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Item F13
F13 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE i Mayor Holly Merrill Raschein,District 5 The Florida Keys Mayor Pro Tern James K.Scholl,District 3 Craig Cates,District 1 Michelle Lincoln,District 2 ' David Rice,District 4 Board of County Commissioners Meeting November 19, 2024 Agenda Item Number: F13 2023-3247 BULK ITEM: Yes DEPARTMENT: Project Management TIME APPROXIMATE: STAFF CONTACT: Cary Vick n/a AGENDA ITEM WORDING: Approval of an Agreement with StandGuard Aquatics, Inc. in the amount of$199,980.00, who was the lowest responsive bidder for the Jacobs Aquatic Center Filtration System Upgrade project. This project is funded by a TDC Grant. ITEM BACKGROUND: The County received a grant from the TDC for the replacement of the pool filtration equipment at Jacobs Aquatic Center in Key Largo. A Request for Proposals (RFP) for the Jacobs Aquatic Center Filtration System Upgrade was advertised and posted to BonFire in September 2024. A total of two (2)bids were received on October 29, 2024. StandGuard Aquatics, Inc. was the lowest responsible bidder to the RFP. PREVIOUS RELEVANT BOCC ACTION: N/A INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: n/a STAFF RECOMMENDATION: Approval of Agreement DOCUMENTATION: Bid Tabulation Sheet 10.29.24.pdf 815 County Forms—StandGuard.pdf Agreement—StandGuard—JACFilter—signed.pdf COI—StandGuard exp. 4.20.25.pdf FINANCIAL IMPACT: 121-71057 (TDC Grant#3225) COI on file. 816 ca .L LL 4- 0 (1) ca a� c ca ca 0 ch a� y_ 0 co1 E LO M CL M ci,CD M 00 r a�i 40 40o .n a� a > a) �-+ ca w v a) 0 cn ca Ln .® ca �-+ ca Ca >, s_ n cn ca v a�i v o U ca v o �-+ m 0) LO ca caca Ca cn a) On o ca Q cn L- o Q o ca d ® v cn a' Q o L d cn �. ca L- ', to v c y c v •c 0 c w ca . . i c6 ca _ i N 0 i -00 = a Q ca C i 0Ca d Q N ca N N V 0 d f6 Q J N U) I_- N °A Cco CL = , m U V _ ca a) p fA � U CD 817 JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE 8�_QN 00120 NON-COLLUSION AFFID"IT of the cityo'� A) P�6, vlc�- according to Ire-�� m oafftAnd under penalty of perjury, Apose and say that: I am r Ae4 I of the firm of �S+OV�CA vay the proposer making the Proposail for the prof described in the notice for calling for moposals for, _5', e-D�0 6 , i-c- Ce".'4e r P I��+,_0 ifte V%,%- U and that I execut4d thip said proposal with full authority to do so' 2. The prices in this proposal have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other proposer or with any competitor; and 3� Unless otherwise requiired by law, the prices which have been quoted in this proposal have not been knowingly disclosed by the proposer and will not knowingly be disclosed by the proposer prior to proposal opening, dlirectly or indirectly, to any other proposer or to any competitor; and 4. No attempt has been made or will be made by the proposer to induce any other person, partnership or corporation to submit, or not to submit, a proposal for thie purpose of restricting competition,; and 5. The staterne s c . d in this affidavit are true and correct, and made with full knowl ge s i tech. o - 1 (Fignatu/e of V'roposer) pate) 41 — STATE OF- :L1 COUNTY OF: Subscribed and sworn to (or affirmed) before me, by means of tl physical presence or Cl online notarization, on (date) by (name of affiant). HefShe is personally known to me or has, produced rs (type of identification) as id DAVID PEREZ %o. Notaq Pubk,Stals at FIOWda cwm�ssion#HH 440350 NOT�"LIC My MMIM.exp1T,?,%,Sept-5,2027 (SEAL) My commission PROPOSAL FORM 00 120-Page 29 of 221 818 JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE LOBBYING AND CONFLICT OF INTEREST CLAUSE SWORN STATEMENT UNDER ORDINANCE NO. 010-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE (Co pang) warrants that herit has not employed, retained or otherwise had act on his/its 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. 010-1990. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission, percentagie, gift, or consideration paid to the former County officer or employee", (Sign#re) Date: STATE 0 F: 0 r 17Lq COUNTY OF: , Subscribed and sworn to (or affirmed)before me, by means of/physical presence or L3 online notarization, on o �! , a& 9-0-d7y —(date) by LA4+�0cJ _Sej-bt!L/':j (name of afflant). He/She is personally I known to me or has produced cg� .1— (type of identification)as I V identification. DAVID PEREZ Notary Public,state-rot Florida NOTARY LIB; Garnmjssioj#HH 440350 com,rn,exp!rGs Sept,5 2OU My commission expires: PROPOSAL FORM 00 120—Page 30 of 221 819 JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE DRUG-FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute Section 287.087 hereby certifies that*. (Name of 113usiness) 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. 1 Gives each employee engaged in providing the commodities or contractual services that are under proposal a copy of the statement specified in subsection(1), 4. In the statement specified in subsection(1), notifies the employees that, as a condition of working on the commodities or contractual services that are under proposal,the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolio contenders to,any 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 if such is available in the employee's community,or 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, I certify that this fi ly with the above requirements. Propoxer's SignatureV s4 Date STATE OF, Ll odes COUNTY OF: yon t-(l Subscribed and sworn to(or affirmed)before me,by means of - physical presence or 11 online Y notarization,on QCA 1�*474��_ Of (date)by a,(,J 5 (name of affient). He/She is personally known to me or has produced C—Lvo OL (type of identification) as identification. DAVID PEREZ Notary PuNic,State of Florida NOTARY"?[C Gommissioing HH-440350 5- X0-7 (SEAL) Fi my comm.exp�ires Sept,5,2027 My commission expires:_:Se PROPOSAr'FORr Not 00 120-Page 31 of 221 820 JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE LOCAL PREFERENCE FORM A.Vendors claiming a local preference according to Ordinance 023-2009, as amended by Ordinance No, 004-2015 and 025-2015, must complete this form. Name of Bidder/Responder Date: 1,Does the vendor have a valid receipt for the business tax paid to the Monroe County Tax Collector dated at least one(1)year prior to the notice of request for bids or proposals? (Please furnish copy.) 2.Does the vendor have a physical business address located within Monroe County from which the vendor operates or performs business on a day-to-day basis that is a substantial component of the goods or services being offered to Monroe County? (The physical business address, must be registered as its principal place of business with the Florida Department of State for at least one(1)year prior to the notice of request for bid or proposal.) List Address: Telephone Number: B. Does the vendor/prime contractor intend to subcontract 50% or more of the goods, services or construction to local businesses meeting the criteria above as to licensing and location? If yes, please provide; 1.Copy of Receipt of the business tax paid to the Mor1roe County Tax Collector by the subcontractor dated at least one(1)year prior to the notice or request for bid or proposal. 2,Subcontractor's physical business address within Monroe County from which the subcontractor operates: (The physical business address must be registered as its principal place of business with the Florida Department of State for at least one(1)year prior to the notice of request for bids or proposals) Tel.Number Address Print Name: Signature and Title!of Authorized)Signatory for Bidder/Resporvder STATE OF: COUNTY OR Subscribed and sworn to(or affirmed)before me, by means of IJ physical presence or Cl online notarization,on (date) by (name of affiant). He/She is personally known to me or has produced (type of identification)as identification. NOTARY PUBLIC (SEAL) My commission expires: PROPOSAL FORM 00 120-Page 32 of 221 821 JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE PUBLIC ENTITY CRIME STATEMENT "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 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 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 (Proposer's name) nor any Affiliate has been placed on the convicted vendor list within the last thirty-six(36) mont (Sign ure) �,I, Date: LD 24 STATE OF. -Hoy t 60� COUNTY OF: ±!PjL Subscribed and sworn to or affirmed)before me, by means of U5/physical presence or 0 online notarization, on 061 d--f D�Oc _(date) by I(V (name of afflant). He/She is personally known to me or has produced 0 r (type of identification)as identification. NOTAB LIC A A. DAVIiD PEREZ Notary Public,State of Florida 1�2 EAWmissloag Hid 440350 My commission expires: — Mycornm.1expresScpi.5,2G27 ,.Fi PROPOSAL FORM 00120-Page 33 of 221 822 ,JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE VENDOR CERTIFICATION REGARDING SCRUTINIZED COMPANIES LIFTS Project escription(s), 3 v C0 6 5Ae,.�C_ � '�Cv_ 1. , 1C1_f}1D t4 5_15TcyvllV e. Respondent Vendor Name: 'Vendor FEW: Vendor's Authorized Representative Name and Title: ► i t Address. 5 P . A.,. . -6$,r l r ,3-i City: tr � State: (A zip: Phone(Number �' - Email Address: ul"4c-,-f 6�)5fy, a .cZ)YO Section 287.135, Florida Statutes prohibits a company from bidding on, submitting a proposal for, or entering Into or renewing a contract for goods or services of any amount if, at the time of contracting or renewal,the company is on the Scrutinized Companies that Boycott Israel List,created pursuant to Section 215.4 25, Florida Statutes, or its engaged in a Boycott of Israel„ Section 287.135, Florida Statutes, also prohibits a company from bidding on, submitting a proposal for, or entering into or renewing a contract for goods or services of$1,000,000 or more, that are on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the (Iran Terrorism Sectors 'Lists which were created pursuant to s.215A73, Florida Statutes,or is engaged in business operations in Cuba or Syria. As the person authorized to sign on behalf of Respondent, I hereby certify that the company identified above in the Section entitled"Respondent Vendor Name" is not listed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel and for Projects of$1,000,000 or more is not listed on either the Scrutinized Companies with Activities in Sudan List,the Scrutinized Companies with Activities In the Iran Terrorism Sectors List„or engaged in business operations in.Cuba or Syria. I understand that pursuant to Section 287.135, Florida Statutes, the submission of a false certification may subject company to civil penalties, attorney"s fees, and/or costs. I further understand that any contract with the County may be terminated, at the option of the County, If the company is found to have submitted a false certification or has been placed on the Scrutinized Companies that Boycott Israel List or engaged in a boycott of Israel or placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Terrorism Sectors List or been engaged in business operations in Cuba or Syria. Certified By: tA C,7,6C who is authorized to sign on behalf of the abov ref nc ro . Authorized Sign Lure: Print N e: (44 Title: Note:The List are available at the following Department of Management Services Site; http:1/www.drns.m,yflorida.com/business u eration dstatu3 _urrcIa irh_glvendor inforrrtati+aruiconyicte su,s ended d1scr1mingLtory_q2mp)a1nLs dor Misty PROPOSAL FORM 00120-Page 34 of 221 823 JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE AFFIDAVIT ATTESTING TO NONCOERCIVE CONDIXT FOR I,ABOR OR SERVICES, Entity)Vendor Name: ------ ('�4rd AQL'C4rC� Vendor FEIN —ZT-, LJ!3CJ C>1!5-Z' . I Vendor's Authorized Representative: S�Acrul (Nam'And Title) — 6 Address- 5tP&G Aflok aA)-J S-�r_ - r6 City, Le�Aelce'+Cl- State: 6A 21 Phone Number: o -35 Email Address: As a nongovernmental entity executing,renewing,or extending a contract with a goverm-nent entity,Va'idor is required to provide an affidavit under penalty of perjury attesting that Vendor does not use coercion for labor or services in accordance with Section 787,06.Florida Statutes. As defined in Section 787.06(2)(a),coercion rneans; 1. Using or threating to use physical force against any person; 2. Restraining,isolating,or confining orthreating to restrain,isolate,or confine any person without lawful authority and against her or his will; 3. TJsing lending or otlier credit inethods to establish a debt by any person when labor or services are pledged as a security for the debt, if the value of the labor or services as reasonably assessed is not applied toward the liquidation of the debt,the length and nabire of the labor or service are not respectively limited and defined; 4. Destroying, concealing, removing, confiscating, withholding, or possessing any actual or purported passport, visa, or other immigration document, or any other actual or purported govenirnent identification document, of any person; S. Causing or threating to cause financial harm to any person; 6. Enticing or luring any person by fraud or deceit',or 7. Providing a controlled substance as outlined in Schedule I or Schedule 11 of Section 893,03 to any person for the purpose of exploitation of that person. As a person authorized to sign on behalf of Vendor,I certify under penalties of perjury that Verider does not use coercion for labor or services in accordance with Section 797.06. Additionally, Vendor has reviewed Section 787.06,Florida Statutes,and agrees to abide by same. Certified By: , who is authorized to sign on behalf of the above refe nc co Authorized Sign turc:,. Print Name: C4 Cl N 1� Title- Rc PROPOSAL FORM 00 120-Page 35 of 221 824 Agreement Between Owner and Contractor Where the basis of payment is a STIPULATED SUM AGREEMENT Made as of the 19t" Day of November 2024 BETWEEN the Owner: Monroe County Board of County Commissioners 500 Whitehead Street Key West, Florida 33040 And the Contractor: StandGuard Aquatics, Inc. 5665 Atlanta Highway, Suite 103-168 Alpharetta, Georgia 30004 For the following Project: JACOBS AQUATIC CENTER FILTRATION SYSTEM UPGRADE Scope of the Work This contract involves the provision of all materials, equipment, and labor to replace the Pool Filter System at Jacobs Aquatic Center (JAC), a County owned facility, in Key Largo, Florida. The scope of work includes removing and replacing four of the five existing EPD Filter Tanks, removing and relocating, for other uses, one of the five existing EPD Filter Tanks. The replacement filter system shall be a new Regenerative Media Filter System. Specifications of the required filtration system are shown below. EPD Filter Tank #1, #3, #4 and #5 shall be removed and properly disposed of (a valid receipt from a licensed disposal site or recycling center shall be required to document "proper disposal"). EPD Filter Tank #2 shall be removed, cleaned and reinstalled the at former location of Filter Tank #1 as shown on Exhibit A. This relocated Filter Tank #2 shall be installed and re- plumbed to serve as the new filter tank for the Teaching Pool. The existing filter tank for the Teaching Pool, shall be removed and properly disposed of as shown on Exhibit A (a valid receipt from a licensed disposal site or recycling center shall be required to document "proper disposal". A new Regenerative Media Filter shall be furnished and installed to serve as the new filter system for the Competition Pool. This new tank shall be installed in the area where old Filter Tanks #3, #4 and #5 currently sit (left corner of the pump room). The Filter Tank being moved to the Teaching Pool (old Filter Tank #2) will be shifted over to the area where Filter Tank #1 is currently located. The current Teaching Pool filter will be removed Page 1 of 19 825 and disposed of and old Filter Tank #2, along with the existing filter valve and sand, will be connected from the new location and made operational. The Contractor shall provide a full and complete job as described herein and illustrated in Exhibit A. The Contractor shall furnish all labor, supervision, materials, power, tools, equipment, supplies, permits and any other means of construction necessary or proper for performing and completing the Scope of Work, unless otherwise specifically stated. Specifications for the scope of work shall include the following: 1. Based upon the scope and building drawings (Exhibit A)for where the filtration system will be housed, the Contractor shall furnish and install a properly sized Neptune Benson Defender Series SP-49-48-1548 Regenerative Media Filtration System or Monroe County approved alternative, providing the required function to maintain proper filtration standards, and ease of maintenance. This shall include, but not be limited to: pool filter(s); all necessary valves; pneumatic linkage; filter media as required, piping, fittings, foundation work (if required) etc. Except as required herein, the scope of work shall include all new materials and components; no refurbished or used equipment or materials shall be accepted. 2. Contractor shall furnish and provide all labor, equipment, materials, supplies, training, permits, start-up and testing of filtration system, etc. necessary to successfully complete the project, per specifications and scope. 3. Removal and disposal of current EPD Filter Tanks # 1, 3, 4 and 5 as shown on Exhibit A and the current (old) Teaching Pool EPD Filter. 4. Removal and relocation of (old) EPD Filter Tank #2 to current location of (old) EPD Filter Tank#1 as shown on Exhibit A, including the following: a. All pipe and fittings necessary to install the filter to the filtration system of the Teaching Pool, including connections to the existing pump, pool heater and backwash line. b. Furnish and install a new backwash booster pump of similar make, model and capacity of existing backwash booster pump. Scope shall include all electrical components (wire, breakers, conduit, connectors, etc.) necessary for installation. c. Furnish and install a new multiport valve of similar make, model and capacity of existing valve to operate the backwash system. d. Reconnect existing Pulsar Feeder System and Becsys-5 chemical feed controller to new filtration system. Test and adjust system to re-instate required functions. e. Contractor shall use the existing filter(old Filter Tank#2), filter backwash valve, and sand to reconnect the Teaching Pool. f. Contractor shall make the complete filtration system for the Teaching Pool operational for County to confirm successful installation. 5. Contractor shall furnish and install a properly sized Neptune Benson Defender series SP-49-48-1548 Regenerative Media Filtration System, or Monroe County approved alternative. Specifications for the Bensen Defender Regenerative Media Filtration System are as follows: a. Flow Rate: 1200-1400 GPM b. Filter Rate: .99 GPM/SF c. Filter Area: 1,211 SF Page 2 of 19 826 d. Replacement parts shall be readily available - upon completion of the project, 12 months' worth of Perlite shall be supplied by Contractor. 6. Contractor shall provide Monroe County staff with fully documented Start-up Testing and Training on all modified systems. 7. The new filtration system must meet the applicable Florida Department of Health, Bureau of Environmental Public Health State Standards for public pool filtration. The new filtration system shall meet the factory specifications for all system components installed or modified under this scope of work. ARTICLE 1 The Contract Documents The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Proposal Documents, Addenda issued prior to execution of this Agreement, together with the response to RFP and all required insurance documentation, and Modifications issued after execution of this Agreement. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. An enumeration of the Contract Documents, other than Modifications, appears in Article 9. In the event of a discrepancy between the documents, precedence shall be determined by the order of the documents as just listed. ARTICLE 2 The Work of this Contract The Contractor shall execute the entire Work described in the Contract Documents, except to the extent specifically indicated in the Contract Documents to be the responsibility of others, or as follows: N/A ARTICLE 3 Date of Commencement and Substantial Completion 3.1 The date of commencement is the date to be fixed in a Notice to Proceed issued by the Owner. The Contractor shall achieve Substantial Completion of the entire Work not later than Thirty (30) calendar days after the date of commencement or issuance of a Notice to Proceed. The time or times stipulated in the contract for completion of the work of the contract or of specified phases of the contract shall be the calendar date or dates listed in the milestone schedule. Liquidated damages will be based on the Substantial Completion Date for all work, modified by all approved extensions in time as set forth by the Director of Project Management's signature of approval on the Certificate of Substantial Completion. The liquidated damages table below shall be utilized to determine the amount of liquidated damages. FIRST SECOND 31ST DAY & CONTRACT AMOUNT 15 DAYS 15 DAYS THEREAFTER Under $50,000.00 $50.00/Day $100.00/Day $250.00/Day $50,000.00-99,999.00 100.00/Day 200.00/Day 750.00/Day Page 3 of 19 827 $100,000.00-499,999.00 200.00/Day 500.00/Day 2,000.00/Day $500,000.00 and Up 500.00/Day 1,000.00/Day 3,500.00/Day The Contractor's recovery of damages and sole remedy for any delay caused by the Owner shall be an extension of time on the Contract. Uncontrollable Circumstance. Any delay or failure of either Party to perform its obligations under this Agreement will be excused to the extent that the delay or failure was caused directly by an event beyond such Party's control, without such Party's fault or negligence and that by its nature could not have been foreseen by such Party or, if it could have been foreseen, was unavoidable: (a) acts of God; (b) flood, fire, earthquake, explosion, tropical storm, hurricane or other declared emergency in the geographic area of the Project; (c)war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest in the geographic area of the Project; (d) government order or law in the geographic area of the Project; (e) actions, embargoes, or blockades in effect on or after the date of this Agreement; (f) action by any governmental authority prohibiting work in the geographic area of the Project; (each, a "Uncontrollable Circumstance"). Contractor's financial inability to perform, changes in cost or availability of materials, components, or services, market conditions, or supplier actions or contract disputes will not excuse performance by Contractor under this Section. Contractor shall give County written notice within seven (7) days of any event or circumstance that is reasonably likely to result in an Uncontrollable Circumstance, and the anticipated duration of such Uncontrollable Circumstance. Contractor shall use all diligent efforts to end the Uncontrollable Circumstance, ensure that the effects of any Uncontrollable Circumstance are minimized and resume full performance under this Agreement. The County will not pay additional cost as a result of an Uncontrollable Circumstance. The Contractor may only seek additional time at no cost to the County as the Owner's Representative may determine. ARTICLE 4 Contract Sum 4.1 The owner shall pay the Contractor in current funds for the Contractor's performance of the Contract the Contract Sum of One Hundred Ninety-Nine Thousand Nine Hundred Eighty and 00/100 Dollars ($199,980.00), subject to additions and deductions as provided in the Contract Documents. 4.2 The Contract Sum is based upon the following alternates, if any, which are described in the Contract Documents and are hereby accepted by the Owner: N/A 4.3 Unit prices, if any, are as follows: N/A ARTICLE 5 Progress Payments 5.1 Based upon Applications for Payment submitted by the Contractor to the Director of Project Management, and upon approval for payment issued by the Director of Project Management and Architect, the Owner shall make progress payments on account of the Contract Sum to the contractor as provided below and elsewhere in the Contract Documents. Page 4 of 19 828 5.2 The period covered by each Application for payment shall be one (1) calendar month ending on the last day of the month. 5.3 Payment will be made by the Owner, upon receipt of a proper invoice from the Contractor, in accordance with the Florida Local Government Prompt Payment Act (Section 218.735, Florida Statutes) and Monroe County Code. The Contractor is to submit to the Owner invoices with supporting documentation that are acceptable to the Monroe County Office of Clerk and Comptroller (County Clerk). Acceptability to the County Clerk is based upon generally accepted accounting principles and such laws, rules and regulations as may govern the disbursal of funds by the County Clerk. The Owner is exempt from sales and use taxes. A copy of the tax exemption certificate will be provided by the Owner upon request. 5.4 Each Application for Payment shall be based upon the Schedule of Values submitted by the Contractor in accordance with the Contract Documents. The Schedule of Values shall allocate the entire Contract Sum among the various portions of the Work and be prepared in such form and supported by such data to substantiate its accuracy as the Director of Project Management may require. This schedule, unless objected to by the Director of Project Management, shall be used as a basis for reviewing the Contractor's Applications for Payment. 5.5 Applications for Payment shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. 5.6 Subject to the provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: 5.6.1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the total Contract Sum allocated to that portion of the Work in the Schedule of Values, less retainage of five percent(5%). Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute may be included in Applications for Payment. The amount of credit to be allowed by the Contractor to the Owner for a deletion or change which results in a net decrease in the Contract Sum shall be the net cost to the Owner, less Overhead, Profit and Documented Costs incurred prior to the change Request, as indicated in the corresponding line item in the Approved Schedule of Values for that line item as confirmed by the Director of Project Management.When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. 5.6.2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage; 5.6.3 Subtract the aggregate of previous payments made by the Owner; and 5.6.4 Subtract amounts, if any, for which the Director of Project Management has withheld or nullified a Certificate for Payment as provided in Paragraph 9.5 of the General Conditions. Page 5 of 19 829 5.7 The progress payment amount determined in accordance with Subparagraph 5.6 shall be further modified under the following circumstances: 5.7.1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to Ninety-five percent (95%) of the Contract Sum, less such an amount equal to 150 percent (150%) of the estimated cost to complete the items in accordance with Subparagraph 9.8.2 of the General Conditions as the Owner recommends and determines for incomplete Work and unsettled claims, including the assessment of liquidated damages; and 5.7.2 Within 20 business days after the list of incomplete Work is created, the Owner must pay the Contractor the remaining Contract Sum that includes all retainages previously withheld by the Owner less an amount equal to 150 percent (150%) of the estimated cost to complete the incomplete Work (i.e., "punch" list items). 5.7.3 If final completion of the Work is thereafter materially delayed through no fault of the Contractor, any additional amounts payable in accordance with Subparagraph 9.10.3 of the General Conditions. ARTICLE 6 Final Payment Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Contractor when (1) the Contract has been fully performed by the Contractor and the work has been accepted by the Owner except for the Contractor's responsibility to correct nonconforming Work as provided in Subparagraph 12.2.2 of the General Conditions and to satisfy other requirements, if any, which necessarily survive final payment, and (2) a final approval for payment has been issued by the Director of Project Management. Such final payment shall be made by the Owner not more than twenty (20) days after the issuance of the final approval for payment. The following documents (Samples in Section 01027, Application for Payment) are required for Final Payment: (1) Application and Certificate for Payment (2) Continuation Sheet (3) Certificate of Substantial Completion (4) Contractor's Affidavit of Debts and Claims (5) Contractor's Affidavit of Release of Liens (6) Final Release of Lien (7) Contractor shall provide two (2) hard copies in tabulated divided binders and one (1) saved electronically tabbed and indexed in Adobe Acrobat file (.PDF) format delivered on a common form (i.e. flash drive) of all the following, but not limited to: A. Project Record Documents (As Built Documents). B. Operating and maintenance data, instructions to the Owner's personnel. C. Warranties, bond and guarantees. D. Keys and keying schedule. Page 6 of 19 830 E. Spare parts and maintenance materials. F. Electronic copies of approved submittals. G. Evidence of payment and final release of liens and consent of surety to final release (includes final release from all utilities and utility companies). H. Copies of either a Certificate of Completion or Certificate of Occupancy issued by the Monroe County Building Department. ARTICLE 7 Miscellaneous Provisions 7.1 Where reference is made in this Agreement to a provision of the General Conditions or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. 7.2 Payment shall be made according to the Florida Local Government Prompt Payment Act and Monroe County Code. 7.3 Temporary facilities and services: As described in Section 01500, Temporary Facilities, of the General Conditions. 7.4 Annual Appropriation. 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 that the County funds on which this Agreement is dependent are withdrawn, this Agreement is terminated, and the County has no further obligation under the terms of this Agreement to the Contractor beyond that already incurred by the termination date. 7.5 A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid, proposal, or reply on a contract to supply any goods or services to a public entity, may not submit a bid, proposal, or reply 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 consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes for CATEGORY TWO for a period of thirty-six(36) months from the date of being placed on the convicted vendor list. 7.6 The following items are included in this contract: a) Maintenance of Records. Contractor shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Records shall be retained for a period of seven (7) years from the termination of this Agreement or five (5) years from the submission of the final expenditure report as per 2 CFR §200.333, if applicable, whichever is greater. Each party to this Agreement or their authorized representatives Page 7 of 19 831 shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the Agreement and for seven (7) years following the termination of this Agreement. If an auditor employed by the County or County Clerk determines that monies paid to Contractor pursuant to this Agreement were spent for purposes not authorized by this Agreement, or were wrongfully retained by the Contractor, the Contractor shall repay the monies together with interest calculated pursuant to Section 55.03, Florida Statutes, running from the date the monies were paid by the Owner. Right to Audit_ Availability of Records. The records of the parties to this Agreement relating to the Project, which shall include but not be limited to accounting records (hard copy, as well as computer readable data if it can be made available; subcontract files (including proposals of successful and unsuccessful bidders, bid recaps, bidding instructions, bidders list, etc); original estimates; estimating work sheets; correspondence; change order files (including documentation covering negotiated settlements); backcharge logs and supporting documentation; general ledger entries detailing cash and trade discounts earned, insurance rebates and dividends; any other supporting evidence deemed necessary by Owner or by the Monroe County Office of the Clerk of Court and Comptroller (hereinafter referred to as "County Clerk") to substantiate charges related to this Agreement, and all other agreements, sources of information and matters that may in Owner's or the County Clerk's reasonable judgment have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any contract document (all foregoing hereinafter referred to as "Records") shall be open to inspection and subject to audit and/or reproduction by Owner's representative and/or agents of Owner or the County Clerk. Owner or County Clerk may also conduct verifications such as, but not limited to, counting employees at the job site, witnessing the distribution of payroll, verifying payroll computations, overhead computations, observing vendor and supplier payments, miscellaneous allocations, special charges, verifying information and amounts through interviews and written confirmations with employees, Subcontractors, suppliers, and contractors' representatives. All records shall be kept for ten (10)years after Final Completion of the Project. The County Clerk possesses the independent authority to conduct an audit of records, assets, and activities relating to this Project. If an auditor employed by the County or County Clerk determines that monies paid to Contractor pursuant to this Agreement were spent for purposes not authorized by this Agreement, or were wrongfully retained by the Contractor, the Contractor shall repay the monies together with interest calculated pursuant to Section 55.03, Florida Statutes, running from the date the monies were paid to Contractor. The Right to Audit provisions survive the termination or expiration of this Agreement. b) Governing Law, Venue, Interpretation, Costs, and Fees: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement, the County and Contractor agree that venue shall lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The Parties waive their rights to trial by jury. The County and Contractor agree that, in the event of conflicting interpretations of the terms or a term of this Agreement by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. Page 8 of 19 832 c) Severability. If any term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The County and Contractor agree to reform the Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. d) Attorney's Fees and Costs. The County and Contractor agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees and court costs as an award against the non-prevailing party and shall include attorney's fees and court costs in appellate proceedings. e) Binding Effect. The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the County and Contractor and their respective legal representatives, successors, and assigns. f) Authority. Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. Each party agrees that it has had ample opportunity to submit this Contract to legal counsel of its choice and enters into this agreement freely, voluntarily and with advice of counsel. g) Claims for Federal or State Aid. Contractor and County agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Agreement. Any conditions imposed as a result of the funding that affect the Project will be provided to each party. h) Adjudication of Disputes or Disagreements. The County and Contractor agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. This Agreement is not subject to arbitration. This provision does not negate or waive the provisions of Section 7.4, Section 7.6 or Article 8 concerning termination or cancellation. i) Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Agreement, County and Contractor agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. The County and Contractor specifically agree that no party to this Page 9 of 19 833 Agreement shall be required to enter into any arbitration proceedings related to this Agreement. j) Nondiscrimination/Equal Employment Opportunity. The parties agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. The parties agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352), which prohibit discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC §§ 1681-1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC § 794), which prohibits discrimination on the basis of disability; 4) The Age Discrimination Act of 1975, as amended (42 USC §§ 6101-6107), which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, §§ 523 and 527 (42 USC §§ 690dd-3 and 290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC §§ 3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC §§ 12101 Note), as may be amended from time to time, relating to nondiscrimination in employment on the basis of disability; 10) Monroe County Code Chapter 14, Article II, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; and 11) any other nondiscrimination provisions in any federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. k) Covenant of No Interest. The County and Contractor covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Agreement, and that only interest of each is to perform and receive benefits as recited in this Agreement. I) Code of Ethics. The County agrees that officers and employees of the County recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. m) No Solicitation/Payment. The County and Contractor warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Page 10 of 19 834 Agreement. For the breach or violation of the provision, the Contractor agrees that the County shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. n) Employment or Retention of Former County Officers or Employees. The Contractor warrants that it has not employed, retained or otherwise had act on its behalf any former County officer or employee in violation of Section 2-149, Monroe County Code of Ordinances or any County officer or employee in violation of Section 2-150, Monroe County Code of Ordinances. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may also, in its discretion, deduct from the contract or purchase price, or otherwise recover the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee pursuant to Subsection 2-152(b), Monroe County Code of Ordinances. o) Public Records Compliance. The Contractor must comply with Florida public records laws, including but not limited to Chapter 119, Florida Statutes and Section 24 of Article I of the Constitution of Florida. The County and Contractor shall allow and permit reasonable access to, and inspection of, all documents, records, papers, letters or other "public record" materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the County and Contractor in conjunction with this contract and related to contract performance. The County shall have the right to unilaterally cancel this contract upon violation of this provision by the Contractor. Failure of the Contractor to abide by the terms of this provision shall be deemed a material breach of this contract and the County may enforce the terms of this provision in the form of a court proceeding and shall, as a prevailing party, be entitled to reimbursement of all attorney's fees and costs associated with that proceeding. This provision shall survive any termination or expiration of the contract. The Contractor is encouraged to consult with its advisors about Florida Public Records Law in order to comply with this provision. Pursuant to Section 119.0701, Florida Statutes and the terms and conditions of this contract, the Contractor is required to: (1) Keep and maintain public records that would be required by the County to perform the service. (2) Upon receipt from the County's custodian of records, provide the County with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (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 for the duration of the contract term and following completion of the contract if the contractor does not transfer the records to the County. Page 11 of 19 835 (4) Upon completion of the contract, transfer, at no cost, to the County all public records in possession of the Contractor or keep and maintain public records that would be required by the County to perform the service. If the Contractor transfers all public records to the County upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the County, upon request from the County's custodian of records, in a format that is compatible with the information technology systems of the County. (5) A request to inspect or copy public records relating to a County contract must be made directly to the County, but if the County does not possess the requested records, the County shall immediately notify the Contractor of the request, and the Contractor must provide the records to the County or allow the records to be inspected or copied within a reasonable time. If the Contractor does not comply with the County's request for records, the County shall enforce the public records contract provisions in accordance with the contract, notwithstanding the County's option and right to unilaterally cancel this contract upon violation of this provision by the Contractor. A Contractor who fails to provide the public records to the County or pursuant to a valid public records request within a reasonable time may be subject to penalties under Section 119.10, Florida Statutes. The Contractor shall not transfer custody, release, alter, destroy or otherwise dispose of any public records unless or otherwise provided in this provision or as otherwise provided by law. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY AT PHONE# 305- 292-3470 BRADLEY-BRIAN@MONROECOUNTY-FL.GOV, MONROE COUNTY ATTORNEY'S OFFICE, 1111 12TH Street, SUITE 408, KEY WEST, FL 33040. p) Non-Waiver of Immunity. Notwithstanding the provisions of Section 768.28, Florida Statutes, the participation of the Contractor and the County in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the County be required to contain any provision for waiver. q) Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the County, when Page 12 of 19 836 performing their respective functions under this Agreement within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. r) Legal Obligations and Responsibilities. This Agreement is not intended to relieve, nor shall it be construed as relieving, any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. s) Non-Delegation of Constitutional or Statutory Duties. This Agreement is not intended to authorize, 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. t) Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third- party claim or entitlement to or benefit of any service or program contemplated hereunder, and the County and the Contractor agree that neither the County nor the Contractor or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Agreement. u) Attestations. The Contractor agrees to execute such documents as the County may reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug-Free Workplace Statement. v) No Personal Liability. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. w) 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. x) Hold Harmless, Indemnification, and Defense. Notwithstanding any minimum insurance requirements prescribed elsewhere in this Agreement, Contractor shall defend, indemnify and hold the COUNTY and the COUNTY's elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses that may be asserted against, initiated with respect to, or sustained by, any indemnified party by reason of, or in connection with, (A) any activity of Contractor or any of its employees, agents, contractors or other invitees during the term of this Agreement, (B) the negligence or Page 13 of 19 837 recklessness, intentional wrongful misconduct, errors or other wrongful act or omission of Contractor or any of its employees, agents, sub-contractors or other invitees, or (C) Contractor's default in respect of any of the obligations that it undertakes under the terms of this Agreement, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or expenses arise from the intentional or sole negligent acts or omissions of the COUNTY or any of its employees, agents, contractors or invitees (other than Contractor). The monetary limitation of liability under this contract shall be equal to the dollar value of the contract and not less than $1 million per occurrence pursuant to Section 725.06, Florida Statutes. The limits of liability shall be as set forth in the insurance requirements included in this Agreement. Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses relate to events or circumstances that occur during the term of this Agreement, this section will survive the expiration of the term of this Agreement or any earlier termination of this Agreement. In the event that the completion of the project (to include the work of others) is delayed or suspended as a result of the Contractor's failure to purchase or maintain the required insurance, the Contractor shall indemnify the County from any and all increased expenses resulting from such delay. Should any claims be asserted against the County by virtue of any deficiency or ambiguity in the plans and specifications provided by the Contractor, the Contractor agrees and warrants that the Contractor shall hold the County harmless and shall indemnify it from all losses occurring thereby and shall further defend any claim or action on the County's behalf. The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this Agreement. This indemnification shall survive the termination of this Contract. Nothing contained in this paragraph is intended to nor shall it constitute a waiver of the County's sovereign immunity. y) Section Headings. Section headings have been inserted in this Agreement as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Agreement and will not be used in the interpretation of any provision of this Agreement. z) Disadvantaged Business Enterprise (DBE) Policy and Obligation. It is the policy of the County that DBE's, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with County funds under this agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The County and its Contractor agree to ensure that DBE's have the opportunity to participate in the performance of the Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal and state laws and regulations to ensure that DBE's have the opportunity to compete and perform contracts. The County and Contractor and subcontractors shall not discriminate on the basis of race, color, national origin or sex in award and performance of contracts, entered pursuant to this Agreement. aa)Agreements with Subcontractors. In the event that the Contractor subcontracts any or all of the work in this project to any third party, the Contractor specifically agrees to Page 14 of 19 838 identify the COUNTY as an additional insured on all insurance policies required by the County. In addition, the Contractor specifically agrees that all agreements or contracts of any nature with his subcontractors shall include the COUNTY as additional insured. bb) Florida Green Building Coalition Standards. Monroe County requires its buildings to conform to Florida Green Building Coalition standards. Special Conditions, if any, are detailed in Section 00100 of the Project Manual for this Project. cc) Independent Contractor. At all times and for all purposes under this Agreement, Contractor is an independent contractor and not an employee of the Board of County Commissioners of Monroe County. No statement contained in this Agreement shall be construed so as to find the Contractor or any of its employees, subcontractors, servants, or agents to be employees of the Board of County Commissioners of Monroe County. dd) E-Verify System. Beginning January 1, 2021, in accordance with Section 448.095, Florida Statutes, the Contractor and any subcontractor shall register with and shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the work authorization status of all new employees hired by the Contractor 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 work authorization status of all new employees hired by the subcontractor during the Contract term. Any subcontractor shall provide an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. The Contractor shall comply with and be subject to the provisions of Section 448.095, Florida Statutes. ee) Entire Agreement. This writing embodies the entire agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. Any amendment to this Agreement shall be in writing, approved by the Board of County Commissioners, and signed by both parties before it becomes effective. 7.7 Any written notices or correspondence given pursuant to this contract shall be sent by United States Mail, certified, return receipt requested, postage prepaid, or by courier with proof of delivery. The place of giving Notice shall remain the same as set forth herein until changed in writing in the manner provided in this paragraph. Notice is deemed received by Contractor when hand delivered by national courier with proof of delivery or by U.S. Mail upon verified receipt or upon the date of refusal or non-acceptance of delivery. Notice shall be sent to the following persons: For Contractor: Matthew Satterly, President StandGuard Aquatics, Inc. 5665 Atlanta Highway, Suite 103-168 Alpharetta, Georgia 30004 Page 15 of 19 839 For Owner: Director of Project Management Assistant County Administrator, PW& E 1100 Simonton St., Room 2-216 1100 Simonton St., Suite 2-205 Key West, Florida 33040 Key West, Florida 33040 County Attorney 1111 12th Street, Suite 408 Key West, Florida 33040 ARTICLE 8 Termination or Suspension 8.1 The Contract may be terminated by the Owner as provided in Article 14 of the General Conditions. 8.2 In the event that the Contractor shall be found to be negligent in any aspect of service, the County shall have the right to terminate this Agreement after five (5) calendar days'written notification to the Contractor. 8.3 Either of the parties hereto may cancel this Agreement without cause by giving the other party sixty (60) days' written notice of its intention to do so. 8.4 Termination for Cause and Remedies. In the event of breach of any contract terms, the County retains the right to terminate this Agreement. The County may also terminate this Agreement for cause with Contractor should Contractor fail to perform the covenants herein contained at the time and in the manner herein provided. In the event of such termination, prior to termination, the County shall provide Contractor with seventy-two (72) hours' written notice and provide the Contractor with an opportunity to cure the breach that has occurred. If the breach is not cured, the Agreement will be terminated for cause. If the County terminates this Agreement with the Contractor, County shall pay Contractor the sum due the Contractor under this Agreement prior to termination, unless the cost of completion to the County exceeds the funds remaining in the contract; however, the County reserves the right to assert and seek an offset for damages caused by the breach. The maximum amount due to Contractor shall not in any event exceed the spending cap in this Agreement. In addition, the County reserves all rights available to recoup monies paid under this Agreement, including the right to sue for breach of contract and including the right to pursue a claim for violation of the County's False Claims Ordinance, located at Section 2-721 et al. of the Monroe County Code. 8.5 Termination for Convenience. The County may terminate this Agreement for convenience, at any time, upon thirty (30) days' written notice to Contractor. If the County terminates this Agreement with the Contractor, County shall pay Contractor the sum due the Contractor under this Agreement prior to termination, unless the cost of completion to the County exceeds the funds remaining in the contract. The maximum amount due to Contractor shall not exceed the spending cap in this Agreement. 8.6 For Contracts of any amount, if the County determines that the Contractor/Consultant has submitted a false certification under Section 287.135(5), Florida Statutes or has been placed on the Scrutinized Companies that Boycott Israel List, or is engaged in a boycott of Israel, the County shall have the option of (1) terminating the Agreement after it has Page 16 of 19 840 given the Contractor/Consultant written notice and an opportunity to demonstrate the agency's determination of false certification was in error pursuant to Section 287.135(5)(a), Florida Statutes, or (2) maintaining the Agreement if the conditions of Section 287.135(4), Florida Statutes, are met. 8.7 For Contracts of$1,000,000 or more: (1) If the County determines that the Contractor/Consultant submitted a false certification under Section 287.135(5), Florida Statutes, the County shall have the option of(1) immediately terminating the Agreement after it has given the Contractor/Consultant written notice and an opportunity to demonstrate the agency's determination of false certification was in error pursuant to Section 287.135(5)(a), Florida Statutes, or (2) maintaining the Agreement, at the County's option, if the conditions of Section 287.135(4), Florida Statutes, are met. (2) If the Contractor/Consultant has been placed on the Scrutinized Companies with Activities in the Sudan List, or if the Contractor/Consultant has been placed on a list created pursuant to Section 215.473, Florida Statutes relating to scrutinized active business operations in Iran, or been engaged in business operations in Cuba or Syria, the County shall have the option of (1) terminating the Agreement, or (2) maintaining the Agreement, at the County's option, if the conditions of Section 287.135(4), Florida Statutes, are met. ARTICLE 9 Enumeration of Contract Documents 9.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows: N/A 9.1.1 The Agreement is this executed Standard Form of Agreement Between Owner and Contractor. 9.1.2 The General Conditions are the General Conditions of the Contract for Construction. 9.1.3 The Supplementary and other Conditions of the Contract are those contained in the Request for Proposals. 9.1.4 The Addenda, if any, are as follows: Number Date # of Pages 1 10/17/24 1 2 10/17/24 2 This Agreement is entered into as of the day and year first written above and is executed in at least one (1) original copy. Page 17 of 19 841 CN Iq 00 Execution by the Contractor must be by a person with authority to bind the entity. SIGNATURE OF THE PERSON EXECUTING THE DOCUMENT MUST BE NOTARIZED. (SEAL) BOARD OF COUNTY COMMISSIONERS Attest; Kevin Madok, Cl!erk OF MONROE COUNTY, FLORIDA By:__ By: As Deputy Cl'erk Mayor/Chairman Date----, M(,)NRC)E COUNTY ATTOMNEYS CWTICE AP'PAOVED AS TO FORM A�"ISTANT UNIYArfOANEY 11-D4-2D24 CONTRACTOR: S AQUATICS, INC. Signature:- Print Name:- O-tf- Tjt1e:--Prey: STATE OF COUNTY OF fk) On this day of j 00 2024, before me, the u ers�jned notar p blic, by means-of 1physical presence or El online, personally appeared gc,� (name of affix nown to me to be the person whose name is subscribed above or who produced (SW 0611917-l) - I idlentifica ' I and acknowledged that he/she is the person who executed the ve contr ct with on roe C rity for JACOBS AQUATIC CENTER FILTRATION SYSTEM G E f :he P o s t r in contai d'. Nota Publi C, r B P t 'nt Na/rne- OT Lot ES My commission expires: 0 —L4- , a 10 &13 L Page 18 of 19 GENERAL REQUIREMENTS Where Project Management is Not a Constructor Section 00750 General Conditions Section 00970 Project Safety and Health Plan Section 00980 Contractor Quality Control Plan Section 01015 Contractor's Use of the Premises Section 01027 Application for Payment Section 01030 Alternates Section 01040 Project Coordination Section 01045 Cutting and Patching Section 01050 Field Engineering Section 01200 Project Meetings Section 01301 Submittals Section 01310 Progress Schedules Section 01370 Schedule of Values Section 01385 Daily Construction Reports Section 01395 Request for Information— (RFI) Section 01410 Testing Laboratory Services Section 01421 Reference Standards and Definitions Section 01500 Temporary Facilities Section 01520 Construction Aids Section 01550 Access Roads and Parking Areas Section 01560 Temporary Controls Section 01590 Field Offices and Sheds Section 01595 Construction Cleaning Section 01600 Material and Equipment Section 01630 Post-Proposal Substitutions Section 01640 Product Handling Section 01700 Contract Closeout Section 01710 Final Cleaning Section 01720 Project Record Documents Section 01730 Operation and Maintenance Data Section 01740 Warranties Page 19 of 19 843 DATE(MM/DD/YYYY) A�Rom® CERTIFICATE OF LIABILITY INSURANCE 4/19/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Donald Morgan Morgan&Associates Insurance Group GA PHONE 7709178477 8667136171 g P- A/C,No,Ext: (A/CFAX,No): PO Box 5813 ADDRESS: dmorgan@maginsurance.com INSURER(S)AFFORDING COVERAGE NAIC# Douglasville GA 30154 INSURER A: KINSALE INSURANCE COMPANY 20010 INSURED INSURER B: STARNET INSURANCE COMPANY Standguard Aquatics Inc INSURER C: ACCEPTANCE INDEMNITY INSURANCE 5665 Atlanta Hwy INSURER D: Ste 103-168 INSURER E: Alpharetta GA 30004 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADEETT- OCCUR PREMISES(Ea occurrence) $ 100,000 Pool maintenance MED EXP(Any one person) $ 5,000 A Life Guard Services Y 0100236475-1 04/20/2024 04/20/2025 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 x POLICY ❑PE� ❑LOC PRODUCTS-COMP/OP AGG $ 1,000,000 X OTHER: Contractual Liability $ AUTOMOBILE LIABILITY (Ea accident) $ 1,000,000 ANY AUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED AUTOS ONLY AUTOS 0100236475-1 04/20/2024 04/20/2025 BODILY INJURY(Per accident) $ HIRED �/ NON-OWNED $ AUTOS ONLY /� AUTOS ONLY (Per accident) x UMBRELLA LAB �dCLAIMS-MADE OCCUR EACH OCCURRENCE $ C EXCESS LAB Y EMM0001262 02 04/20/2024 04/20/2025 AGGREGATE $ 5,000,000 DED RETENTION$ $ 5,000,000 WORKERS COMPENSATION ER OTH- x STATUTE ER ND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $ 1,000,000 B OFFICER/MEMBER EXCLUDED? Fy] N/A BNUWC0159934 05/25/2024 05/25/2025 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 Y DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) The Monroe County Board of County Commissioners are listed as additional insureds and Loss payeesFS �b. 4.19.24 - _ m CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Monroe County BOCC ACCORDANCE WITH THE POLICY PROVISIONS. 1100 Simonton Street AUTHORIZED REPRESENTATIVE va a 4J Mario— Key West FL 33040 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 844 Liz Yongue From: Gomez-Krystal <Gomez-Krystal@MonroeCounty-FL.Gov> Sent: Tuesday, November 19, 2024 6:07 AM To: Shillinger-Bob; Ballard-Lindsey; Liz Yongue; Hurley-Christine Subject: FW: Pool Filtration Upgrade Importance: High Deletion for today. From: Rubio-Suzanne<Rubio-Suzanne@MonroeCounty-FL.Gov> Sent: Monday, November 18, 2024 7:21 PM To:Wilson-Kevin <Wilson-Kevin@MonroeCounty-FL.Gov>;Vick-Cary<Vick-Cary@ Mon roeCounty-FL.Gov>; Gomez- Krystal <Gomez-Krystal@MonroeCounty-FL.Gov> Cc: DiNovo-Joseph <Di Novo-Joseph @MonroeCounty-FL.Gov>; Matt Satterly<matt@standguardaquatics.com>; Ballard- Lindsey<Ballard-Lindsey@ Mon roeCounty-FL.Gov>; Erickson-Breanne<Erickson-Breanne@ Mon roeCounty-FL.Gov> Subject: RE: Pool Filtration Upgrade Importance: High All, After discussing this issue with Kevin Wilson and Cary Vick, I think it is our best interest to push the approval of this item back to the December 11t" BOCC meeting. I am uncomfortable with the idea of rushing it through and would feel better if we knew what additional permitting might be required. I will notify the contractor of the decision and work with him to get all of the correct paperwork or documentation completed. Krystal and Lindsey,this is regarding item F13 on tomorrow's agenda. I apologize for the late notice,we only found out about a possible issue late this afternoon and had hoped to be able to keep it on November. Please move this item to December and let me know if you need anything from me or Project Management. Thankyou, Suzi Rubio,mpm Sr. Project & Budget Manager Aide to I(evin Willson, sstm County Administrator 102050 Overseas Hwy., Suite 213 Key Largo, FL 33037 Cell: 305-393-6277 Office: 305-453-8788 4 1 PLEASE NOTE: FLORIDA HAS A VERY BROAD RECORDS LAW. MOST WRITTEN COMMUNICATIONS TO OR FROM THE COUNTY REGARDING COUNTY BUSINESS ARE PUBLIC RECORDS AVAILABLE TO THE PUBLIC AND MEDIA UPON REQUEST. YOUR EMAIL COMMUNICATION MAY BE SUBJECT TO PUBLIC DISCLOSURE. From: Matt Satterly<matt.2.st:a_ndguardaguatics.com> Sent: Monday, November 18, 2024 6:01 PM To: Rubio-Suzanne<IFS_.a .%n-SLa.znn ( IMaanraanCaa�anty-lFlLenv> Cc:Wilson-Kevin <Wilson-K_nv%n( IMnnrnnCn anty-FIL.Gov>;Vick-Cary<Vick-C r ( IMaanraanCaa�anty-lFlLe nv>; DiNovo- Joseph <DiNovo-Jaasnph(�.IMnnrnnCn anty-IFIL.Gov> Subject: Re: Pool Filtration Upgrade CAUTION:This email originated from outside of the County. Whether you know the sender or not, do not click links or open attachments you were not expecting. Good Evening We do have a qualifier for this project. Chris ]ones CPC1460660 He will pull the necessary permit from the Health Department for this project. Thanks, Matt Satterly StandGuard Aquatics Office: 844-651-1990 Fax: 855-316-1054 w..w..w s1.2 nASMAjdaquatiics.corn On Mon, Nov 18, 2024 at 5:17 PM Rubio-Suzanne <R ubio-_S uzanne@monro county-f0.gov>wrote: Kevin and Cary, Kevin and I had a conversation with the Dept of Health pool inspector/reviewer a few moments ago. He let us know that a Certified Pool Installer or General Contractor's license would be required along with certified engineered drawings to replace the filters at Jacobs Aquatic Center. We had received word from the Building Department that a permit was not necessary, so I had not pursued engineered drawings. I spoke with Matt Satterly a moment ago, copied herein, and he let me know that he has a qualifier for the project. He also said that he can get the engineered drawings put together under the current scope. Please let me know if you think we should pull the item off of the agenda or if you think it would be OK to move forward. I am fine either way, but we do have to remember there is a six week lead time on the equipment.That should be enough time to get the drawings completed, and even if we need to wait, funding does not run out on this until September 30,2025. How do you feel about it? Thank you, 2 Suzi Rubio, .mpm Sr. Project& Budget Manager Aide to Kevin Wilson, Asst. County Administrator 102050 Overseas Hwy., Suite 213 Key Largo, FL 33037 Cell: 305-393-6277 Office: 305-453-8788 .......................................... .g.qy .............. PLEASE NOTE: FLORIDA HAS A VERY BROAD RECORDS LAW. MOST WRITTEN COMMUNICATIONS TO OR FROM THE COUNTY REGARDING COUNTY BUSINESS ARE PUBLIC RECORDS AVAILABLE TO THE PUBLIC AND MEDIA UPON REQUEST. YOUR EMAIL COMMUNICATION MAY BE SUBJECT TO PUBLIC DISCLOSURE. 3