HomeMy WebLinkAbout2021 AgreementDacuSign Envelope ID: 118A9915.FC5B4531)-AA9D.8301E1CB4548
DESIGN BUILD GUARANTEED MAXIMUM PRICE [GMP) WORK SERVICES AGREEMENT
RFQ 19.04: Design Build of Multi -Purpose Hangar and Office Building at Sebastian Municipal Airport
AGREEMENT APPROVED BY CITY COUNCIL: APRIL 14. 2021
AGREEMENT EFFECTIVE DATE: APRIL 15. 2021
1. Parties:
City of Sebastian, a municipal corporation of the State of Florida, (City).
and
Ahrens Enterprises, Inc. (Design Builder).
2. Designated Contact Person as to C&: 3. Designated Contact Person as to Design Builder:
Scott Baker (PROJECT MANAGER) Richard C. Ahrens (PROJECT MANAGER)
Public Facilities Director Chief Executive Officer
1225 Main Street 1461 Kinetic Rd.
Sebastian, Florida 32958 Lake Park, FL 33403
Phone: 772-388-8113 Phone: 561-863-9004
Cell: 772-633-0897 Cell: 561-909-8543
Email: sbaker@cityofsebastian.org Email: richard@ahrenscompanies.com
4. Guaranteed Maximum Price (GMP). The Design Builder's GMP for the Work is a total of One Million. Nine
Hundred Sixty -Four Thousand. One Hundred Eighty -Seven dollars and Zero cents J$1.964.187.00). The
Design Builder shall be entitled to no increase. Thhis price is for the performance of the Work in accordance
with the Agreement Documents listed in Section 6.
5. Project Time. The Design Builder shall achieve Substantial Completion of the Work and issue Certification of
Occupancy no later than June 30, 2022. Time is of the essence in the performance of this Agreement.
NOTE: The City reserves the right to allow for any approved extensions.
6. Agreement Document.
• Exhibit "A" —GMP Proposal for Design Build Project, including Project Qualifications, dated
March 18, 2021
• Exhibit'B" — Project Schedule(s) - to be submitted within 10 days of Notice to Proceed (NTP)
• Exhibit "C" — Payment and Performance Bond, to be submitted within 10 days of NTP
Additional Agreement Documents include the Supplemental General Conditions, Notice to Proceed (NTP),
Purchase Order(s), Contract Amendments and Change Order(s).
7. Liquidated Damages. If the Design Builder fails to achieve Substantial Completion of the Work within the
Contract Time listed above, the City shall be entitled to retain or recover, as liquidated damages and not as a
penally, the sum of 300.00 qer calendar day. Liquidated Damages will be sought starting on the first day
following expiration o e Contract and continuing until the actual date of Substantial Completion.
Such liquidated damages are hereby agreed to be a reasonable estimate of damages the City will incur as a
result of delayed completion. The City may deduct liquidated damages from any unpaid amounts due the
Design Builder under this Agreement. Any liquidated damages not so deducted from any unpaid amounts
due the Design Builder shall be payable to the City at the demand of the City, together with interest from the
date of the demand at the maximum allowable rate.
8. City Funds. If sufficient funding is not available for Design Builder to complete the Work, City reserves the
right to modify the terms and conditions of the Agreement to change the Scope of Work to reduce the cost to
match any available funding. If such modifications to the Scope of Work are not feasible, or if funding has
been totally exhausted prior to Design Builder's completion of its Work, the Agreement shall be terminated on
terms reasonably acceptable to both parties.
City of Sebastian, Florida / Ahrens Enterprises, Inc. dba Ahrens Companies (GMP)
RFQ 19-04 Design Build of Multi -Purpose Hangar and Office Building at Airport Page i of 5
DocuSign Envelope ID: 11BA9915-FC5B463D-AA3D-8301E1C04546
9. Project Team. Design Builder will provide names and roles of the Project Team assigned for
approval by the City. If any member of the Project Team discontinues service on the Project for any
reason whatsoever, Design Builder shall promptly replace such team member With a qualified
individual approved by the City, in writing, which approval will not be unreasonably withheld.
10. City's Project Manager. City shall designate a Project Manager. All Work done by the Design
Builder shall be subject to the review, inspection and acceptance of the Project Manager and the City.
Any and all technical questions which may area as to the quality, completeness and acceptability of
Work performed, or Work to be performed, interpretation of planstspecifications and all technical
questions as to the acceptable fulfillment of the Agreement on the par of the Design Builder shall be
referred to the City Manager who will resolve such questions. All Work shall be subject at all times to
inspection and review by the Project Manager and the City.
11. Schedules, Reports and Records. Design Builder shall submit to City cost schedules, progress
schedules, estimates, records, reports, and any other data, as related to the provision of the Work
covered under the Agreement. Furthermore, City reserves the right to inspect and audit Design
Builder's books and records relating to the Agreement, when deemed appropriate by City. All
schedules, reports and records of Design Builder, as they relate to the Agreement, shall be retained by
Design Builder for a period of three (3) years from the date of final payment under the Agreement.
12. Design Builder Initiated Changes. If the Design Builder initiates a substitution, deviation or change
in the work which affects the scope of work or the expense of other trades, Design Builder shall be
liable for the expense thereof, and any incidental extra work created by the change.
13. Termination for Convenience. Upon ten (10) days' written notice to Design Builder, the City may,
for its convenience and without cause, elect to terminate this Agreement. In the event of termination,
City will be responsible for compensating Design Builder only for the Work satisfactorily completed or
partially completed up to the date of termination. Design Builder shall not be entitled to compensation
for loss of anticipated profit.
14. Insurance. During the term of the Agreement, Design Builder, at its sole expense, shall obtain and
maintain insurance of such a type and with such terns and limits as noted below. Providing and
maintaining adequate insurance coverage is a material obligation of Design Builder. Design Builder
shall provide City a certificate(s) of insurance, evidencing such coverage. It is the Design Builder's
responsibility to ensure that the City has current Certificate(s) of Insurance at all times during the
duration of the agreement, including renewal terms.
14.1 Minimum Insurance Requirements. The coverage's, limits or endorsements required herein protect
the primary interests of City, and these coverage's, limits or endorsements shall in noway be required
to be relied upon when assessing the extent or determining appropriate types and limits of coverage to
protect Design Builder against any loss exposures, whether as a result of the Project or otherwise. All
insurance policies shall name and endorse the following as additional insured(s): the City of
Sebastian and *is Citv Council members, officers, employees and agents.
an amount not less than:
Commercial General ' $2,000,000 General Aggregate Limit; Each Aggregate Limit; Products &
Liability • Completed Operations; and Personal & Advertising Injury
$50,000 Fire Damage Limit
• $5.000 Medical Expense Limit
Professional Liability an amount not less than:
(Errors & Omissions) $500,000 Each Occurrence, covering any damages caused by an error,
omission or an
not negligent acts.
an amount lessan:
Automobile Liability . $1,000,000 Each Occurrence & Combined Single Limit
$5.000 Medical Erg ense Limit
In accordance with Fonda Statutes 440, maintain worker's compensation
Worker's insurance to the extent required by law for all their employees to be engaged in
Compensation work under this contract.
City of Sebastian, Florida I Ahrens Enterprises, Inc. ohs Ahrens Companies (GMP)
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15. Payments.
15.1 Prompt Payment. City shall make payment of a payment request in accordance with Chapter
218, Part VII of the Florida Statutes "Local Government Prompt Payment Act' from the date
which a properly received payment request/invoice is recorded as received by City, for Work
completed to the satisfaction of City.
15.2 Payment Requests/Invoices. Requests for payment for the provision of the Work provided
under the Agreement shall be submitted no more frequently than once per month, unless
stipulated differently in the Agreement or solicitation documents. All requests for
payment/invoices shall be submitted in sufficient detail to demonstrate compliance with the terms
of the Agreement and to allow for the proper pre -audit and post -audit thereof. Upon receipt of
Design Builder's payment request/invoice, the City will review to ensure completeness and that
the Work covered under the payment request has been completed in accordance with this
Agreement. If it is found that the payment request/invoice is not complete, or the Work covered
under the payment request does not satisfy this Agreement, the payment request may be
rejected.
15.3 Progress Payments.
15_3.1 1" Application for Payment. The first Application for Payment shall be submitted no
earlier than thirty (30) days following the issuance of the NTP. Prior to submitting Its first
Application for Payment, Design Builder shall submit to City, for its review and approval:
(1) A schedule of values based upon the GMP, listing the major elements of the Work and
the dollar value for each element; and
(2) A complete list of all its proposed subcontractors showing the work and materials
involved and the dollar amount of each proposed subcontract and purchase order.
These submittals will be used as the basis for the submitted Applications for Payment.
1532 Monthly Applications for Payment. Design -Build Firm shall submit three (3) copies of
each of its Applications for Payment to the City on or before the 25th da of each month for
work erfonned during the previous month. Invoices received after theI Sin day of each
month shall be considered for payment as part of the next month's application. Within ten
(10) calendar days after receipt of each Application for Payment, the City shall either:
(1) Indicate approval of the requested payment;
(2) Indicate approval of only a portion of the requested payment, stating in writing the
reasons therefore; or
(3) Return the Application for Payment to the Design Builder indicating, in writing, the
reason for refusing to approve payment. In the event of a total or partial denial of the
Application for Payment, the Design Builder may make the necessary connections and
resubmit the Application for Payment for reconsideration within ten (10) calendar days of
receiving notice of refusal.
Monthly payments to Design -Build Firm shall in no way imply approval or acceptance of
Design -Build Flml's work.
15_3.3 Retainage. City shall retain five percent (5%) of the gross amount of each monthly
payment request or five percent (5%) of the portion thereof approved by the City for
payment, whichever is less, up to fifty percent (50%) completion. Thereafter, if on schedule,
the City shall retain two point five percent (2.5%) of the gross amount of each payment
request. Such sum shall be accumulated and not released to Design Builder until final
payment is due. Any interim interest on such sums shall accrue to City.
Due to circumstances beyond the Design Builders control and at the City's sole discretion,
a percentage of the amount retained from the gross amount of each monthly payment may
be reduced prior to final completion of the Project and said percentage released to the
Design Builder upon receiving a certificate of substantial completion and approval from the
Architect/Engineer. Release of any portion or percentage of sums retained prior to final
completion of the Project shall in noway imply approval or acceptance of work.
City of Sebastian, Florida / Ahrens Enterprises, Inc. dba Ahrens Companies (GMP(
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DawSign Envelope to: Il8Aee15-FC5B-463D-AA3D-8301E1CB4546
15_3.4 Withheld Payments. The City may decline to approve any Application for Payment, or
portions thereof, because of subsequently discovered evidence or subsequent inspections.
The City may nullify the whole or any part of any approval for payment previously issued
and withhold any payments otherwise due the Design Builder under this Agreement, to
such extent as may be necessary in the City's opinion to protect it from loss because of: (a)
defective Work not remedied; (b) third party claims filed or reasonable evidence indicating
probable fling of such claims; (c) failure of Design Builder to make payment property to
subcontractors or for labor, materials or equipment; (d) reasonable doubt that the Work can
be completed for the unpaid balance of the GMP; (a) reasonable indication that the Work
will not be Design Builder; or (g) any other material breach of the Contract Documents. If
these conditions are not remedied or removed, City may, after three (3) days written notice,
rectify the same at Design Builder's expense. City also may offset against any sums due
Design Builder the amount of any liquidated or un-liquidated obligations of Design Builder to
City, whether relating to or arising out of this Agreement.
15_3.5 Final Payment. City shall make final payment to Design Builder within thirty (30)
calendar days after the Work is inspected and accepted by City in accordance with Section
10 herein provided.
Design Builder's acceptance of final payment shall constitute a full waiver of any and all
claims by Design Builder against City arising out of this Agreement or otherwise relating to
the Project, except those previously made in writing and identified as unsettled at the time
of the final Application for Payment. Neither the acceptance of the Work nor payment by
City shall be deemed to be a waiver of City's right to enforce any obligations of Design
Builder's hereunder or to the recovery of damages for defective Work not discovered by the
City at the time of final inspection.
16. Public Records: Design Builder will keep and maintain public records required by the City to perform
the service. Upon request from the City's custodian of public records, Design Builder will provide the
City with a copy of the requested records or allow the records to be inspected or copied within a
reasonable time and at a cost that does not exceed the cost provided in Chapter 119, Florida Statues,
or as otherwise provided by law. Design Builder will ensure that the 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 ten of the Agreement and following completion of the
Agreement If Design Builder does not transfer the records to the City. Upon completion of the
Agreement, Design Builder will transfer, at no cost, to the City all public records in possession of the
Design Builder or keep and maintain public records required by City to perform the service. If Design
Builder transfers all public records to City upon completion of the Agreement, Design Builder shall
destroy any duplicate public records that are exempt or confidential and exempt from public records
disclosure requirements. If Design Builder keeps and maintains public records upon completion of the
Agreement, Design Builder shall meet all applicable requirements for retaining public records. All
records stored electronically must be provided to the City, upon request from the City's custodian of
public records, in a formal that is compatible with the information technology system of the City. If
Design Builder does not comply with the City's request for public records, the City shall enforce the
provisions of the Agreement in accordance with the terms of the Agreement and may cancel the
Agreement.
IF DESIGN BUILDER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER
119, FLORIDA STATUTES, TO DESIGN BUILDER'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, CONTACT JEANETTE WILLIAMS,
CUSTODIAN OF PUBLIC RECORDS, AT 1225 MAIN STREET, SEBASTIAN, FL 32958;
EMAIL: jwilliams@cityofsebastian.org; PHONE: 772-388-8215.
City of Sebastian, Florida / Ahrens Enterprises, Inc. dba Ahrens Companies (GMP)
RFQ 19-04 Design Build of Multi -Purpose Hanger and Office Building at Airport Page 4 of 5
DowSign Envelope 10: 116A9915-FC5B-463D-AA3D-630/E1CB4646
17. Indemnification. The Design Builder shall indemnify and hold the City harmless from any and all
personal Injury or property damage claims, liabilities, losses or causes of action which may arise out
of the use and occupancy of the property by the Design Builder, its family, associates, Design
Builders, agents, employees, customers and attendees. This paragraph shall survive the expiration
or termination of this agreement. Nothing in this agreement shall be construed as the City waiving its
immunity pursuant to §768.28, at seq., Florida Statutes, or any other sovereign or governmental
immunity.
18. Disadvantage Business Enterprise (DBE). The DBE requirements of applicable federal and state
laws and regulations apply under this agreement, as defined in 49 C.F.R. Part 26. DBEs should have
a fair and equal opportunity to compete for dollars spent by the City of Sebastian to procure
construction -related services. Design Builder shall use good faith efforts to ensure opportunities to
compete for and perform contracts are available on the Project.
19. Waiver. The delay or failure by City to exercise or enforce any of its rights under this Agreement shall
not constitute or be deemed a waiver of City's right thereafter to enforce those rights, nor shall any
single or partial exercise of any such right preclude the City of any other or further exercise thereof or
the exercise of any other right.
20. Severability. If a court deems any provision of the Agreement void or unenforceable, that provision
shall be enforced only to the extent that it is not in violation of law or is not otherwise unenforceable
and all other provisions shall remain in full force and effect.
21. Survival. All express representations, waivers, indemnifications, and limitations of liability included in
this Agreement will survive completion or termination of the Agreement for any reason.
22. Authority. Each person signing the Agreement warrants that he or she Is duly authorized to do so
and to bind the respective party to the Agreement.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed, the day and
year noted above.
ATTEST (SEAL):
oawe„r4 W:
eIIDVANII�r«n M 1C
CITY CLERK
Approved as to forth and legality for
reliance by the City of Sebastian only:
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CITY ATTORNEY
THE CITY OF SEBASTIAN :
(-Ci o:.aa ./..
PafA'@.'R'd7ASie
CITY MANAGER
AHRENS ENTERPRISES, INC.:
(-Dasl 9 iql d&4)
BY:I r"tLarl Q"S
end-OFOArens
CHIEF EXECUTIVE OFFICER
City of Sebastian, Florida / Ahrens Enterprises, Inc. dba Ahrens Companies (GMP)
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