charged with committing an act defined as a"public entity crime"regardless of the amount of money o
involved or whether Construction Manager or subcontractors has been placed on the convicted
vendor list.
Construction Manager shall promptly notify the County if it or any subcontractor is formally charged
with an act defined as a"public entity crime" or has been placed on the convicted vendorlist o
T4 Miscellaneous.
a) Construction Manager shall maintain all books, records, and documents directly pertinent to
performance of any and all work under this Agreement in accordance with generally accepted
accounting principles consistently applied. Each party to this Agreement or their authorized
0
representatives shall have reasonable and timely access to such records of each other party
to this Agreement for public records and auditing 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 Construction Manager pursuant to this
Agreement were spent for purposes not authorized by this Agreement, the Construction
Manager shall repay the monies together with interest calculated pursuant to Sec. 55.83,
Florida Statutes, running from the date the monies were paid to Construction Manager.
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
Construction Manager agree that venue shall lie in the appropriate court or before the CD
appropriate administrative body in Monroe County, Florida. The Parties waive their rights to Ln
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trial by jury. The County and Construction Manager 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. The parties agree that both parties participated equally in the drafting of this
Agreement.
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c) Severability. If any term, covenant, condition or provision of this Agreement(or the application U
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 0
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 CL
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provisions of this Agreement would prevent the accomplishment of the original intent of this
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Agreement. The County and Construction Manager agree to reform the Agreement to replace 1
any stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision.
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d) Attorney's Fees and Costs. The County and Construction Manager 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.
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e) Binding Effect. The terms, covenants, conditions, and provisions of this Agreement shall bind
and inure to the benefit of the County and Construction Manager and their respective legal 0
representatives, successors, and assigns.
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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. Construction Manager and County agree that each shall be, o
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 Construction Manager agree that all o
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 orremedy
as may be provided by this Agreement or by Florida law. This Agreement is not subject to
arbitration.
i) Cooperation. In the event any administrative or legal proceeding is instituted against either 0
party relating to the formation, execution, performance, or breach of this Agreement, County �
and Construction Manager 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 Construction
Manager 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 <i
1964 (PL 88-352), which prohibit discrimination in employment on the basis of race, color, Ln
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 X
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, 2
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 0
Act of 1912, §§ 523 and 527 (42 USC §§ 690dd-3 and 290ee-3), as amended, relating to CL
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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 CU
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 14, Article VII, which prohibits discrimination on
the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender o
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 Construction Manager covenant that neither presently has
any interest, and shall not acquire any interest, which would conflict in any manner or degree
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with its performance under this Agreement, and that only interest of each is to perform and
receive benefits as recited in this Agreement.
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1) Code of Ethics. The parties understand and agree that officers and employees of the County CU
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; unauthorized
compensation; misuse of public position, conflicting employment or contractual relationship; U
and disclosure or use of certain information.
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m) No Solicitation/Payment. The County and Construction Manager 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 o
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 Construction Manager 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, ❑r
consideration.
n) Public Records Compliance. Construction Manager must comply with Florida public records 0
laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of article I of the
Constitution of Florida. The County and Construction Manager 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 Construction Manager 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 Construction Manager.
Failure of the Construction Manager 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. CD
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Pursuant to F.S. 119.0701 and the terms and conditions of this contract, the Construction Ln
Manager is required to:
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(1) Keep and maintain public records that would be required by the County to perform
the service. X
(2) Upon receipt from the County's custodian of records, provide the County with a copy 2
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.
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(3) Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law forCL
the duration of the contract term and following completion of the contract if the CU
Construction Manager 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 Construction Manager or keep and maintain public records that
would be required by the County to perform the service. If the Construction Manager o
transfers all public records to the County upon completion of the contract, the
Construction Manager shall destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements. If the
Construction Manager keeps and maintains public records upon completion of the
contract, the Construction Manager shall meet all applicable requirements for
retaining public records. All records stored electronically must be provided to the
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County, upon request from the County's custodian of records, in a format that is
compatible with the information technology systems of the County.
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(5) A request to inspect or copy public records relating to a County contract must be
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made directly to the County, but if the County does not possess the requested 'F
records, the County shall immediately notify the Construction Manager of the
request, and the Construction Manager must provide the records to the County or
allow the records to be inspected or copied within a reasonable time. U
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If the Construction Manager does not comply with the County's request for records,
the County shall enforce the public records contract provisions in accordance with o
the contract, notwithstanding the County's option and right to unilaterally cancel this
contract upon violation of this provision by the Construction Manager. A Construction
Manager 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 0
Section 119.10, Florida Statutes.
The Construction Manager 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 CONSTRUCTION MANAGER HAS QUESTIONS
REGARDING THE APPLICATION OF CHAPTER 119,
FLORIDA STATUTES, TO THE CONSTRUCTION
MANAGER'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 a*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 Ci
participation of the Construction Manager and the County in this Agreement and the acquisitionLn
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 X
provision for waiver.
p) Privileges and immunities. All of the privileges and immunities from liability, exemptions from 0
laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and U
other benefits which apply to the activity of officers, agents, or employees of any public agents 2
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 0
performance of such functions and duties of such officers, agents, volunteers, or employees
outside the territorial limits of the County. CL
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q) Legal Obligations and Responsibilities: Non-Delegation of Constitutional or Statutory Duties. CrJ
This Agreement is not intended to, nor shall it be construed as, relieving any participating entity �1
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 o
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.
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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
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entitlement to or benefit of any service or program contemplated hereunder, and the County
and the Construction Manager agree that neither the County nor the Construction Manager or 0
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 CU
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. Construction Manager 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. r_
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 o
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, Construction Manager shall defend, indemnify and
hold the COUNTY and the COUNTY's elected and appointed officers and employees harmless en
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 0
(including death loss, damage, fine, penalty or business interruption, and m an costs or
[� 9 ), 9 P tY p [��) Y
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 Construction Manager
or any of its employees, agents, Construction Managers or other invitees during the term of
this Agreement, (8)the negligence or recklessness, intentional wrongful misconduct, errorsor
other wrongful act or omission of Construction Manager or any of its employees, agents, sub-
Construction Managers or other invitees, or (C) Construction Manager'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 <i
intentional or sole negligent acts or omissions of the COUNTY or any of its employees, agents, Ln
Construction Managers or invitees(other than Construction Manager).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 X
expenses relate to events or circumstances that occur during the term of this Agreement, this
0
section will survive the expiration of the term of this Agreement or any earlier termination of this U
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 Construction Manager's failure to purchase or maintain the Y
required insurance, the Construction Manager shall indemnify the County from any and all 2
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increased expenses resulting from such delay. Should any claims be asserted against the I
County by virtue of any deficiency or ambiguity in the plans and specifications provided bythe CU
Construction Manager, the Construction Manager agrees and warrants that the Construction
Manager shall hold the County harmless and shall indemnify it from all losses occurring thereby U
and shall further defend any claim or action on the County's behalf.
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The first ten dollars ($10.00) of remuneration paid to the Construction Manager is for the
indemnification provided for the above.
Also:
To the fullest extent permitted by law, the County's contractor/consultant shall indemnify and
hold harmless the County and the State of Florida Department of Transportation, including the
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Department's officers and employees, from liabilities, damages, losses and costs, including,
but not limited to, reasonable attorneys' fees, to the extent caused by the negligence,
recklessness, or intentional wrongful misconduct of the contractoriconsultant and persons
employed or utilized by the contractor/consultant in the performance of this Agreement. CU
This indemnification shall survive the termination of this Agreement. Nothing contained in this
paragraph is intended to nor shall it constitute a waiver of the State of Florida and the Agency's
sovereign immunity.
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 0
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 0
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 Construction Manager agree to ensure that DBE's have
the opportunity to participate in the performance of the Agreement. In this regard, all recipients
and Construction Managers 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 Construction Manager 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.
y) Agreements with Subcontractors. In the event that the Construction Manager subcontracts any
or all of the work in this project to any third party, the Construction Manager specifically agrees
to identify the County as an additional insured on all insurance policies required by the County.
In addition, the Construction Manager 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.
T5 Any written notices or correspondence given pursuant to this contract shall be sent by United Ci
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States Mail, certified, return receipt requested, or by courier with proof of delivery. Notice shall be Ln
sent to the following persons:
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For Construction Manager: Ajax Building Company, LLC
William P. Byrne, Principal-in-Charge
109 Commerce Boulevard
Oldsmar, FL 34677 2
813-792-3900 ur
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For Owner: Director of Project Management Assistant County Administrator, PW& E CL
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1100 Simonton St., Room 2-216 1100 Simonton St.
Key West, Florida 33040 Key West, Florida 33040
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7.6 Federal clauses. Recognizing that a portion of the funding for this Project comes from one or
more federal awards as that term is defined in 2 C.F.R. § 200.38, the following provisions from 2 C.F.R. 0
part 200 apply to this Agreement:
a) SMALL AND MINORITY BUSINESSES, WOMEN'S BUSINESS ENTERPRISES, AND
LABOR SURPLUS AREA FIRMS. The County strongly encourages the use of women-,
minority-and veteran-owned business enterprises(SBEs)and wishes to see a goal of 5°I°of
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the contract or subcontracts awarded pursuant to this RFP go to SBEs. Construction
Manager shall provide good faith effort and associated documentation. Construction 0
Managers may search for Florida registered SBEs at:_
http:ICU
lwww.dms.myflohda.comlagency administrationloffice of supplier_diversity osd
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Any proposal submitted in which the vendor is certified as an SBE, or in which the vendor
proposes to use subcontractors that are certified as SBEs, must submit proof of the
registration or certification from a federal, state or local authority in ❑rder to receive credit for U
the use of the SBE.
b) Audit of records. Construction Manager shall grant to the County, Florida Division of o
Emergency Management(FDEM), Federal Emergency Management Agency (FEMA),Florida
Department of Transportation, the Federal Government, and any other duly authorized
agencies of the State or Federal Government or the County where appropriate the right to
inspect and review all books and records directly pertaining to the Contract resulting from this
RFP for a period of five(5) years after final grant close-out by FEMA or DEM, or as required
by applicable County, State and Federal law. Records shall be made available during normal
working hours for this purpose.
In the event that FEMA. ❑EM, or any other Federal or State agency, or the County, issues
findings or rulings that the amounts charged by the Construction Manager, or any portions
thereof, were ineligible or were non-allowable under federal of state Law or regulation,
Construction Manager may appeal any such finding or ruling. If such appeal is unsuccessful,
the Construction Manager shall agree that the amounts paid to the Construction Manager en
shall be adjusted accordingly, and that the Construction Manager shall, within 30 days
thereafter, issue a remittance to the County of any payments declared to be ineligible or non- 0
allowable.
Construction Manager shall comply with federal and/or state laws authorizing an audit of
Construction Manager's operation as a whole, or of specific Project activities.
c) Federal Nondiscrimination Clauses. During the performance of this Agreement, the
Construction Manager agrees as follows:
(1) The Construction Manager will not discriminate against any employee or applicant for <i
employment because of race, color, religion, sex, sexual orientation, gender identity, or Ln
national origin. The Construction Manager will take affirmative action to ensure that
applicants are employed, and that employees are treated during employment, without
regard to their race, color, religion, sex, sexual orientation, gender identity, or national X
origin. Such action shall include, but not be limited to the following: Employment,
upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeship. The Construction Manager agrees to post in conspicuous places, 2
available to employees and applicants for employment, notices to be provided by the
contracting officer setting forth the provisions of this nondiscrimination clause. 0
(2) The Construction Manager will, in all solicitations or advertisements for employees placed
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by or on behalf of the Construction Manager, state that all qualified applicants will receive
consideration for employment without regard to race,color, religion, sex,sexual orientation,
gender identity, or national origin. i
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(3) The Construction Manager will not discharge or in any other manner discriminate against
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any employee or applicant for employment because such employee or applicant has
inquired about, discussed, or disclosed the compensation of the employee or applicant or
another employee or applicant. This provision shall not apply to instances in which an
employee who has access to the compensation information of other employees or
applicants as a part of such employee's essential job functions discloses the compensation CU
of such other employees or applicants to individuals who do not otherwise have access to
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such information, unless such disclosure is in response to a formal complaint or charge, in
furtherance of an investigation, proceeding, hearing, or action, including an investigation
conducted by the employer, or is consistent with the Construction Manager's legal duty to
furnish information. CU
(4) The Construction Manager will send to each labor union or representative of workers with
which it has a collective bargaining agreement or other contract or understanding, a notice
to be provided by the agency contracting officer, advising the labor union or workers'
representative of the Construction Manager's commitments under section 202 of Executive
Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous
places available to employees and applicants for employment. o
(5) The Construction Manager will comply with all provisions of Executive Order 11246 of
September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of
Labor. o
(6) The Construction Manager will furnish all information and reports required by Executive
Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the
Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and
accounts by the contracting agency and the Secretary of Labor for purposes of
investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the Construction Manager's non-compliance with the nondiscrimination
clauses of this contract or with any of such rules, regulations, or orders, this contract may
be canceled, terminated or suspended in whole or in part and the Construction Manager en
may be declared ineligible for further Government contracts in accordance with procedures
authorized in Executive Order 11246 of September 24, 1965, and such other sanctions 0
may be imposed and remedies invoked as provided in Executive Order 11246 of
September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as
otherwise provided by law.
(8) The Contractor will include the portion of the sentence immediately preceding paragraph
(1)and the provisions of paragraphs(1)through (7)in every subcontract or purchase order
unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant
to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions
will be binding upon each subcontractor or vendor. The Contractor will take such action CD
with respect to any subcontract or purchase order as the administering agency may direct Ci
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as a means of enforcing such provisions, including sanctions for non-compliance; provided,
however,that in the event a contractor becomes involved in, or is threatened with, litigation I
with a subcontractor or vendor as a result of such direction by the administering agency
the contractor may request the United States to enter into such litigation to protect the X
interests of the United States.
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d) Construction Manager agrees to comply with all applicable standards,orders or regulations
issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water
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Pollution Control Act as amended (33 U.S.C. 1251-1387) and will reports violations to r_
FEMA and the Regional Office of the Environmental Protection Agency(EPA). Y
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e) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the CL
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definition of"funding agreement"under 37 CFR§401.2(a)and the recipient or subrecipient
wishes to enter into a contract with a small business firm or nonprofit organization regarding -�
the substitution of parties, assignment or performance of experimental, developmental, or
research work under that"funding agreement," the recipient or subrecipient must comply
with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit
Organizations and Small Business Firms Under Government Grants, Contracts and o
Cooperative Agreements," and any implementing regulations issued by the awarding
agency.
f) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33
U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of
$150,000 must comply with all applicable standards,orders or regulations issued pursuant
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to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act
as amended (33 U.S.C. 1251-1387}. Violations must be reported to the Federal awarding
agency and the Regional Office of the Environmental Protection Agency(EPA).
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g) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see <
2 CFR 180.220) must not be made to parties listed on the governmentwide exclusions in
the System for Award Management (SAM), in accordance with the OMB guidelines at 2
CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and U
12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions
contains the names of parties debarred, suspended, or otherwise excluded by agencies,
as well as parties declared ineligible under statutory or regulatory authority other than
Executive Order 12549.
h) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Construction Managers that apply or
bid for an award exceeding $100,000 must file the required certification. Each tier certifies 0
to the tier above that it will not and has not used Federal appropriated funds to pay any
person or organization for influencing or attempting to influence an officer or employee of
any agency, a member of Congress, officer or employee of Congress, or an employee of
a member of Congress in connection with obtaining any Federal contract, grant or any
other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with
non-Federal funds that takes place in connection with obtaining any Federal award. Such
disclosures are forwarded from tier to tier up to the non-Federal award.
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i) Procurement of recovered materials as set forth in 2 CFR§200.322.
D Americans with Disabilities Act of 1990 (ADA) — The CONSTRUCTION MANAGER will
comply with all the requirements as imposed by the ADA, the regulations of the Federal
government issued thereunder, and the assurance by the CONSTRUCTION MANAGER
pursuant thereto.
k) The Construction Manager shall utilize the U.S. Department of Homeland Security's E-
Verify system to verify the employment eligibility of all new employees hired by the
Construction Manager during the term of the Contract and shall expressly require any
subcontractors performing work or providing services pursuant to the Contract to likewise
utilize the U.S. Department of Homeland Security's E-Verify system to verify the
employment eligibility of all new employees hired by the subcontractors during the Contract
term. Ci
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1) No Obligation by Federal Government. The federal government is not a party to this
contract and is not subject to any obligations or liabilities to the non-Federal entity,
Construction Manager, or any other party pertaining to any matter resulting from the X
contract.
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m) Program Fraud and False or Fraudulent Statements or Related Acts. The Construction U
Manager acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False
Claims and Statements) applies to the Construction Manager's actions pertaining to this
contract. o
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n) Owner understands and acknowledges that the Owner is not a contracting agency as
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defined in 41 C.F.R. §§60-1.3,60-300.2, and 60-741.2,and therefore the Contractor is not I
required to abide by the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and 60-
741.5(a)..
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ARTICLE 8
Termination or Suspension
8.1 The Contract may be terminated by the Owner or Contract as provided in Paragraphs 1.18, 1.19
or 1.20 of the RFP or Article 14 of the General Conditions.
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This Agreement is entered into as of the day and year first written above and is executed in at least two(2)
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original copies of which one(1) is to be delivered to the Construction Manager-
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(SEAL) OWNER:
Attest: Kevin Madok, Clerk BOARD OF COUNTY COMMISSIONERS OF -.
MONROE COUNTY, FLORIDA
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By: By:
Deputy Clerk Mayor
Date:
Witnesses: CONSTRUCTION MANAGER AT RISK: o
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AJAX BUILDING COMPANY, LLC
By: By:
Print N me: x1 Print Na illiam . B ne o
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Date: �(�3�ao Title: President
Date: April 3, 2020
By&M�&
Print Name: GoaV�. o 4v.cike l)
Date:
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original copies of which one(1) is to be delivered to the Construction Manager.
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tSEAL} OWNER:
Attest: Kevin Mad* Clerk BOARD OF COUNTY COMMISSIONERS OF _
MONROE COUNTY, FLORIDA
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By:
Deputy Clerk Maynr
Date:
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Witnesses: CONSTRUCTION MANAGER AT RISK:
AJAX BUILDING COMPANY, LLC
By: By: 0
Print N me: �� Print Na Iliam . B ne
Date: (415 0 Title: President
Date: April 3, 2020
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ey: 4 L�,
Print Name: Sovv6 a. 4v►c,S
Date: �v APPROVED AS TO FORM AND CONTENT:
Monroe County Attorney's Office
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APPROVED AS TO FORM AND CONTENT: p.
Monroe County Attorney's Office r-D r
Digitally signed by U
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Cynthia )Cynthia Hall
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Hall �2020.04.27 �, C
13:26:06-04'00' y Qom'+ a
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Section 00750 0
General Conditions of the Contract for Construction -.
Where Project Management is Not a Constructor
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Table of Articles
1. General Provisions
2. Owner 0
3. Construction Manager
4. Administration of the Contract
5. Subcontractors
6. Construction by Owner or By Other Construction Managers
7. Changes in the Work
8. Time
9. Payments and Completion
% Protection of Persons and Property
11. Insurance and Bonds _
12. Uncovering and Correction of Work
13. Miscellaneous Provisions 0
14. Termination or Suspension of the Contract
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SECTION 00750
GENERAL CONDITIONS OF THE CONTRACT 0
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1.0 GENERAL PROVISIONS CU
1.1 Basic Definitions
1.1.1 The Contract Documents: The Contract Documents consist of the Agreement between Owner and
Construction Manager, Conditions of the Contract (General, Supplementary and other Conditions),
Drawings, Specifications, addenda issued prior to execution of the Contract, Owners proposal o
documents, other documents listed in the Agreement and Modifications issued after execution of the
Contract, and the Construction Manager's proposal and supporting documentation. A Modification is
(1)a written amendmentto 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. o
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 Construction
Manager, (2) between Project Management and Construction Manager, (3) between the Architect and
Project Management, (4) between the Owner and a Subcontractor or (5) between any persons or 0
entities other than the Owner and Construction Manager. 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.
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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 Construction Manager to fulfill the Construction Manager'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 Construction
Managers and by the Owner's own forces including persons or entities under separate contracts not
administered by Project Management.
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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. X
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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 U
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 0
include the proposal requirements, sample forms, Conditions of the Contract and Specifications.
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1.2 Execution,Correlation and Intent
1.2.1 Execution of the Contract by the Construction Manager is a representation that the Construction
Manager 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.
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1.2.2 The intent of the Contract Documents is to include all items necessary for the proper execution and
completion of the Work by the Construction Manager. The Contract Documents are complementary,
and what is required by one shall be as binding as if required by all; performance by the Construction
Manager 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.
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1.2.3 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings 0
shall not control the Construction Manager in dividing the Work among subcontractors or in
establishing the extent of Work to be performed by any trade. CU
1.2.4 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.
1.2.5 Where on any of the drawings a portion of the Work is drawn out and the remainder is indicated in o
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
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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 Construction Manager is described.
The Construction Manager may retain one contract record set. Neither the Construction Manager nor
any subcontractor, 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
Construction Manager'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 0
by the Architect, and copies thereof furnished to the Construction Manager, are for use solely with
respect to the Project. They are not to be used by the Construction Manager or any subcontractor,
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 Construction Manager 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 C i
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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 X
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1.4.1 Terms capitalized in these General Conditions include those which are(1)specifically defined, (2)the 0
titles of numbered articles and identified references to Paragraphs, Subparagraphs and Clauses in the U
document or(3)the titles of other documents published by the American Institute of Architects.
1.5 Interpretation o
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1.5.1 In the interest of brevity the Contract Documents frequently omit modifying words such as "all" and CL
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"any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one
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statement and appears in another is not intended to affect the interpretation of either statement.
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2.0 OWNER
2.1 Definition o
2.1.1 The Owner is Monroe County. The term "Owner" means the Owner or the Owner's authorized
representative.
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2.2 Information and Services Required of the Owner
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2.2.2 The Owner shall furnish initial site surveys describing physical characteristics, legal limitations and 0
utility locations for the site of the Project, and a legal description of the site.
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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
Construction Manager under the Contract Documents. It is the Construction Manager's responsibility
to secure and pay for the building permit(s)for the project.
2.2A 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 Construction Manager will be furnished two 0
(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 Construction Manager 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 0
especially those in respect to Article 6 (Construction by Owner or by Other Construction Managers),
Article 9(Payments and Completion) and Article 11 (Insurance and Bonds).
2.3 Owner's Right to Stop the Work o
2.3.1 If the Construction Manager 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 Construction Manager 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 Construction Manager or any other person or entity.
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2.4 Owner's Right to Carry Out the Work
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2A.1 If the Construction Manager 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 X
commence and continue correction of such default or neglect with diligence and promptness, the i
Owner may after such three-day period give the Construction Manager a second written notice to 0
correct such deficiencies within a three-day period. If the Construction Manager within such second U
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 0
or thereafter due the Construction Manager the cost of correcting such deficiencies, including
compensation for another Construction Manager or subcontractor, Project Management's and CL
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 Construction Manager are not
sufficient to cover such amounts, the Construction Manager shall pay the difference to the Owner. In U�
the event of clean-up issues, Owner has right to provide a minimum of twenty-four(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 Construction Manager is required to rectify any deficiency o
immediately.
3.0 CONSTRUCTION MANAGER
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3.1 Definition
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3A A The Construction Manager is the person or entity identified as such in the Agreement and is referred 0
to throughout this Agreement as if singular in number. The term "Construction Manager" means the
Construction Manager or the Construction Manager's authorized representative. CU
3.1.2 The plural term "Construction Managers" 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 Construction Manager o
3.2.1 The Construction Manager 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 o
Construction Manager 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 Construction
Manager recognized such error, inconsistency or omission and knowingly failed to report it to Project
Management and Architect. If the Construction Manager 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 Construction Manager shall assume appropriate
responsibility for such performance and shall bear an appropriate amount of the attributable costs for 0
correction. U
3.2.2 The Construction Manager shall take field measurements and verify field conditions and shall carefully
compare such field measurements and conditions and other information known to the Construction o
Manager 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 Construction Manager 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 Construction Manager shall supervise and direct the Work, using the Construction Manager's best Ci
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skill and attention. The Construction Manager shall be solely responsible for and have control over
construction means, methods,techniques,sequences and procedures and for coordinating all portions
of the Work under this Contract, subject to overall coordination of Project Management as provided in
Subparagraphs 4.6.3 and 4.6.5. x
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3.3.2 The Construction Manager shall be responsible to the Owner for acts and omissions of the
Construction Manager's employees, subcontractors and their agents and employees, and other U
persons performing portions of the Work under a contract with the Construction Manager.
3.3.3 The Construction Manager shall not be relieved of obligations to perform the Work in accordance with o
U
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 CL
Construction Manager.
3.3.4 The Construction Manager shall inspect portions of the Project related to the Construction Manager's U�
Work in order to determine that such portions are in proper condition to receive subsequent work.
3.3.5 The Construction Manager shall verify that the Construction Documents being worked with are the o
most recent and updated available, including all Addenda information.Also,the Construction Manager
will perform the work strictly in accordance with this contract.
3.4 Labor and Materials U
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3.4.1 Unless otherwise provided in the Contract Documents, the Construction Manager shall provide and
pay for labor, materials,equipment,tools, construction equipment and machinery, water, heat, utilities, 0
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 CU
Work.
3.4.2 The Construction Manager shall enforce strict discipline and good order among the Construction
Manager's employees and other persons carrying out the Contract. The Construction Manager shall
not permit employment of unfit persons or persons not skilled in tasks assigned to them.
0
3.4.3 The Construction Manager 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 Construction
Manager's employee is determined to be detrimental to the Project, as deemed by Project 0
Management, the Construction Manager 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 Construction Manager's expense.
3.4.4 The Construction Manager shall be totally responsible for the security of his work, materials,
equipment, supplies, tools, machinery, and construction equipment.
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3.4.5 The Construction Manager shall be responsible for complete, timely and accurate field measurements
as necessary for proper coordination, fabrication and installation of his materials and equipment. The
Construction Manager 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 0
the Work is not adversely affected.
3.5 Warranty
3.5.1 The Construction Manager 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 property approved and Ci
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authorized, may be considered defective. The Construction Manager's warranty excludes remedy for
damage or defect caused by abuse, modifications not executed by the Construction Manager,
improper or insufficient maintenance, improper operation, or normal wear and tear under normal
usage. If required by Project Management, the Construction Manager shall furnish satisfactory X
evidence as to the kind and quality of materials and equipment-
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3.6 Taxes
2
3.6.1 The Construction Manager shall pay sales, consumer, use and similar taxes for the Work or portions
thereof provided by the Construction Manager which are legally enacted when bids are received or 0
negotiations concluded,whether or not yet effective or merely scheduled to go into effect.
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3.7 Permits, Fees and Notices
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33A The Construction Manager shall secure and pay for all permits, impact fees, governmental fees, 1
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 Workwhich
are customarily secured after execution of the Contract and which are legally required at the time bids 0
are received. The Construction Manager will be responsible for all building permit costs or impact fees
required for this project. The Construction Manager shall secure and pay for all building and specialty
permits including plumbing, electrical, HVAC, etc.
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3.7.2 The Construction Manager shall comply with and give notices required by laws, ordinances, rules,
regulations and lawful orders of public authorities bearing on performance of the Work. 0
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3.7.3 It is not the Construction Manager's responsibility to ascertain that the Contract Documents are in CU
accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations.
However, if the Construction Manager observes that portions of the Contract Documents are at
variance therewith,the Construction Manager shall promptly notify Project Management,Architect and
Owner in writing, and necessary changes shall be accomplished by appropriate Modification.
3.7.4 If the Construction Manager performs Work knowing it to be contrary to laws, statutes, ordinances, o
building codes, and rules and regulations without such notice to Project Management, Architect and
Owner, the Construction Manager shall assume full responsibility for such Work and shall bear the
attributable costs.
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3.9 Superintendent
3.9.1 The Construction Manager 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 Construction Manager, and communications given to the superintendent shall be as
binding as if given to the Construction Manager. Important communications shall be confirmed in
writing. Other communications shall be similarly confirmed on written request in each case. The 0
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
Construction Manager or ceases to be in his employ.
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3.10 Construction Manager's Construction Schedule
3.10.1 The Construction Manager, promptly after being awarded the Contract, shall prepare and submit for
the Owner's and Architect's information and Project Management's approval a Construction Manager'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 Award, shall indicate the dates for Ci
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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 Construction Manager shall cooperate with Project Management in scheduling and performing X
the Construction Manager's Work to avoid conflict, delay in or interference with the Work of other i
Construction Managers or the construction or operations of the Owner's own forces. o
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3.10.3 The Construction Manager shall conform to the most recent schedules.
3.10.4 Project Management will schedule and conduct a project meeting at a minimum of one(1) meeting per 0
month in each month which the Construction Manager shall attend. At this meeting, the parties can
discuss jointly such matters as progress, scheduling, and problems. CL
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3.11 Documents and Samples at the Site
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3.11.1 The Construction Manager shall maintain at the site for the Owner one(1)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, o
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.
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3.12 Shop Drawings, Product Data and Samples
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3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by 0
the Construction Manager or a subcontractor, manufacturer, supplier or distributor to illustrate some
portion of the Work. CU
3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures,
diagrams and other information furnished by the Construction Manager 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 o
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 0
required the way the Construction Manager 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 Construction Manager 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 Construction Manager shall
cooperate with Project Management in the coordination of the Construction Manager's Shop Drawings,
Product Data, Samples and similar submittals with related documents submitted by other Construction
Managers. Submittals made by the Construction Manager which are not required by the Contract
Documents may be returned without action.
3.12.6 The Construction Manager 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.
3.12.7 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the
Construction Manager represents that the Construction Manager has determined and verified
materials, field measurements and field construction criteria related thereto, or will d❑ so, and has
checked and coordinated the information contained within such submittals with the requirements of Ci
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the Work and of the Contract Documents.
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3.12.8 The Construction Manager shall not be relieved of responsibility for deviations from requirements of
the Contract Documents by Project Management approval of Shop Drawings, Product Data, Samples X
or similar submittals unless the Construction Manager has specifically informed Project Management
and Architect in writing of such deviation at the time of submittal and Project Management have given 0
written approval to the specific deviation. The Construction Manager shall not be relieved of U
responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals
by Project Management's approval thereof.
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3.12.9 The Construction Manager 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 CL
Management and Architect on previous submittals.
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3.12.10 Informational submittals upon which Project Management are not expected to take 1
responsive action may be so identified in the Contract Documents.
3.12.11 When professional certification of performance criteria of materials, systems or o
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
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market,the Construction Manager may submit data on substitute materials to Project Management for
approval by the Owner. 0
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3.13 Use of Site CU
3.13A The Construction Manager 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 Construction Manager shall coordinate the Construction Manager's operations with, and secure o
the approval of, Project Management before using any portion of the site.
3.14 Cutting and Patching
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3.14.1 The Construction Manager 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 Construction Manager 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 Construction Managers by cutting,
patching, excavating or otherwise altering such construction. The Construction Manager shall not cut 0
or otherwise alter such construction by other Construction Managers or by the Owner's own forces
except with written consent of Project Management, Owner and such other Construction Managers:
such consent shall not be unreasonably withheld. The Construction Manager shall not unreasonably
withhold from the other Construction Managers or the Owner the Construction Manager'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 Construction Manager shall not unreasonably
withhold from Project Management or any separate Construction Manager his/her consent to cutting
or otherwise altering the Work.
3.14.3 The Construction Manager shall arrange for any blockouts, cutouts, or openings required for the
installation of his/her materials and equipment and the execution of his/her work,whether or not shown
or indicated on the Drawings. The Construction Manager shall be further responsible for sealing and/or
finishing, in an acceptable fashion and meeting any applicable code requirements, and such block- C"
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out, cutout opening, or other hole in any fire-related floor, ceiling, wall, security wall, or any other
finished surface.
3.15 Cleaning Up X
3.15.1 The Construction Manager 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 U
Construction Manager shall remove from and about the project waste materials rubbish, the
Construction Manager's tools, construction equipment, machinery and surplus materials. Clean up
shall be performed to the satisfaction of the Owner or Project Management. 0
3.15.2 If the Construction Manager fails to clean up as provided in the Contract Documents, Project CL
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Management may do so with the Owner's approval and the cost thereof shall be charged to the
Construction Manager. -�
3.16 Access to Work
3.16.1 The Construction Manager shall provide the Owner, Project Management and Architect access to the o
Work in preparation and progress wherever located.
3.17 Royalties and Patents
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3.17.1 The Construction Manager shall pay all royalties and license fees. The Construction Manager shall
defend suits or claims for infringement of patent rights and shall hold the Owner, Project Management 0
and Architect harmless from foss 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 Construction Manager has reason to believe that
the required design, process or product is an infringement of a patent, the Construction Manager shall
be responsible for such loss unless such information is promptly furnished to the Architect and Project
Management.
3.18 Indemnification and Hold Harmless o
3.18A Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement,
Construction Manager 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 0
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 Construction Manager or any
of its employees, agents, Construction Managers 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 Construction Manager or any of its employees, agents, sub-Construction Managers or 0
other invitees, or (C) Construction Manager'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, Construction Managers or invitees(other
than Construction Manager), 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 Construction Manager'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. Ci
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Should any claims be asserted against the County by virtue of any deficiency or ambiguity in the plans
and specifications provided by the Construction Manager, the Construction Manager agrees and
warrants that the Construction Manager shall hold the County harmless and shall indemnify it fromall
losses occurring thereby and shall further defend any claim or action on the County'sbehalf. X
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The first ten dollars ($10.00) of remuneration paid to the Construction Manager is for the
indemnification provided for the above. U
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4.0 ADMINISTRATION OF THE CONTACT
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4.1 Arch itectfEngineer
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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 o
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.
CU
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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 0
Owner, Project Management,Architect and Construction Manager. Consent shall not be unreasonably
withheld. CU
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.
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4.5 Not Used
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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 o
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 0
accordance with the requirements of the Contract Documents, will keep the Owner informed of the
progress of the Work, and will endeavor to guard the Owner against defects and deficiencies in the
Work.
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4.6.3 Project Management will provide for coordination of the activities of other Construction Managers and
of the Owner's own forces with the Work of the Construction Manager, who shall cooperate with them.
The Construction Manager shall participate with other Construction Managers and Project
Management and Owner in reviewing their construction schedules when directed to do so. The
Construction Manager 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 Construction Manager,other Construction Managers, Project Management and the Owner
until subsequently revised.
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4.6.4 Not used.
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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 X
the Work is being performed in a manner indicating that the Work, when completed, will be in i
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 U
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.
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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 CL
connection with the Work,since these are solely the Construction Manager's responsibility as provided
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in Paragraph 3.3, and neither will be responsible for the Construction Managers 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 Construction
Manager, subcontractors, or their agents or employees, or of any other persons performing portions
of the Work. o
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
Construction Manager shall communicate through Project Management, and shall contemporaneously
provide the same communications to the Architect. Communications by and with the Architect's
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consultants shall be through the Architect. Communications by and with subcontractors and material
suppliers shall be through the Construction Manager. Communications by and with other Construction 0
Managers shall be through Project Management and shall be contemporaneously provided to the
Architect. CU
4.6.8 Project Management will review and certify all Applications for Payment by the Construction Manager,
including final payment. Project Management will assemble each of the Construction Manager's
Applications for Payment with similar Applications from other Construction Managers into a Project
Application for Payment. After reviewing and certifying the amounts due the Construction Managers,
the Project Application for Payment, along with the applicable Construction Managers'Applications for
Payment, will be processed by Project Management.
4.6.9 Based on Project Management's observations and evaluations of Construction Managers'Applications
for Payment, Project Management will certify the amounts due the Construction Managers and will o
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 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
4.6.17 through 4.6.19 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 4.6.16 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 Construction Manager,
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 Construction Manager and review and approve all Shop
Drawings, Product Data and Samples, coordinate them with information received from other Ci
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Construction Managers, 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 Construction
Manager or in the activities of other Construction Managers or the Owner.
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4.6.12 Project Management will review and approve or take other appropriate action upon the Construction i
Manager's submittals such as Shop Drawings, Product Data and Samples, but only for the limited o
purpose of checking for conformance with information given and the design concept expressed in the U
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 Construction Manager
or in the activities of the other Construction Managers, the Owner, or Project Management, while 0
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 CL
quantities, or for substantiating instructions for installation or performance of equipment or systems,
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all of which remain the responsibility of the Construction Manager as Construction Manager as
required by the Contract Documents. Project Management review of the Construction Manager's
submittals shall not relieve the Construction Manager 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, o
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.
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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 0
minor changes in the Work as provided in Paragraph 7.3.
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4.6.15 The Construction Manager 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 Construction Manager. Project Management will review and approve a final Project Application for
Payment upon compliance with the requirements of the Contract Documents.
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4.6.16 Project Management will provide one (1) or more project representatives to assist in carrying out
his/her responsibilities at the site.The duties, responsibilities and limitations of authority of such project
representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents.
0
4.6.17 Project Management will interpret and decide matters concerning performance under and
requirements of the Contract Documents on written request of the Owner or Construction Manager.
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. 0
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4.6.18 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 Construction Manager, will not show partiality to either and will not
be liable for results of interpretations or decisions so rendered in good faith.
4.6.19 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, Ci
adjustment or interpretation of Contract terms, payment of money,extension of time or other relief with L'
respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in
question between the Owner and Construction Manager arising out of or relating to the Contract.
Claims must be made by written notice. The responsibility to substantiate Claims shall rest with the X
party making the claim. i
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4.7.2 Meet and Confer. The Construction Manager and Project Management shall try to resolve the claim U
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. 0
4.7.3 Time Limits on Claims. Claims by either party must be made within twenty-one (21) days after CL
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occurrence of the event giving rise to such Claim or within twenty-one(21)days after the claimant first
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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 U�
been implemented by Change Order will not be considered unless submitted in writing to the Owner's
representative in a timely manner.
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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
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writing to the Owner with thirty (30) calendar days after notice has been received. In the event the
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Construction Manager 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 Construction 0
Manager shall strictly comply with the requirements of this Section and such claim shall be made by
the Construction Manager 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 Construction Manager of any -.
claim for additional compensation.
4.7A Continuing Contract Performance. Pending final resolution of a Claim unless otherwise agreed in
writing, the Construction Manager shall proceed diligently with performance of the Contract and the
Owner shall continue to make payments in accordance with the Contract Documents. o
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:
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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. 0
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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 o
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
ten (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 Construction Manager due to
concealed and unknown conditions, the Construction Manager must give the Owner and Owner
Engineer written notice of, and an opportunity to observe, such condition prior to disturbing it. The Ci
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failure by the Construction Manager to give the written notice and make the claim as provided by the
provisions herein shall constitute a waiver by the Construction Manager of any rights arising out of or
relating to such concealed and unknown condition.
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4.7.7 Claims for Additional Cost. If the Construction Manager wishes to make Claim for an increase in the i
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 U
under Paragraph 10.3 If the Construction Manager believes additional cost is involved for reasons
including but not limited to(1)a written interpretation from Project Management, (2)awritten order for
a minor change in the Work issued by Project Management, (3) failure of payment by the Owner, (4) 0
termination of the Contract by the Owner, (5) Owner's suspension or(6) other reasonable grounds, a
Claim shall be filed in accordance with the procedure established herein. In a claim by the Construction CL
Manager against the Owner for compensation in excess of the Contract Sum, any liability of the Owner
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to the Construction Manager 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 Construction U�
Manager or any estimated costs or damages.
4.7.8 Claims for Additional Time. o
4.7.8A If the Construction Manager wishes to make Claim for an increase in the Contract Time,written
notice as provided herein shall be given-
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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 0
could not have been reasonably anticipated, and that weather conditions had an adverse effect on the
scheduled construction. CU
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 0
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 or4.7.8.
5.0 SUBCONTRACTORS AND SUB-SUBCONTRACTORS 0
5.1 Definitions
5.1.1 A Subcontractor is a person or entity who has a direct contract with the Construction Manager to
perform a portion of the Work at the site.
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. U
5.2 Award of Subcontracts and Other Contracts for Portions of the Work
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5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Construction
Manager, 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 Construction
Manager 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.
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5.2.2 The Construction Manager shall not contract with a proposed person or entity to which the Owner or
Project Management has made reasonable and timely objection. The Construction Manager shall not
be required to contract with anyone to whom the Owner or Project Management has made reasonable
objection. X
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5.2.3 If the Owner or Project Management refuses to accept any person or entity on a list submitted by the 0
Construction Manager in response to the requirements of the Contract Documents, the Construction
Manager shall submit an acceptable substitute. However, no increase in the Contract Sum shall be
allowed for any such substitution.
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5.2.4 The Construction Manager shall not change a subcontractor previously selected if the Owner or Project
Management makes reasonable objection to such change. CL
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5.3 Subcontractual Relations
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5.3.1 By appropriate written agreement, the Construction Manager shall require each subcontractor, to the
extent of the Work to be performed by the subcontractor, to be bound to the Construction Manager by
terms of the Contract Documents, and to assume toward the Construction Manager all the obligations o
and responsibilities which the Construction Manager, by these Documents, assumes toward the
Owner or 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.
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5.4 Contingent Assignment of Subcontracts
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5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Construction Manager to the
Owner provided that: CU
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 o
bond covering the Contract.
6.0 CONSTRUCTION BY OWNER OR BY OTHER CONSTRUCTION MANAGERS 0
6.1 Owner's Right to Perform Construction with Own Forces and to Award Other Contracts
6A A 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 0
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 o
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or entities under separate contracts not administered by Project Management,the Owner shall provide
for coordination of such forces with the Work of the Construction Manager who shall cooperate with
them.
6.1.3 It shall be the responsibility of the Construction Manager to coordinate his/her work with the work of
other Construction Managers on the site. The Owner and Project Management shall be held harmless
for any and all costs and time increases associated with improper coordination.
6.2 Mutual Responsibility
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6.2.1 The Construction Manager shall afford the Owner's own forces, Project Management and other
Construction Managers reasonable opportunity for introduction and storage of their materials and
equipment and performance of their activities, and shall connect and coordinate the Construction X
Manager's construction and operations with theirs as required by the Contract Documents. i
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6.2.2 If part of the Construction Manager's Work depends for proper execution or results upon construction U
or operations by the Owner's own forces or other Construction Managers, the Construction Manager
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 o
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proper execution and results. Failure of the Construction Manager so to report shall constitute an
acknowledgment that the Owner's own forces or other Construction Managers' completed or partially CL
completed construction is fit and proper to receive the Construction Manager's Work, except as to
defects not then reasonably discoverable. CU
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6.2.3 Costs caused by delays or by improperly timed activities or defective construction shall be borne by
the Construction Manager. The Construction Manager'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. o
6.2.4 The Construction Manager shall promptly remedy damage wrongfully caused by the Construction
Manager to completed or partially completed construction or to property of the Owner or other
Construction Managers as provided in Subparagraph 10.2.5.
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6.2.5 Claims and other disputes and matters in question between the Construction Manager and other
Construction Managers shall be subject to the provisions of Paragraph 4.7 provided the other 0
Construction Managers have reciprocal obligations.
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6.2.6 The Owner and other Construction Managers shall have the same responsibilities for cutting and -.
patching as are described for the Construction Manager in Paragraph 3.14.
6.2.7 Should the Construction Manager contend that he/she is entitled to an extension of time for completion
of any portion or portions of the work, he/she shall, within seventy-two(72)hours of the occurrence of
the cause of the delay, notify Project Management in writing, of his/her contention: setting forth (A)the o
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 Construction Manager to Project Management within seventy-
two(72) hours after the delay has ceased to exist. 0
.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
Construction Manager fails to comply, he/she shall be deemed to have waived the claim.
.2 The Construction Manager agrees that whether or not any delay, regardless of cause,
shall be the basis for an extension of time he/she shall have no claim against the Owner 0
or Project Management for an increase in home office overhead and profit, nor a claim
against the Owner or Project Management for consequential damage, loss or expense
resulting from delays other than actual costs including General Conditions and General
Requirements; nor shall the Construction Manager have any claim for damage, loss or o
expense resulting from interruptions to, or suspension of, his/her work to enable other
Construction Managers to perform their work. The only remedy available to the
Construction Manager shall be an extension of time and recovery of actual costs.
Notwithstanding the above, Construction Manager has a positive responsibility to mitigate
(minimize) any actual costs including General Conditions and General Requirements
attributable to delays caused by others.
6.3 Owner's Right to Clean Up
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6.3.1 If a dispute arises among the Construction Manager, other Construction Managers 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. X
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7.0 CHANGES IN THE WORK 0
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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 0
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. CL
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7.1.2 A Change Order shall be based upon agreement among the Owner, Project Management and
Construction Manager. A Construction Change Directive require agreement by the Owner, Project
Management and may or may not be agreed to by the Construction Manager. An order for a minor
change in the Work may be issued by Project Management alone.
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7A 3 Changes in the Work shall be performed under applicable provisions of the Contract Documents,and
the Construction Manager shall proceed promptly, unless otherwise provided in the Change Order,
Construction Change Directive or order for a minor change in the Work.
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7.11A 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
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that application of such unit prices to quantities of Work proposed will cause substantial inequity to the
Owner or Construction Manager, the applicable unit prices shall be equitably adjusted.
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7.2 Change Orders e
7.2.1 A Change Order is a written instrument prepared by Project Management and signed by the Owner, -.
Project Management and Construction Manager 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 o
.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 0
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, 0
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 Construction Manager,
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 Construction Manager 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 extra Ci
Work activity claim. Each daily force account form shall be signed by the designated Project L'
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 X
change order. Unless otherwise provided in the Contract Documents, cost shall be limited to the i
following: cost of materials, including sales tax and cost of delivery; cost of labor, including social o
security, old age and unemployment insurance, and fringe benefits required by agreement or custom; U
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, 0
The amount of credit to be allowed by the Construction Manager 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 CL
as confirmed by Project Management. When both additions and credits covering related Work or
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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.
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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 o
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 a 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
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prices set forth in the Contract Documents) shall be computed as follows:
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1 If the Construction Manager performs the actual Work, the maximum percentage mark-up
for overhead shall be five percent (5%) and the maximum percentage for profit shall be CU
five percent(5%);
.2 If the Subcontractor performs the actual Work, the Subcontractor Manager's percentage
mark-up for overhead and profit shall be a maximum addition of ten percent(10%). If the
Construction Manager does not perform the Work, the maximum mark-up for managing
the Work will be five percent(5%)o
3 If the Subcontractor performs part of the actual Work, his/her percentage mark-up for
overhead and profit shall be a maximum addition of ten percent (10%) on his/her direct
Work only. If the Construction Manager performs part of the actual Work, his/her o
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 Construction Manager 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 Construction Manager to Project Management at no 0
additional cost to the Owner. U
7.2.6 If the Construction Manager claims that any instructions given to him/her by Project Management, by
drawings or otherwise, involve extra Work not covered by the Contract, he/she 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
Construction Manager shall proceed in accordance with Paragraph 10.3.
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.
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.2 Except as otherwise specifically provided, n❑ claim for additional cost shall be allowed L'
unless the complete notice specified by this subparagraph is given by the Construction
Manager.
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7.2.7 Unless otherwise agreed in writing, the Construction Manager shall carry on the Work and maintain its i
progress during any dispute or claim proceeding, and Owner shall continue to make payments to the
Construction Manager in accordance with the Contract Documents. Disputes unresolved shall be U
settled in accordance with subparagraph 4.7. The Construction Manager shall maintain completed
daily force account forms in accordance with subparagraph 7.2.3 for any dispute or claim item.
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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 CL
Construction Change Directives, as set forth below. The Construction Manager shall proceed with any
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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 U�
Contract.
7.2.9 The execution of a Change Order by the Construction Manager shall constitute conclusive evidence o
of the Construction Manager's agreement to the ordered changes in the work, this Contract as thus
amended, the Contract Price and the time for performance by the Construction Manager. The
Construction Manager, 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 Construction Manager
knew or should have known.
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7.3 Authority 0
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7.3.1 Project Management will have authority to order minor changes in the Work not involving adjustment in CU
the Contract sum or extension of the Contract Time and not inconsistent with the intent of the Contract
Documents. Such changes shall be affected by written order issued through Project Management and
shall be binding on the Owner and Construction Manager. The Construction Manager shall carry out
such written order promptly.
8.0 TIME o
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. 0
8A.2 The date of commencement of the Work is the date established in the Notice to Proceed per this
Agreement. The date shall not be postponed by the failure to act of the Construction Manager or of
persons or entities for which the Construction Manager is responsible.
8.1.3 The date of Substantial Completion is the date certified by Project Management in accordance with
Paragraph 9.8.
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8.1.4 The term "day" as used in the Contract Documents shall mean calendar day unless otherwise
specifically defined.
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8A1 5 The Owner/Project Management shall be the final judge as to whether Substantial Completion has
been achieved and certifies the date to the Construction Manager.
8.2 Progress and Completion
8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. 6y executing the
Agreement, the Construction Manager confirms that the Contract Time is a reasonable period for
performing the Work.
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8.2.2 The Construction Manager 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 Construction Manager. The date of
commencement of the Work shall not be changed by the effective date of such insurance. X
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8.2.3 The Construction Manager shall proceed expeditiously with adequate forces and shall achieve
Substantial Completion within the Contract Time.
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8.3 Delays and Extensions of Time
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8.3.1 If the Construction Manager is delayed, at any time, in the progress of the Work by any act orneglect
of the Owner, Project Management, or the Architect/Engineer, or by any employee of either, or by any CL
separate Construction Manager employed by the Owner, or by changes ordered in the Work, or by
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fire, unusual delay in transportation, adverse weather conditions not reasonably anticipatable, •F
unavoidable casualties, acts of God, governmental action,disease, epidemic and/or quarantine or any 1
causes beyond the Construction Manager's control, the shortage of material or labor resulting from a
domestic or foreign government actions, quarantines, or regulations and notwithstanding the
Contractor's and its Subcontractor's readiness and ability to pay the fair market value and/or o
reasonable wages and benefits therefore, 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 Change Order for such reasonable time and costs as Project Management
may determine, in accordance with subparagraph 6.2.7. For the purpose of this paragraph, the term
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"costs"shall mean actual costs, without overhead or profit.
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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 0
days of extension requested. If the cause of the delay is continuing, only one claim is
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necessary, but the Construction Manager 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.
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8.3.3 No claim for an increase in the Contract Sum for either acceleration will be allowed for extensions of
time pursuant to this Paragraph 8.3 or for other changes in the Construction Schedules, unless Owner
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requests an accelerated schedule.
8.3.4 If the Project is delayed as a result of the Construction Manager's refusal or failure to begin the Work
on the date of commencement as defined in Paragraph 8.1.2, or his/her refusal or failure to carry the
Work forward expeditiously with adequate forces, the Construction Manager causing the delay shall 0
be liable for, but not limited to, delay claims from other Construction Managers which are affected.
9.0 PAYMENTS AND COMPLETION
9.1 Contract Sum
9A A The Contract Sum is stated in the Agreement and, including authorized adjustments, is the total 0
amount payable by the Owner to the Construction Manager for performance of the Work under the
Contract Documents.
9.2 Schedule of Values
9.2.1 Before submittal of the first Application for Payment, the Construction Manager 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
Construction Manager's Applications for Payment.
9.3 Applications for Payment
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9.3.1 At least fifteen (15) days before the date established for each progress payment, the Construction
Manager shall submit to Project Management an itemized Application for Payment for Work completed I
in accordance with the schedule of values. Such application shall be notarized and supported by such
data substantiating the Construction Manager's right to payment as the Owner or Project Management X
may require, such as copies of requisitions from subcontractors and material suppliers, and reflecting
retainage if provided for elsewhere in the Contract Documents. 2
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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. Y
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.2 Such applications may not include requests for payment of amounts the Construction
Manager does not intend to pay to a Subcontractor or material supplier because of a CrJ
dispute or other reason.
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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 Construction Manager
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. Each application for
payment of materials stored onsite shall not exceed the amount of the certified vendor invoice(s) for
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said materials, less retainage per Sec. 00500, 5.6.1-5.8 and F.S. 218.735(8)(a).
9.3.3 The Construction Manager warrants that title to all Work covered by an Application for Payment will 0
pass to the Owner no later than the time of payment. The Construction Manager 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 Construction
Manager's knowledge, information and belief, be free and clear of liens, claims security interests or
encumbrances in favor of the Construction Manager, 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 shall execute an agreement stating that title will so pass, upon
their receipt of payment from the Construction Manager. The warranties are for the administrative o
convenience of the Owner only and do not create an obligation on the part of the Owner to pay directly
any unpaid subcontractors, laborer or materialmen. Such persons must seek payment from the
Construction Manager or his public construction bond surety only.
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9.4 Approval for Payment
9.4.1 Project Management will assemble a Project Application for Payment by combining the Construction
Manager's applications with similar applications for progress payments from other Construction
Managers 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 0
will either approve the Application for Payment, with a copy to the Construction Manager, for such
amount as Project Management determine is properly due, or notify the Construction Manager 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 datacomprising
the Application for Payment submitted by the Construction Manager, 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 Ci
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Management. The issuance of a separate Approval for Payment will further constitute a representation
that the Construction Manager 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 X
the Construction Manager'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 Construction Manager's right to payment or (4) made U
examination to ascertain how or for what purpose the Construction Manager has used money
previously paid on account of the Contract Sum.
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9.5 Decisions to Withhold Approval
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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 Construction Manager and Project Management cannot CU
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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 o
Work not remedied; (2)third parry claims filed or reasonable evidence indicating probable filing of such
claims; (3) failure of the Construction Manager 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
Construction Manager 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
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Contract Documents. No payment shall be made to the Construction Manager until certificates of
insurance or other evidence of compliance by the Construction Manager, with all the requirements of 0
Article 11, have been filed with the Owner and Project Management.
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9.5.2 When the above reasons for withholding approval are removed, approval will be made for amounts -.
previously withheld.
9.6 Progress Payments
9.6.1 After Project Management has issued an Approval for Payment, the Owner shall make payment in the o
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 0
the amount payable, less all previous payments, shall be approved for payment.
A It is understood and agreed that the Construction Manager 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. 0
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.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 Construction Manager shall promptly pay each subcontractor, upon receipt of payment from the
Owner, out of the amount paid to the Construction Manager 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 Construction Manager on account of such subcontractor's portion of
the Work. The Construction Manager 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 Ci
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percentages of completion or amounts applied for by the Construction Manager and action taken
thereon by the Owner and Project Management on account of portions of the Work done by such
Subcontractor.
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9.6.4 Neither the Owner nor Project Management shall have an obligation to pay, or to see to, the payment i
of money to a Subcontractor except as may otherwise be required by law. 0
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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.
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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. CL
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9.63 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 Construction Manager from 1
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. o
9.6.8 Except in case of bona fide disputes, or where the Construction Manager has some other justifiable
reason for delay, the Construction Manager 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,
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tools,and other expendable equipment which are delivered at the site of the Project. The Construction
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Manager shall pay to each of his Subcontractors, not later than the end of the calendar month in which
each payment is made to the Construction Manager, the representative amount allowed the 0
Construction Manager on account of the Work performed by the Subcontractor. The Construction
Manager shall, by an appropriate agreement with each Subcontractor, also require each Subcontractor CU
to make payments to his/her suppliers and Sub-subcontractors in a similar manner. -.
9.8 Substantial Completion
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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 o
or utilize the Work for its intended use.
9.8.2 When the Construction Manager considers that the Work, or a portion thereof which the Owner agrees
to accept separately, is substantially complete, the Construction Manager and Project Management 0
shall jointly prepare a comprehensive list of items to be completed or corrected. The Construction
Manager 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 Construction Manager 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 Construction Manager shall, before issuance of the 0
Certificate of Substantial Completion, complete or correct such item upon notification by Project
Management. The Construction Manager 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 Construction Manager for security, maintenance, heat,
utilities, damage to the Work and insurance, and shall fix the time within which the Construction
Manager 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 Construction Manager 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 Ci
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Construction Manager 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.
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9.9 Partial Occupancy or Use
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9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage U
when such portion is designated by separate agreement with the Construction Manager, 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 0
commence whether or not the portion is substantially complete, provided the Owner and Construction
Manager have accepted in writing the responsibilities assigned to each of them for payments, CL
retainage if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have
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agreed in writing concerning the period for correction of the Work and commencement of warranties
required by the Contract Documents. When the Construction Manager considers a portion
substantially complete, the Construction Manager and Project Management shall jointly prepare a list
as provided under Subparagraph 9.8.2. Consent of the Construction Manager to partial occupancy or
use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by o
written agreement between the Owner and Construction Manager or, if no agreement is reached, by
decision of Project Management.
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9.9.2 Immediately prior to such partial occupancy or use,the Owner, Project Management and Construction
Manager shall jointly inspect the area to be occupied or portion of the Work to be used in order to 0
determine and record the condition of the Work.
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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
9.10A Upon completion of the Work,the Construction Manager shall forward to Project Management a written o
Notice that the Work is ready for final inspection and acceptance and shall also forward to Project
Management a final Construction Manager'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 0
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 Construction Manager 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 Construction Manager's being entitled to final payment
have been fulfilled.
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9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Construction
Manager 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 o
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 Construction Manager 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, Application Ci
for Payment) are required for Final Payment: L'
(1)Application and Certificate for Payment.
(2) Continuation Sheet. X
(3) Certificate of Substantial Completion.
(4) Construction Manager's Affidavit of Debts and Claims. 0
(5) Construction Manager's Affidavit of Release of liens. U
(6) Final Release of Lien.
(7) Construction Manager shall provide two (2) hard copies in tabulated divided binders and
one (1) saved electronically tabbed and indexed in Adobe Acrobat file (.PDF) format o
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delivered on a common electronic form (i.e. flash drive) of all the following but not limited
to: CL
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A. Project Record Documents(As Built Documents).
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B. Operating and maintenance data, instructions to the Owner's personnel,
C. Warranties, bond and guarantees. o
D. Keys and keying schedule.
E. Spare parts and maintenance materials.
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F. Electronic copies of approved submittals.
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G. Evidence of payment and final release of liens and consent of surety to
final release(includes final release from all utilities and utility CU
companies). -.
9.10.3 Acceptance of final payment by the Construction Manager, 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. o
9.11 Payment of Subcontractors
9.11.1 Any requirement of this Article 9 that the Construction Manager furnish proof to the Owner or Project o
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 Construction Manager and the surety that provided the Construction Manager's Public
Construction Bond. The Construction Manager must insert this paragraph 9.11 in all its contracts with
subcontractors and materialmen.
10.0 PROTECTION OF PERSONS AND PROPERTY 0
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10.1 Safety Precautions and Programs
10.1.1 The Construction Manager shall be responsible for initiating, maintaining and supervising all safety
precautions and programs in connection with the performance of the Contract. The Construction
Manager shall submit the Construction Manager's safety program to Project Management for review,
approval and coordination with the safety programs of other Construction Managers.
%1.2 In the event the Construction Manager encounters on the site material reasonably believed to be
asbestos or polychlorinated biphenyl (PCB)which has not been rendered harmless, the Construction
Manager 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 Construction Manager if in fact the material is asbestos or Ci
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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 Construction Manager.
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10.1.3 The Construction Manager shall not be required pursuant to Article 7 to perform without consent any i
Work relating to asbestos or polychlorinated biphenyl(PCB). 0
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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 Construction Manager, the
Construction Manager shall, upon recognizing the condition, immediately stop Work in the affected 0
area and report the condition to Project Management in writing. The Owner, Construction Manager
and Project Management shall then proceed in the same manner described in Subparagraph 10.1.2. CL
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10.1.5 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 Construction Manager 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 Construction
Manager and Project Management the names and qualifications of persons or entities who are to 0
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 Construction Manager 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 Construction Manager
or Project Management has an objection to a person or entity proposed by the Owner, the
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Owner shall propose another to whom the Construction Manager and Project Management have no
reasonable objection. 0
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10.2 Safety of Persons and Property CU
10.2.1 The Construction Manager shall take reasonable precautions for safety of, and shall provide
reasonable protection to prevent damage, injury or loss to:
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.1 employees on the Work and other persons who may be affected thereby;
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.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 Construction Manager or
the Construction Manager's Subcontractors or Sub-subcontractors;
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.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 Construction Managers.
10.2.2 The Construction Manager shall give notices and comply with applicable laws, ordinances, rules, 0
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 Construction Manager shall erect and maintain, as required by existing conditions and o
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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 Construction Manager shall exercise utmost care and
carry on such activities under supervision of properly qualified personnel.
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10.2.5 The Construction Manager shall promptly remedy damage and loss to property referred to in Clauses C"
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10.2.1.2, 10.2.1.3, and 10.2.1.4 caused in whole or in part by the Construction Manager, 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 Construction Manager 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 of X
the Owner, Project Management or Architect or anyone directly or indirectly employed by any of them, i
or by anyone for whose acts any of them may be liable, and not attributable to the fault or negligence 0
of the Construction Manager. The foregoing obligations of the Construction Manager are in addition to U
the Construction Manager's obligations under Paragraph 3.18.
1026 The Construction Manager shall designate a responsible member of the Construction Manager's 0
organization at the site whose duty shall be the prevention of accidents. This person shall be the
Construction Manager's superintendent unless otherwise designated by the Construction Manager in CL
writing to the Owner or Project Management.
10.2.7 The Construction Manager shall not load or permit any part of the construction or site to be loadedso U�
as to endanger its safety.
10.3 Emergencies o
10.3.1 In an emergency affecting safety of persons or property, the Construction Manager shall act, at the
Construction Manager's discretion, to prevent threatened damage, injury or loss. Additional
compensation or extension of time claimed by the Construction Manager on account of an emergency
shall be determined as provided in Paragraph 4.7 and Article 7.
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10.4 Site Specific Safety Plan 0
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See Section 00970, Project Safety and Health Plan, for minimum requirements of job site safety CU
plan.
11.0 INSURANCE AND BONDS
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11.1.1 Prior to commencement of Work governed by this contract(including the pre-staging of personnel and
material), the Construction Manager shall obtain, at its own expense, insurance as specified in the o
schedule set forth in Section 00130, Insurance Requirements and Forms which are made part of this
Agreement. The Construction Manager will ensure that the insurance obtained will extend protection
to all subcontractors engaged by the Construction Manager. As an alternative, the Construction
Manager may require all subcontractors to obtain insurance consistent with the attached schedules. 0
11.1.2 The Construction Manager 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 Construction Manager 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 0
the Construction Manager's failure to provide satisfactory evidence of insurance.
11.1.3 The Construction Manager 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 o
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 Construction Manager
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 Construction Manager's failure to provide satisfactory evidence
of insurance.
11.1.4 The Construction Manager shall provide,to the County in care of Project Management as satisfactory
evidence of the required insurance, either: Certificate of Insurance or a certified copy of the actual Ci
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insurance policy.
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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. X
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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 tothe U
County by the insurer.
11A.7 The acceptance and/or approval of the Construction Manager's insurance shall not be construed as 0
relieving the Construction Manager from any liability or obligation assumed under this contract or
imposed by law. CL
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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. U�
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11.1.9 In addition, the County will be named as an additional insured and loss payee on all policies covering
County-owned property. o
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.
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11.2 Builder's Risk Insurance: See Section 00130. Insurance Requirements and Forms, for the minimum
requirements. 0
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11.3 Public Construction Bond
11.3.1 A Public Construction Bond must be issued by an A rated Surety Company doing business in the State
of Florida.
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12.0 UNCOVERING AND CORRECTION OF WORK
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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 0
Management, be uncovered for their observation and be replaced at the Construction Manager'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 Construction Manager, if such Work is in accordance with the Contract
Documents, costs of uncovering and replacement shall, by appropriate Change Order, be charged to 0
the Owner, if such Work is not in accordance with the Contract Documents, the Construction Manager
shall pay such costs unless the condition was caused by the Owner or one of the other Construction
Managers in which event the Owner shall be responsible for payment of such costs.
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12.2 Correction of Work
12.2.1 The Construction Manager 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 Construction Manager 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 Ci
thereof, or after the date for commencement of warranties established under Subparagraph 9.9, or by L'
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 Construction Manager
shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has X
previously given the Construction Manager a written acceptance of such condition. This period of one i
(1)year shall be extended with respect to portions of Work first performed after Substantial Completion o
by the period of time between Substantial Completion and the actual performance of the Work. This U
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. o
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12.2.3 The Construction Manager shall remove from the site portions of the Work which are not in accordance CL
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with the requirements of the Contract Documents and are neither corrected by the Construction
Manager nor accepted by the Owner. -�
12.2.4 If the Construction Manager fails to correct nonconforming Work within a reasonable time, the Owner
may correct it in accordance with Paragraph 2.4. If the Construction Manager does not proceed with
correction of such nonconforming Work within a reasonable time fixed by written notice from Project o
Management, the Owner may remove it and store the salvageable materials or equipment at the
Construction Manager's expense. If the Construction Manager 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
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proceeds thereof,after deducting costs and damages that should have been borne by the Construction
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Manager, including compensation for Project Management's services and expenses made necessary
thereby. If such proceeds of sale do not cover costs which the Construction Manager should have 0
borne, the Contract Sum shall be reduced by the deficiency. If payments then or thereafter due the
Construction Manager are not sufficient to cover such amount, the Construction Manager shall pay CU
the difference to the Owner.
12.2.5 The Construction Manager shall bear the cost of correcting destroyed or damaged construction,
whether completed or partially completed, of the Owner or other Construction Managers caused by
the Construction Manager's correction or removal of Work which is not in accordance with the
requirements of the Contract Documents. o
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 Construction Manager might have under the Contract
Documents. Establishment of the time period of one (1) year as described in Subparagraph 12.2.2, 0
relates only to the specific obligation of the Construction Manager 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 establish the
Construction Manager's liability with respect to the Construction Manager's obligations other than
specifically to correct the Work.
12.3 Acceptance of Nonconforming Work
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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.
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13.2 Successors and Assigns
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13.2.1 The Owner or Project Management (as the case may be) and the Construction Manager each binds
himselftherself, his/her partners, successors, assigns, and legal representatives of such other party in X
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 0
other.
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13.2.2 The Construction Manager shall not assign any monies due or to become due under this Contract
without prior written consent of the Owner or Project Management. 0
13.3 Not used. CL
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13.4 Rights and Remedies
13.4.1 Duties and obligations imposed by the Contract Documents and rights and remedies available
thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies
otherwise imposed or available by law. o
13.4.2 No action or failure to act by the Owner, Project Management,Architect or Construction Manager 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.
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13.5 Tests and Inspections
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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 CU
an appropriate time. Unless otherwise provided, the Construction Manager 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 Construction Manager 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 o
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, 0
Project Management will, upon written authorization from the Owner, instruct the Construction
Manager to make arrangements for such additional testing, inspection or approval by an entity
acceptable to the Owner, and the Construction Manager 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
115,1
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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 Construction Manager 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 Construction Manager 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.
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13.5.6 Test or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid L'
unreasonable delay in the Work.
13.7 Commencement of Statutory Limitation Period X
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13.7.1 The statute of limitations applicable to this contact are as provided in Section 95.11 (3)(C), Florida 0
Statutes. U
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14.0 TERMINATION OR SUSPENSION OF THE CONTRACT
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Either party may terminate the Contract as provided for in the RFP.
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14.1 Termination by the Owner for Cause
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14.1.1 The Owner may terminate the Contract if the Construction Manager: 1
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.1 persistently or repeatedly refuses or fails to supply enough properly skilled
workers or proper materials; o
.2 fails to make payment to Subcontractors for materials or labor in accordance
with the respective agreements between the Construction Manager and the Subcontractors;
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.3 persistently disregards laws, ordinances, or rules, regulations or orders of a public authority
having jurisdiction; 0
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.or
.4 Otherwise is guilty of substantial breach of a provision of the Contract
Documents.
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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 o
prejudice to any other rights or remedies of the Owner and after giving the Construction Manager and
the Construction Manager's surety, if any, seventy-two (72) hours written notice, terminate
employment of the Construction Manager and may, subject to any prior rights of the surety:
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1 take possession of the site and of all materials, equipment, tools, and
construction equipment and machinery thereon owned by the Construction Manager;
.2 accept assignment of subcontracts pursuant to Paragraph 5.4; and
.3 finish the Work by whatever reasonable method the Owner may deem
expedient.
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14.1.3 When the Owner terminates the Contract for one of the reasons stated in Subparagraph 14.1.1. the
Construction Manager shall not be entitled to receive further payment until the Work is finished.
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14.2 Suspension or Termination by the Owner for Convenience
14.2.1 The Owner may,without cause,order the Construction Manager 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.
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AGREEMENT—PRE-CONSTRUCTION SERVICES Page 47 of 47
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VTY F0R�,l3 a L I L E N S E S
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REQUEST FOR,PROPOSALS:
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CONSTRUCTION MANAGER AT RISK SERVICES: -.
MONROE COUNTY EMERGENCY OPERATIONS CENTER
LOBBYING AND CONFLICT OF INTEREST CLAUSE
SWORN STATEMENT UNDER ORDINANCE NO.010-1990
►iONROE COUNTV,FI,ORiDA 0
ETHICS CLAUSE
Ajax Building Company, LLC f
(Company)
warrants that he/she/it has not employed,retained or otherwise had act on hisfherlits behalf
any former County officer or employee in violation of Section 2 of Ordinance No. 010-1990 or
any County officer or employee in violation of Section 3 of Ordinance No. 020-1990. For breach
or violation of this provision the County may, in its discretion,terminate this Agreement without
liability and may also,in its discretion,deduct from the Agreement or purchase price,or otherwise
recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the U)
former County officer or employee".
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Date: 2/10/20
STATE OF Florida } Ci
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COUNTY OF Gadsdenuj
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I HEREBY CERTIFY that on this day,before me,an officer duly authorized in the State X
aforesaid and in the County aforesaid to take acknowledgments, personally appeared
Jay Smith , to me known to be the person described or who has produced personally known 0
as identification and who executed the foregoing instrument and he acknowledged before me that
he executed the same.
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WITNESS my hand and official seal in the County and S ate last aforesaid this
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Tenth day of February ,2020.
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Kasey Diehl
: � l<ASEYt NOTARY PUBLIC, E OF Florida a
a.; NY COAIlW8 M N 00156712
M Commission Expires: February 27, 2022
EORES:Fdwuery27,2M y P rY
HoeryPdktkd Commission Na. GG 158712 0
F2FP—CMAft--EDC Page 47 of 56
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REQUEST FOR PROPOSALS:
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CONSTRUCTION MANAGER AT RISK SERVICES: -.
MONROE COUNTY EMERGENCY OPERATIONS CENTER
NON-COLLUSION AFFIDAVIT
1, Jay Smith of the city of Tallahassee 0
according to law on my oath,and under penalty of perjury,depose and say that:
�. I am Vice President
0
of the firm of Ajax Building Company, FLC
the bidder making the Response for the project described in the Request for Qualifications for:
Monroe County Emergency Operations Center
and I executed the said Response with full authority to do so:
0
2. The prices in this bid have been arrived at independently without collusion, a
consultation, communication, or agreement for the purpose of restricting, competition, as to any
matter relating to such prices with any other bidder or with any competitor;
3. Unless otherwise required by law,the prices which have been quoted in this bid have 0
not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder
prior to bid opening,directly or indirectly,to any other bidder or to any competitor;
4. No attempt has been made or will be made b the bidder to induce any other person,
partnership or corporation to submit, or not to submit, a bid for the purpose of restricting
competition;and
5. The statements contained in this affidavit are true and correct,and made with full
knowledge that Monroe County relies upon the truth of the statements contained in this affidavit
in awarding con acts f r said project.
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2/10/2d
ign ure of Respondent) (Date) I
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s7-ATE OF Florida )
}ss
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COUNTY OF Gadsden )
2
I HEREBY CERTIFY that on this day,before me,an officer duly authorized in the State ut
aforesaid and in the County aforesaid to take acknowledgments, personally appeared Jay Smith _, to 0
me known to be the person described or who has produced personally known as identification and who
cxccuted the foregoing instrument and he acknowledged before me that he executed the same.
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WITNESS my hand and official seal in the County and State sit afores this
Tenth day of February 2020. I
Kase Diehl
KUEYOEK NOTARY PUBLIC, T a
M Commission Ex .
IWODAiM18StOHGGt5E7f2 Pire es
27, 2022 0
3y E)MFtES.Febn"27,2= Commission No. GG 158712
z���•8n�d Tire Nodry Pabic t�derw�Mwa �,;
RFP—CMAR EOC Page 48 of 56
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9Eniii�FQ CJ ti?y FOR NJS & Ili IN S
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REQUEST FOR PROPOSALS:
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CONSTRUCTION MANAGER AT RISK SERVICES: -.
MONROE COUNTY EMERGENCY OPERATIONS CENTER
DRUG-FREE WORKPLACE FORM
The undersigned vendor in accordance with Florida Statutes,Sec.287.087 hereby certifies that:
0
Ajax Building Company, LLC
(Name of Business)
1. Publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing,
possession,or use of a controlled substance is prohibited in the workplace and specifying the actions that
will be taken against employees for violations of such prohibition.
2. Informs employees about the dangers of drug abuse in the workplace, the business's policy of
maintaining a drug-free workplace,any available drug counseling,rehabilitation,and employee assistance
programs,and the penalties that may be imposed upon employees for drug abuse violations.
3. Gives each employee engaged in providing the commodities or contractual services that are under bid a
copy of the statement specified in subsection(I},
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4. In the statement specified in subsection (1), notifies the employees that,as a condition of working on S
the commodities or contractual services that are under bid, the employee will abide by the terms of the
statement and will notify the employer of any conviction of,or plea of guilty or nolo contendere to, any 0
violation of Chapter 893 (Florida Statutes)or of any controlled substance law of the United States or any
state,for a violation occurring in the workplace no later than five(5)days after such conviction,
5. Imposes a sanction on,or require the satisfactory participation in a drug abuse assistance or rehabilitation
program i f such is available in the employee's community,for any employee who is so convicted.
6. Makes a good faith effort to continue to maintain a drug-free workplace through implementation of this
section.
As the person authorized to sign the statement, 1 certify that this firm complies fully with the above Ci
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requirements.
le
2/10/20 0 I
( ature of Respondent} (Bate) X
S I-ATE OF Florida )
ss: 0
COUNTY OF Gadsden ) U
2
I I IERE13Y CFRTIF'Y that on this day,before me,an otTicer duly authorized in the State
aforesaid and in the County aforesaid to take acknowledgments,personally appeared Jay 5mitn ,to me known 0
to be the person described or who has produced personally knowras identification and who executed the foregoing
instrument and he acknowledged before me that he executed the same.
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WITNESS my hand and official seal in the County and State last afn csaid this <
Tenth day of February 2020 �l\
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: ,COMMISS �� NOTARY PUBLIC,5 A F rides- 0
'+ DO RE&February27 2Gp2 My Commission Expires:F ruary 27, 2022
••°�A� Brtndad ilw Ill�r�Ehblc lk+dirrirliws
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REQUEST FOR PROPOSALS:
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CONSTRUCTION MANAGER AT RISK SERVICES: -.
MONROE COUNTY EMERGENCY OPERATIONS CENTER
PUBLIC ENTITY CRIME STATEMENT
"A person or affiliate who has been placed on the convicted vendor list following a conviction for 0
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 bid on a contract with a public entity for the construction or repair of a.
public building or public work, may not submit bids on leases of real property to public entity,
may not be awarded or perform work as a contractor,supplier,subcontractor,or CONTRACTOR 0
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, Florida Statutes, for CATEGORY
TWO for a period of 36 months from the date of being placed on the convicted vendor list."
I have read the above and state that neither Ai ix Building Company, LLC _
(Respondent's name)nor any Affiliate has been placed on the convicted vendor list within the last
thirty-six (36) months. The undersigned certifies that the Applicant has not been convicted of a 0
public ti c ime within the past 36 months,as set forth in Section 287.133,Florida Statutes.
ig tore}
Title Vice_President _ _
Printed Name may Smith
Company Name: Ajax BuiVnq Company, LLC
Date: 2/10/20 <i
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STATE OF Florida }
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COUNTY OF Godsden } UJI
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I I IEREBY CERTIFY that on this clay,before me,an officer duly authorized in the State 0
aforesaid and in the County aforesaid to take acknowledgments,personally appeared jg S21ith ,to U
me known to be the person described or who has produced personally known as identification and who 2
executed the foregoing instrument and he acknowledged before me that he executed the same.
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Wl"-NESS my hand and ofriciat seal in the County and State last aforesaid this CL
Tenth. day of February 2020 I
"
KASEY d1EFM Kasey Diehl a
IWDoAIMl85104IGGt5E7f2 NOTARY PUBLIC,S T OF Florida
'r=y E]MIIRES.F@M"27,2022 am '' My Commission l xpires:Februory 27, 2022 0
Commission No. GG 158712
RFP-CMAR--EpC Page 54 of 56
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REQUEST FOR PROPOSALS: L-
rtONSTRUCMN MANAGER AT RISK SERVICES: CU
MONROF COUNTY EMERGENCY OPERATIONS CENTER
Commission No.
RESPONDENT'S INSURANCE AND INDEMNIFICATION STATEMENT U
INSURANCE REQUIREMENTS
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Worker's Compensation Statutory
Employers Liability $1,000,000 Bodily Injury by
Accident
$1,000,000 Bodily Injury by Disease
Policy Limits
$1,000,000 Bodily Ityury by
Disease,each employee
General Liability,including S4,000,000 Combined Single Limit
Premises Operations
Products and Completed Operations
Blanket Comractual Liability 0
Personal Injury Liability
Business Automobile Liability $1,000,000 Combined Single Limit
(Owned,non-owned,hired vehicles)
Professional Liability $2,000,000 per Occurrence
$4,000,000 Aggregate
Builder's Risk:Required Limits equal to the full replacement
value of the completed structures
The contract shall require a Public Construction bond equal to the contract cost The bond must Ln
be issued by an A rated surety company doing business in the State of Florida.
i
Hold Harmless and won. Notwithstanding any minimum insurance requirements Uj
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prescribed elsewhere in this agreement,CMAR shall defend,indemnify and hold the County and
the County's elected and appointed officers and employees harmless fiom and against (i) any 0�
claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate
proeeedings,or other proceedings relating to any type of injury(including death),loss,damage,
fine,penalty or business interruption,and(ni)any costs or expenses that may be asserted against,
unhated with respect to,or sustained by,any indemnified party by reason of,or in connection with, 0
(A)any activity of CMAR or any of its employees,agents,contractors or other invitees during the U
term of this Agreement, (13) the negligence or recklessness, intentional wrongful misconduct,
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errors or other wrongful act or omission of CMAR or any of its employees,agents,sub-contractors X I
or other invitees, or(C) CMAR's default in respect of any of the obligations that it undertakes
under the terms of this Agreement, except to the extern the claims, actions, causes of action i
litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or U
0
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RMULE FOR PROPOSALS:
CONSTRUCTION MANAGER AT RM SERVICES:
MONR E COUM EMERGENCY_OP_ERATIONS CENTER
omissions of the County or any of its employees, agents, contractors or invitees (other than 0
CMAR).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 seedon 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 CMAR's failure to purchase or maintain the required insurance,the
CMAR 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 CMAR,the CMAR agrees and warrants that the CMAR
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 CMAR is for the indemnification
provided for the above.
s=
The extent of liability is in no way limited to,reduced,or lessened by the insurance requirements
contained elsewhere in the Agreement
51PONDENrS STD
I understand the insurance that will be mandatory if awarded the contract and will comply in full
with all the requiremmts.
.lay Smith, Ajax Building Company, LLC
Respondent Sign
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I have reviewed the above requirements with the bidder named above.The following deductibles apply to uJ
the corresponding policy. r_
POLICY DEDUCTUKES ra
2
11 WCI18914211 -Workers Compensation S1,000
0
1 IPKG8914311 General Liability/Auto SIR:S50{I.004
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CE0742018W5- Professional Liability SIM each claim 33M aggregate
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Liability policies are J[ Occurrence Claims Made -Professional Liability
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RFP—CMAR--EOC Page 52 of 56
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REOUEST FOR PROPOSALS:
CONSTRUCTION MANAGER AT RMK SERYICF.S:
MONROE COUNTY EMERGENCY OPERATIONS CENTER U
Marsh USA.Inc. C �
Insurance Agency Signature
Print Name.- Susan Ricciardi
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ARCHDES-07
CERTIFICATE OF LIABILITY INSURANCE GATE pAAtIODrYY►Y}
au2►2ozb 0
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 CU
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 cerifficats holder Is an ADDITIONAL INSURED,the policyjiesj must have ADDITIONAL INSURED provisions or be indorsed.
if SUBROGATION IS WAIVED, subject to the terms and conditlam of the policy,certain policies may require an endorsement. A statement on
this certificate does not confer rights to the ceftlilcate holder In lieu of such endorsements.
PRODUCER gg T
6�300GreGensboro Drive No.Ea 703 027-2277 A c,Ne 703 127-2279 0
Suite 980 S-admir►@arnesgDugh.Com
McLean,VA 22102
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INSU 9RA RLI Insu�nce CoTparL +�]til 13p58
INSURED e.
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Architects Design Group 1 ADG,Inc, IN
333 North Knowles Avenue Hsu ER D: s=
Winter Park,FL 32789
INSURER .
IN RpR F,
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 ❑R CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO VVH1CH THIS
CERTIFICATE MAY BE ISSUED 0R 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. O
INSR TYPE OF INSURMICE ,AOOt SUeR KKICY NUMBER PO Y EFF POIJCY ?IP Ltillr8 " U
A x COMetERC1ALGENERALLMILnV 1,000.000 U)
CWMS•SWDE OCCUR X �PSB0002744 1/1212020 1112/2021 ro NTED 1,OOp,000
X Contractual Llab, ii GEMEM 14,OD0
PEM
Included
GINIL ,rpft
AG LIMB AP RUES PER 2,000,ODO
POLICY 7f j� LX LOC 2,000,000
A f {
AUTOMORLE LIABILITY 451NGLE LtAeT 1,000.000
]C ANYAUro yy_►�� x 1'SA00015fi5 , 1/1212020 1112/2021
�AUr SS ONLY �--i S �BQOE Y_K JRYfft S_ +a
AlJr05 ONLY
A X i tMORELLAUAe X occuR 4.000.000
EXCESS LIAR CLAIMS
aIAni PSE0003117 1117/2020 1/1212021
Den XRETENTION s 014,000,OQp
A WDRKE*SCOMPENSATION ,
AND EMPLOYER$'UABLITY I I X
0LNYPROPRIETO"ARTNER,'EXECLM1E PSW0002388 1112J2020 1i1212021 .. 1,0OO,OQb x
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= EXCLUDED? � N 7 A - �...1
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unar �iP� i��__ •ObD,tlOp
1,000,000 0
A Professional Lab. k IRDP0036478 N1212020 111212021 er C a m1 gyregale 2,08Q,0
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DESCRIPTION OF OPERATIONS r LocATR]HS 1 YE!/ICLES FFAC pRp t01,AddlUOna1 Rnnarkl Schstluso,may 6e aflaehxt IS mars Eprcy Ia regWndl O
RE:MONROE COUNTY EMERGENCY OPERATION5 CENTER U
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inufiFue Caiiniy oriSFw of County Cammissloners,Florida Deportment of Transportation,and Florida DEhI are Included as additional Insured with respect to
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General Liability and Automobile Liability when required by wrltlen contract,
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SHOULD ANY DF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 0
Monroe County Board of County Commissioners THE EXPIRATION DATE THEREOF. NOTICE MILL BE DELIVERED IN
ACCORDANCE MTH THE POLICY PROVISIONS.
1100 Simonton St,Suite-2.216
Key West,FL 33040
AuTHDRI=a REPRESENTATIVE
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ACORD 25(201W03) W 1933.2015 ACORD CORPORATION. All rights reserved,
The ACORD name and logo are registered marks of ACORD
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