HomeMy WebLinkAbout2021 - GMP Work Services AgreementDocuSign Envelope ID: 097432E5-0FC6-4977-85BC-B1 D667C829E3
CITY OF SEBASTIAN, FL
PROCUREMENT DIVISION
PUBLIC FACILITIES DEPARTMENT
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HOME OF PELICAN ISLAND
SUPPLEMENTAL GENERAL CONDITIONS OF THE
DESIGN BUILD GUARANTEED MAXIMUM PRICE (GMP) WORK SERVICES AGREEMENT
RFQ 18-09: Design Build of City Garage and Public Facilities Storage Building Compound
Contacts/Project Manaqers
City of Sebastian, FL
Scott Baker
(772) 633-0897
rbaker(@citvofsebastian. orq
4/29/2021 1 1:02:06 PM EDT
Effective Date:
Wright Construction Group, Inc.
Scott Loiacano
(239) 243-5065
scott.loiacano(@wcgfl. corn
Dustin Heath
(239) 405-0284
dustin.heath(@wcgfl.com
DocuSign Envelope ID: 097432E5-OFC6-4977-85BC-B1D667C829E3
TABLE OF CONTENTS
ARTICLE 1: AGREEMENT DOCUMENTS DETAILS............................................................................ 3
ARTICLE 2: DESIGN BUILDER'S PERFORMANCE AND PAYMENT BONDS ............................................ 3
ARTICLE 3: OWNERSHIP OF DRAWINGS....................................................................................... 4
ARTICLE 4: ASSIGNMENT........................................................................................................... 4
ARTICLE 5: DESIGN BUILDER'S PROJECT MANAGER/SUPERINTENDENT SUPERVISION ........................ 4
ARTICLE 6: DESIGN BUILDER'S DECISIONS, JUDGMENTS ACCESS TO WORK AND INSPECTION ............. 5
ARTICLE 7: WORKING HOURS AND USE OF PREMISES....................................................................
5
ARTICLE 8: CLEANING UP..........................................................................................................
5
ARTICLE 9: MATERIALS AND EMPLOYEES....................................................................................
6
ARTICLE 10: EMPLOYEES, SUB -CONSULTANTS AND AGENTS..........................................................
6
ARTICLE 11: UNSUITABLE CONDITIONS........................................................................................
6
ARTICLE 12: TEMPORARY FACILITIES..........................................................................................
6
ARTICLE 13: SURVEYS, PERMITS, LAWS, TAXES AND LAWS............................................................
7
ARTICLE 14: DRAWINGS AND SPECIFICATIONS ON THE WORK .........................................................
8
ARTICLE 15: PROTECTION OF WORK AND PROPERTY....................................................................
8
ARTICLE 16: SAMPLES AND TESTING...........................................................................................
9
ARTICLE 17: UTILITIES...............................................................................................................
9
ARTICLE 18: CORRECTION OF WORK BEFORE ACCEPTANCE.........................................................10
ARTICLE 19: CHANGES IN THE WORK.........................................................................................10
ARTICLE 20: DELAYS AND EXTENSIONS OF TIME..........................................................................12
ARTICLE 21: DISPUTE RESOLUTION............................................................................................12
ARTICLE 22: COMPLETION, FINAL INSPECTION, ACCEPTANCE AND SETTLEMENT..............................12
ARTICLE 23: GENERAL WARRANTY AND CORRECTION OF WORK AFTER ACCEPTANCE ......................13
ARTICLE 24: GUARANTEES AND WARRANTIES.............................................................................14
ARTICLE 25: GUARANTEE INSPECTIONS AFTER COMPLETION........................................................15
ARTICLE 27: MISCELLANEOUS PROVISIONS.................................................................................16
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
RFQ #18-09 Design Build of City Garage and Public Facilities Storage Compound Page 2 of 17
SUPPLEMENTAL GENERAL CONDITIONS
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ARTICLE 1: AGREEMENT DOCUMENTS DETAILS
A. EXECUTION
The Design Builder, within ten (10) days from the date of Work Services Agreement, will be required to:
1. Furnish fully executed Performance and Payment Bonds; and
2. Furnish certificates of insurance evidencing all required insurance.
B. CORRELATION
By execution of the Agreement, the Design Builder confirms familiarity of the site, local conditions and local
requirements under which the Work is to be performed, including the building code programs of as implemented
by the City, and has correlated personal observations with the requirements of the Agreement Documents.
The Agreement Documents are complementary, and what is called for by any one document shall be as binding
as if called for by all. The intention of the documents is to include all labor, materials, equipment and
transportation necessary for the proper execution of the Work. Words describing materials or Work which have a
well-known technical or trade meaning shall be held to refer to such recognized standards.
C. INTENT OF DOCUMENTS
Where a conflict occurs between or within standards, Specifications or Drawings, which is not resolved by
reference to the precedence between the Agreement Documents, the more stringent or higher quality
requirements shall apply so long as such more stringent or higher quality requirements are reasonably inferable.
The City, or Design Builder with consent of the City, shall decide which requirements will provide the best
installation.
With the exception noted in the following paragraph, the precedence of the Agreement Documents is in the
following sequence:
1. The Minimum Requirements of the Request for Qualifications, including issued addenda;
2. The Design Builder's Cost proposals;
3. The Agreement;
4. These Supplementary General Conditions;
5. Drawings and Specifications, all as modified by any Amendments.
Change Orders and Amendments, if any, to the Agreement Documents take precedence over the original
Agreement Documents.
Nothing contained in the Design Build Agreement Documents shall create a professional obligation or
Contractual relationship between the City and any third party, including the Design Builder.
D. PARTNERING, COMMUNICATIONS AND COOPERATION
Should conflict, disagreement and/or dispute arise during the performance of this Agreement, the Design Builder
and the City encourage a relationship of open communication and cooperation between the employees and
personnel of both, in which the objectives of the Agreement may be better achieved and issues resolved in a
more fully informed atmosphere.
The designated contact persons for the City and Design Builder shall be fully authorized to implement a voluntary
partnering plan for the purpose of facilitating open communications. The assigned individuals shall endeavor to
reach an informal agreement, but shall have no such obligation. Any plans these parties voluntarily agree to
implement shall result in no change to the Agreement amount, and no costs associated with such plan or its
development shall be recoverable under any Agreement clause. In addition, no plan developed to facilitate open
communication and cooperation shall alter, amend or waive any of the rights or duties of either party under the
Agreement unless and except by written Amendment to the Agreement, nor shall anything in this clause or any
subsequently developed partnering plan be deemed to create fiduciary duties between the parties unless
expressly agreed in a written Amendment to the Agreement.
ARTICLE 2: DESIGN BUILDER'S PERFORMANCE AND PAYMENT BONDS
The Design Builder shall furnish a Performance and Payment Bond executed by a corporate Surety authorized to do
business in the State of Florida, in the full amount of the GMP. The expense of these bonds shall be borne by the
Design Builder and the bonds shall be filed with the City.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
RFQ #18-09 Design Build of City Garage and Public Facilities Storage Compound Page 3 of 17
SUPPLEMENTAL GENERAL CONDITIONS
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ARTICLE 3: OWNERSHIP OF DRAWINGS
A. INSTRUMENTS OF SERVICE
Drawings, specifications and other documents, including those in electronic form, prepared by the Design Builder
are Instruments of Service for use solely with respect to this Project. The Design Builder shall be deemed the
authors and owners of their respective Instruments of Service and shall retain all common law, statutory and
other reserved rights, including copyrights.
Upon execution of this Agreement and the contract between the Design Builder shall grant to the City a perpetual
nonexclusive license to reproduce and use, and permit others to reproduce and use for the City, the 's
Instruments of Service solely for the purposes of constructing, using and maintaining the Project for future
alterations or additions to the Project. The Design Builder shall obtain similar nonexclusive licenses from its
consultants consistent with this Agreement. If and upon the date the Design Builder is adjudged in default, the
foregoing license shall be deemed terminated and replaced by a second, nonexclusive license permitting the City
to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make
changes, corrections and additions to the Instruments of Service solely for the purposes of completing, using and
maintaining the Project for future alterations or additions to the Project.
Any unilateral use by the City of the Instruments of Service for completing, using, maintaining, adding to or
altering the Project or facilities shall be at the City's sole risk and without liability to the Design Builder and its
consultants; provided, however, that if the City's unilateral use occurs for completing, using or maintaining the
Project as a result of the Design Builder's default, nothing in this Article shall be deemed to relieve the of liability
for its own acts or omissions or default.
B. AS -BUILT DRAWINGS/RECORD DRAWINGS
The Design Builder shall, upon completion of the Construction Phase, receive redline As -Built Drawings from the
City. These redline changes shall describe the built condition of the Project. This information and all of the
incorporated changes directed by Bidding Addenda, Change Order/Amendment and/or Supplementary
Instructions shall be incorporated into a Record Drawings document provided to the Principal Representative in
the form of an electro-media format (one (1) set in AutoCAD and one (1) set in PDF format) and one (1) hard
bound paper copy as agreed between the parties. The Design Builder shall also provide the Principal
Representative with the original As -Built Drawings. Final payment to the Design Builder shall be withheld until all
Record Drawings have been submitted and approved by the Principal Representative.
ARTICLE 4: ASSIGNMENT
Neither City nor The Design Builder shall sell, assign or transfer any of its rights, duties or obligations under the
Agreement without the prior written consent of the other Party. In the event of any assignment, The Design Builder
remains secondarily liable for performance of the Agreement, unless City expressly waives such secondary liability.
ARTICLE 5: DESIGN BUILDER'S PROJECT MANAGER/SUPERINTENDENT SUPERVISION
The Design Builder shall employ, and keep present on the Project during its progress, a competent Superintendent
(Supt) and any necessary assistants, all satisfactory to the City. The Supt shall not be changed except with the
consent of the City, unless the PM/Supt proves to be unsatisfactory to the Design Builder and ceases to be in his or
her employ. PM/Supt shall represent the Design Builder for the Project, and in the absence of the Design Builder, all
directions given to the PM/Supt shall be as binding as if given to the Design Builder. Directions received by the
PM/Supt shall be documented and communicated in writing with the Design Builder.
The Design Builder shall give efficient supervision to the Work, using his or her best skill and attention. He or she
shall carefully study and compare all Drawings, Specifications and other written instructions and shall without delay
report any error, inconsistency or omission which he or she may discover in writing to the City and Design Builder.
The Superintendent shall see that the Work is carried out in accordance with the Agreement Documents and in a
uniform, thorough and first-class manner in every respect.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
RFQ #18-09 Design Build of City Garage and Public Facilities Storage Compound Page 4 of 17
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ARTICLE 6: DESIGN BUILDER'S DECISIONS, JUDGMENTS ACCESS TO WORK AND INSPECTION
A. DECISIONS
The Design Builder shall, within a reasonable time, make decisions on all matters relating to the interpretation of
the Agreement Documents as it relates to compliance with the Drawings and Specifications.
Such decisions by the Design Builder shall be promptly forwarded to the City. The City may consent with such
decision by the Design Builder or amend/revise such decision at the discretion of the City.
B. JUDGMENTS
The Design Builder is, in the first instance, the judge of the performance required by the Agreement Documents
as it relates to compliance with the Drawings and Specifications and quality of workmanship and materials.
C. ACCESS TO WORK
The Design Builder and the City shall at all times have access to the Work. The Design Builder shall provide
proper facilities for such access and for their observations or inspection of the Work.
D. INSPECTION
The Design Builder has agreed to make periodic visits to the site to generally observe the progress and quality of
the Work to ensure that the Work is proceeding in accordance with the Agreement Documents as it relates to
compliance with the Drawings and Specifications. Observation may extend to all or any part of the Work and to
the preparation, fabrication or manufacture of materials.
Without in any way meaning to be exclusive or to limit the responsibilities of the Design Builder, the Design
Builder has agreed to observe, among other aspects of the Work, the following for compliance with the
Agreement Documents as it relates to compliance with the Drawings and Specifications:
1. Compaction testing reports;
2. Reinforcing steel after installation and before concrete is poured;
3. Structural concrete;
4. Laboratory reports on all concrete testing;
5. Structural steel during and after erection and prior to its being covered or enclosed;
6. Steel welding;
7. Mechanical and plumbing Work following its installation and prior to its being covered or enclosed;
8. Electrical work following its installation and prior to its being covered or enclosed; and
9. Any special or quality control testing required in the Agreement Documents.
ARTICLE 7: WORKING HOURS AND USE OF PREMISES
A. WORKING HOURS
Working Hours shall be in accordance with the applicable City Ordinances (Chapter 67 - NOISE) and/or in
compliance with the City's directions. City's preference is for work to commence at 7:30 AM EST and end for the
day by 7:30 PM EST on Sunday through Saturday.
B. USE OF PREMISES
The Design Builder shall confine apparatus, the storage of materials and the operations of workmen to limits
indicated by law, ordinances, permits and any limits lines shown on the Drawings. The Design Builder shall not
unreasonably encumber the premises with materials.
ARTICLE 8: CLEANING UP
The Design Builder shall keep the building and premises free from all surplus material, waste material, dirt and
rubbish caused by employees or work, and at the completion of the Work shall remove all such surplus material,
waste material, dirt, and rubbish, as well as all tools, equipment and scaffolding, and shall wash and clean all window
glass and plumbing fixtures, perform cleanup and cleaning required by the Specifications and leave all of the Work
clean unless more exact requirements are specified.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
RFQ #18-09 Design Build of City Garage and Public Facilities Storage Compound Page 5 of 17
SUPPLEMENTAL GENERAL CONDITIONS
DocuSign Envelope ID: 097432E5-0FC6-4977-85BC-B1 D667C829E3
ARTICLE 9: MATERIALS AND EMPLOYEES
Unless otherwise stipulated, the Design Builder shall provide and pay for all materials, labor, water, tools, equipment,
light, power, transportation and other facilities necessary for the execution and completion of the Work.
The Design Builder is fully responsible for all acts and omissions of the Design Builder's employees and shall at all
times enforce strict discipline and good order among employees on the site. The Design Builder shall not employ on
the Work any person reasonably deemed unfit by the City or anyone not skilled in the Work assigned to them.
ARTICLE 10: EMPLOYEES, SUB -CONSULTANTS AND AGENTS
All Design Builder employees, sub -Consultants, and agents performing any of the Services under the Agreement
shall be properly trained to meet or exceed any specified training qualifications. Upon request, the Design Builder
shall furnish a copy of certification or other proof of qualification. All employees, sub -Consultants, and agents of the
Design Builder must comply with all security and administrative requirements of the City. The City may conduct, and
the Design Builder shall cooperate in, a security background check or otherwise assess any employee, sub -
Consultant, and agent of the Design Builder. City may refuse access to, or require replacement of, any of the Design
Builder's employee, sub- Consultant and agent for cause, including, but not limited to, technical or training
qualifications, quality of services, change in security status, or non-compliance with the City's security or other
requirements. Such refusal shall not relieve the Design Builder of its obligation to perform all Services in compliance
with the Agreement. City may reject and bar from any facility for cause any of the Design Builder's employees, sub -
Consultants, or agents. The City shall have the right to review and approve any sub -Consultant used by the Design
Builder. The Design Builder shall be fully responsible to the City for the acts and omissions of its sub -Consultants,
and persons directly or indirectly employed by them. It is the Design Builder's responsibility to ensure that their sub -
Consultants are properly licensed to do business in the State of Florida and the City of Sebastian, as required by law.
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The Design Builder shall not work at any time, or permit any Work to be done, under any conditions contrary to those
recommended by manufacturers or industry standards which are otherwise proper, unsuited for proper execution,
safety and performance. Any cost caused by ill-timed Work shall be borne by the Design Builder unless the timing of
such Work shall have been directed by the City, after the award of the Agreement, and the Design Builder provided
Notice of any additional cost.
ARTICLE 12: TEMPORARY FACILITIES
A. OFFICE FACILITIES
The Design Builder shall provide and maintain without additional expense for the duration of the Project
temporary office facilities, as required and as specified, for its own use and the use of the representatives of the
City.
B. TEMPORARY AIR CONDITIONING
The Design Builder shall furnish and pay for all the labor, facilities, equipment, fuel and power necessary to
supply temporary air conditioning and ventilating, except to the extent otherwise specified, and shall be
responsible for the installation, operation, maintenance and removal of such facilities and equipment. If the
Design Builder desires to put the permanent system into use, in whole or in part, the Design Builder shall set it
into operation and furnish the necessary fuel and manpower to safely operate, protect and maintain that HVAC
system. Any operation of all or any part of the permanent HVAC system including operation for testing purposes
shall not constitute acceptance of the system, nor shall it relieve the Design Builder of his or her one-year
guarantee or manufactures warranty, whichever is greater, of the system from the date of the Notice of
Substantial Completion of the entire Project, and if necessary due to prior operation, the Design Builder shall
provide manufacturers' extended warranties from the date of the Design Builder's use prior to the date of the
Notice of Substantial Completion.
C. WEATHER PROTECTION
The Design Builder shall, at all times, provide protection against weather, so as to maintain all Work, materials,
apparatus and fixtures free from injury or damages. The Design Builder shall provide weather -tight storage on
substantial floors at least six (6) inches off the ground for all materials requiring protection from the weather.
D. DUST PARTITIONS
If the Work involves work in an occupied existing building, the Design Builder shall erect and maintain during the
progress of the Work, suitable dust -proof temporary partitions, or more permanent partitions as specified, to
protect such building and the occupants thereof.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
RFQ #18-09 Design Build of City Garage and Public Facilities Storage Compound Page 6 of 17
SUPPLEMENTAL GENERAL CONDITIONS
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E. BENCH MARKS
The Design Builder shall maintain any site benchmarks and shall establish any additional benchmarks necessary
to layout the Work and ascertain all grades and levels as needed.
F. SIGN
The Design Builder shall erect and permit one 4' x 8' sign only at the site to identify the Project as specified or
directed by the City, in compliance with City's Ordinance and which shall be maintained in good condition during
the life of the Project.
G. SANITARY PROVISION
The Design Builder shall provide and maintain suitable, clean, temporary sanitary toilet facilities for any and all
workmen engaged on the Work, for the entire construction period, in strict compliance with the requirements of
all applicable codes, regulations, laws and ordinances, and no other facilities, new or existing, shall not be used
by any person on the Project. When the Project is complete, the Design Builder shall promptly remove them
from the site, disinfect, and clean or treat the areas as required.
ARTICLE 13: SURVEYS, PERMITS, LAWS, TAXES AND LAWS
A. SURVEYS
The City shall furnish all surveys, property lines and bench marks deemed necessary by the Design Builder,
unless otherwise specified.
B. PERMITS AND LICENSES
Permits and licenses necessary for the prosecution of the Work shall be secured and paid for by the Design
Builder. The Design Builder's employees shall become personally familiar with these local conditions and
requirements and shall fully comply with such requirements. State electrical and plumbing permits are required,
unless the requirement to obtain such permits is altered by State Building's Programs. The Design Builder shall
obtain and pay for such permits.
Easements for permanent structures or permanent changes in existing facilities shall be secured and paid for by
the City, unless otherwise specified.
C. TAXES
The Design Builder shall pay all sales, consumer, use and other similar taxes required to be paid by in
accordance with the laws and regulations of the State of Florida which are applicable to the provision of the
Services under the Agreement. City will not pay for any personal property taxes levied on the Design Builder or
for any taxes levied on employees' wages. City is a political subdivision of the State of Florida and holds a State
of Florida Sales Tax Exemption Certificate (No. 85-8012621778C-1). All purchases made by City directly from a
dealer, distributor or manufacturer for materials, equipment or supplies ("direct purchase") instead of through the
Design Builder are exempt from sales, consumer, use and other similar taxes.
D. LAWS AND REGULATIONS
The Design Builder shall comply with all laws, rules, codes, ordinances, and licensing requirements that are
applicable to the conduct of its business, including those of Local, State and Federal agencies having jurisdiction
and authority. These laws, shall include, but not be limited to, Chapter 287 of the Florida Statutes, the Uniform
Commercial Code, the Immigration and Nationalization Act, the Americans with Disabilities Act, the United States
Occupational Safety and Health Act, the United States Environmental Protection Agency, the State of Florida
Department of Environmental Protection, and all prohibitions against discrimination on the basis of race, religion,
sex, creed, national origin, handicap, marital status, sexual orientation, gender identity or expression or veteran's
status. Violation of such laws shall be grounds for termination of the Agreement.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
RFQ #18-09 Design Build of City Garage and Public Facilities Storage Compound Page 7 of 17
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ARTICLE 14: DRAWINGS AND SPECIFICATIONS ON THE WORK
The Design Builder shall keep on the job site one copy of the Agreement Documents in good order, including current
copies of all Drawings and Specifications for the Work, and any approved Shop Drawings, Product Data or Samples,
and as -built drawings. As -built drawings shall be updated weekly by the Design Builder and to reflect actual
constructed conditions including dimensioned locations of underground Work and the Design Builder's failure to
maintain such updates may be grounds to withhold portions of payments otherwise due. All such documents
shall be available to representatives of the City. In addition, the Design Builder shall keep on the job site one copy of
all approved addenda, Change Orders and requests for information issued for the Work. All documents shall also be
made available through the Procurement Division.
The Design Builder shall develop procedures to insure the currency and accuracy of as -built drawings and shall
maintain on a current basis a log of requests for information and responses thereto, a Shop Drawing and Product
Data submittal log, and a Sample submittal log to record the status of all necessary and required submittals.
ARTICLE 15: PROTECTION OF WORK AND PROPERTY
A. GENERAL PROVISIONS
The Design Builder shall continuously maintain adequate protection of all Work and materials protect the
property from injury or loss arising in connection with this Agreement and adequately protect adjacent property
as provided by law and the Agreement Documents. The Design Builder shall make good any damage, injury or
loss, except to the extent:
1. Caused by agents or employees of the City; and,
2. Due to causes beyond the Design Builder's control and not due to fault or negligence; provided such
damage, injury or loss would not be covered by the insurance required to be carried by the Design
Builder.
B. SAFETY PRECAUTIONS
The Design Builder shall take all necessary precautions for the safety of employees on the Project, and shall
comply with all applicable provisions of federal, State and municipal safety laws and building codes to prevent
accidents or injury to persons on, about or adjacent to the premises where the Work is being performed. Design
Builder shall erect and properly maintain at all times, as required by the conditions and progress of the Work, all
necessary safeguards for the protection of workers and the public and shall post danger signs warning against
the hazards created by such features of construction as protruding nails, hoists, well holes, elevator hatchways,
scaffolding, window openings, stairways and falling materials; and he or she shall designate a responsible
member of his or her organization on the Project, whose duty shall be the prevention of accidents. The name
and position of any person so designated shall be reported to the City by the Design Builder.
The Design Builder shall provide all necessary bracing, shoring and tying of all structures, decks and framing to
prevent any structural failure of any material which could result in damage to property or the injury or death of
persons; take all precautions to insure that no part of any structure of any description is loaded beyond its
carrying capacity with anything that will endanger its safety at any time; and provide for the adequacy and safety
of all scaffolding and hoisting equipment. The Design Builder shall not permit open fires within the building
enclosure. The Design Builder shall construct and maintain all necessary temporary drainage and do all
pumping necessary to keep excavations and floors, pits and trenches free of water. The Design Builder shall be
solely responsible for all construction means, methods, techniques, sequences and procedures, and for
coordinating all portions of the Work, except as otherwise noted.
The Design Builder shall take due precautions when obstructing sidewalks, streets or other public ways in any
manner, and shall provide, erect and maintain barricades, temporary walkways, roadways, trench covers,
colored lights or danger signals and any other devices necessary or required to assure the safe passage of
pedestrians and automobiles.
C. EMERGENCIES
In an emergency affecting the safety of life or of the Work or of adjoining property, the Design Builder without
special instruction or authorization from the City, is hereby permitted to act, at his or her discretion, to prevent
such threatened loss or injury; and he or she shall so act, without appeal, if so authorized or instructed.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
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ARTICLE 16: SAMPLES AND TESTING
A. SAMPLES
The Design Builder shall furnish for approval, with such promptness as to cause no delay in his or her Work
engaged by the City, all Samples as directed by the City. The Design Builder and the City shall check and
approve such Samples, with reasonable promptness, but only for conformance with the design intent of the
Agreement Documents and the Project, and for compliance with any submission requirements given in the
Agreement Documents.
B. TESTING - GENERAL
The Design Builder shall provide such equipment and facilities required for conducting field tests and for
collecting and forwarding samples to be tested.
All materials or equipment proposed to be used may be tested at any time during their preparation or use. The
Design Builder shall furnish the required samples without charge. Products may be sampled either prior to
shipment or after being received at the site of the Work.
Tests shall be made by an accredited testing laboratory. Except as otherwise provided in the Specifications,
sampling and testing of all materials, and the laboratory methods and testing equipment, shall be in accordance
with the latest standards and tentative methods of the American Society of Testing Materials (ASTM). The cost
of testing shall be paid by the Design Builder.
C. TESTING - CONCRETE AND SOILS
The Design Builder shall assume the responsibility of arranging, scheduling and coordinating the concrete
sample collection efforts and soils compaction efforts in an efficient and cost effective manner. Testing shall be
performed in accordance with the requirements of the Specifications, and if no requirements are specified, the
Design Builder shall request instructions and testing shall be as directed by the Design Builder's Engineer(s), as
applicable, and in accordance with standard industry practices.
The City and the Design Builder shall be given reasonable advance notice of each concrete pour and reserve the
right to either increase or decrease the number of cylinders or the frequency of tests.
Soil compaction testing shall be at random locations selected by the Engineer(s). In general, soils compaction
testing shall be as directed by the Engineer(s) and shall include all substrate prior to backfill or construction.
D. TESTING - OTHER
Additional testing required by the Specifications will be accomplished and paid for by the Design Builder in a
manner similar to that for concrete and soils unless noted otherwise in the Specifications. In any case, the
Design Builder will be responsible for arranging, scheduling and coordinating additional tests.
ARTICLE 17: UTILITIES
A. TEMPORARY UTILITIES
Unless otherwise specifically stated in the Specifications or on the Drawings, the Design Builder shall be
responsible for the locations of all utilities as shown on the Drawings or indicated elsewhere in the Specifications,
subject to compliance with all statutory or regulatory requirements to call for utility locates. The Design Builder
shall provide and pay for the installation of all temporary utilities required to supply all the power, light and water
needed and shall install and maintain all such utilities in such manner as to protect the public and workmen and
conform to any applicable laws and regulations. Upon completion of the Work, Design Builder shall remove all
such temporary utilities from the site. The Design Builder shall pay for all consumption of power, light and water
used without regard to whether such items are metered by temporary or permanent meters.
B. PROTECTION OF EXISTING UTILITIES
Where existing utilities, such as water mains, sanitary sewers, storm sewers and electrical conduits, are shown
on the Drawings, the Design Builder shall be responsible for the protection thereof, without regard to whether any
such utilities are to be relocated or removed as a part of the Work. If any utilities are to be moved, the moving
must be conducted in such manner as not to cause undue interruption or delay in the operation of the same.
C. CROSSING OF UTILITIES
When new construction crosses highways, railroads, streets, or utilities under the jurisdiction of State, city or
other public agency, public utility or private entity, the Design Builder shall secure proper written permission
before executing such new construction. The Design Builder will be required to furnish a proper release before
final acceptance of the Work.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
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ARTICLE 18: CORRECTION OF WORK BEFORE ACCEPTANCE
The Design Builder shall promptly remove from the premises all work or materials condemned or declared irreparably
defective as failing to conform to the Agreement Documents on receipt of written Notice from the City, whether
incorporated in the Work or not. The City reserves the right to consult with the Design Builder on any item in question
and to obtain documentation of opinions rendered. If such materials shall have been incorporated in the Work, or if
any unsatisfactory Work is discovered, the Design Builder shall promptly replace and re -execute his or her Work in
accordance with the requirements of the Agreement Documents without expense to the City.
Should any defective Work or material be discovered during the process of construction, or should reasonable doubt
arise as to whether certain material or Work is in accordance with the Agreement Documents, the value of such
defective or questionable material or Work shall not be included in any application for payment, or if previously
included, shall be deducted by the City from the next application submitted by the Design Builder.
If the Design Builder does not perform repair, correction and replacement of defective Work, in lieu of proceeding by
issuance of a Notice of intent to remove condemned Work as outlined above, the City may, not less than seven (7)
days after giving the original written Notice of the need to repair, correct, or replace defective Work, deduct all costs
and expenses of replacement or correction from the Design Builder's next application for pavment in addition to the
value of the defective Work or material.
If the Design Builder does not remove such condemned or irreparably defective Work or material within a reasonable
time, the Citv mav, after giving a second seven (7) day advance Notice to the Design Builder and the Surety,
remove them and may store the material at the Design Builder's expense. The City may accomplish the removal and
replacement with its own forces. If the Design Builder disagrees with the Notice to remove Work or materials
condemned or declared irreparably defective, the Design Builder may request facilitated negotiation of the issue and
the City's right to proceed with removal and to deduct costs and expenses of repair shall be suspended and tolled
until such time as the parties meet and negotiate the issue.
ARTICLE 19: CHANGES IN THE WORK
The City may designate, without invalidating the Agreement, extra Work or make changes with or without the consent
of the Design Builder as hereafter provided, by altering, adding to or deducting from the Work, the Agreement sum
being adjusted accordingly. All such changes in the Work shall be within the general scope of and be executed under
the conditions of the Agreement, except that any claim for extension of time made necessary due to the change or
any claim of other delay or other impacts caused by or resulting from the change in the Work shall be presented by
the Design Builder and adjusted by Change Order to the extent known at the time such change is ordered and before
proceeding with the extra or changed Work. Any claims for extension of time or of delay or other impacts, and any
costs associated with extension of time, delay or other impacts, which are not presented before proceeding with the
change in the Work, and which are not adjusted by Change Order to the extent known, shall be waived.
A. THE VALUE OF CHANGED WORK
1. The value of any extra Work or changes in the Work shall be determined by agreement by estimate and
acceptance of a lump -sum amount.
2. Where the Design Builder and the City cannot agree on the value of extra work, the City may order the
Design Builder to perform the changes in the Work and a Change Order may be unilaterally issued based on
an estimate of the change in the Work prepared by the City. The value of the change in the Work shall be
the City's determination of the amount of equitable adjustment attributable to the extra Work or change.
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B. DETAILED BREAKDOWN
In all cases where the value of the extra or changed Work is not known based on unit prices in the Design
Builder's proposal or the Agreement, a detailed change proposal shall be submitted by the Design Builder, with
which the City may require an itemized list of materials, equipment and labor, indicating quantities, time and cost
for completion of the changed Work.
Such detailed change proposals shall be stated in lump sum amounts and shall be supported by a separate
breakdown, which shall include estimates of all or part of the following when requested by the City:
1. Materials, indicating quantities and unit prices including taxes and delivery costs, if any.
2. Labor costs, indicating hourly rates and time and labor burden to include Social Security and other payroll
taxes such as unemployment, benefits and other customary burdens.
3. Costs of project management time and superintendence time of personnel stationed at the site, and other
field supervision time, but only where a time extension, other than a weather delay, is approved as part of
the Change Order, and only where such project management time and superintendence time is directly
attributable to and required by the change.
4. Construction equipment (including small tools). Expenses for equipment and fuel shall be based on
customary commercially reasonable rental rates and schedules. Equipment and hand tool costs shall not
include the cost of items customarily owned by workers.
5. Workers' compensation costs, if not included in labor burden.
6. The cost of commercial general liability and property damage insurance premiums but only to the extent
charged the Design Builder as a result of the changed Work.
7. Builder's risk insurance premium costs.
8. Bond premium costs.
9. Testing costs not otherwise excluded by these General Conditions.
10. Sub -Contractor costs.
11. Design Builder's Architect/Engineer Design Services Costs.
C. HAZARDOUS MATERIALS
The City represents that it has undertaken an examination of the site of the Work and has no knowledge of
hazardous substances, as defined below, which the Design Builder could reasonably encounter in its
performance of the Work. In the event the City so discovers hazardous substances, the City shall render
harmless such hazards before the Design Builder commences the Work.
In the event the Design Builder encounters any materials reasonably believed to be hazardous substances which
have not been rendered harmless, the Design Builder shall immediately stop Work in the area affected and
report the condition to the City, in writing. For purposes of this Agreement, "hazardous substances" shall include
asbestos, lead, polychlorinated biphenyl (PCB) and any or all of those substances defined as "hazardous
substance", "hazardous waste", or "dangerous or extremely hazardous wastes" as those terms are used in the
Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) and the Resource
Conservation and Recovery Act (RCRA), and shall also include materials regulated by the Toxic Substances
Control Act (TSCA), the Clean Air Act, the Air Quality Act, the Clean Water Act, and the Occupational Safety and
Health Act. The Work in the affected area shall not therefore be resumed except by written agreement of the City
and the Design Builder, if in fact materials that are hazardous substances have not been rendered harmless. The
Work in the affected area shall be resumed only in the absence of the hazardous substances or when it has
been rendered harmless or by written agreement of the City and the Design Builder.
D. EMERGENCY FIELD CHANGE ORDERED WORK
The City, without invalidating the Agreement, may order extra Work or make changes in the case of an
emergency that is a threat to life or property or where the likelihood of delays in processing a normal Change
Order will result in substantial delays and or significant cost increases for the Project. Emergency Field Orders
are not to be used solely to expedite normal Change Order processing absent a clear showing of a high potential
for significant and substantial cost or delay. Such changes in the Work may be directed through issuance of an
Emergency Field Change Order signed by the Design Builder and approved by the City.
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ARTICLE 20: DELAYS AND EXTENSIONS OF TIME
If the Design Builder is delayed at any time in the progress of the Work, the Design Builder shall provide Notice in
writing to the City within three (3) business days from the beginning of such delay and shall file a written claim for an
extension of time within seven (7) business days after the period of such delay.
All claims for extension of time due to a delay claimed to arise or result from ordered changes in the scope of the
Work, or due to instructions claimed to increase the scope of the Work, shall be presented to the City as part of a
claim for extra cost, if any.
Extension of the time for completion of the Work will be granted for delays due to weather conditions only when the
Design Builder demonstrates that such conditions were more severe and extended. For weather delays and delays
caused by events, acts or omissions not within the control of the City or any person acting on the City's behalf, the
Design Builder shall be entitled to an extension of time only and shall not be entitled to recovery of additional cost due
to or resulting from such delays. This Article does not, however, preclude the recovery of damages for delay by
either party under other provisions in the Agreement Documents.
ARTICLE 21: DISPUTE RESOLUTION
For any dispute concerning performance of the Agreement, which includes without limitation controversies based
upon breach of agreement, mistake, misrepresentation, or other cause for agreement modification or rescission, the
City shall attempt to reach a mutual agreement as to the settlement and resolution of the dispute with The Design
Builder. The City Manager or designee's decision upon all claims, questions, and disputes shall be final,
conclusive, and binding.
Adjustments of compensation and contract time because of any major changes in the work that might become
necessary or be deemed as the work progresses shall be reviewed by the City's assigned Project Manager and will
require that a Change Order be processed in accordance with the City's legal and administrative procedures. If the
Design Builder does not concur in the judgment of the Project Manager, it shall present written objections to the City
Manager, who shall make a decision, and the Design Builder shall abide by the City Manager's decision. The
decision shall be final and conclusive.
ARTICLE 22: COMPLETION, FINAL INSPECTION, ACCEPTANCE AND SETTLEMENT
A. NOTICE OF COMPLETION
When the Work, or a discrete physical portion of the Work (as hereafter described) which the City has agreed to
accept separately, is substantially complete and ready for final inspection, the Design Builder shall file a written
Notice with the City that the Work, or such discrete physical portion, in the opinion of the Design Builder, is
substantially complete under the terms of the Agreement. The Design Builder shall prepare and submit with
such Notice a comprehensive list of items to be completed or corrected prior to final payment, which shall be
subject to review and additions as the City shall determine after inspection. If the City believes that any of the
items on the list of items submitted, or any other item of work to be corrected or completed, or the cumulative
number of items of work to be corrected or completed, will prevent a determination that the Work is substantially
complete, those items shall be completed by the Design Builder and the Notice shall then be resubmitted.
B. FINAL INSPECTION
Within ten (10) days of the submission of the Notice that the Work is substantially complete, the City and the
Design Builder shall make a "final inspection" of the Project to determine whether the Work is substantially
complete and has been completed in accordance with the Agreement Documents. The Design Builder shall
provide the City an updated punch list in sufficient detail to fully outline the following:
1. Work to be completed, if any; and
2. Work not in compliance with the Drawings or Specifications, if any.
A final punch list may be made by the City in sufficient detail to fully outline to the Design Builder, unsatisfactory
Work for any reason, if any.
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C. NOTICE OF SUBSTANTIAL COMPLETION
Notice of Substantial Completion shall establish the date of substantial completion of the Project. The Design
Builder acknowledges and agrees that because the departments, agencies and institutions of the City are
generally involved with the business of the public at large, greater care must be taken in establishing the date of
substantial completion than might otherwise be the case to ensure that a project or building or discrete physical
portion of the Work is fully usable and safe for public use, and that such care necessarily raises the standard by
which the concept of substantial completion is applied for a public building.
The Notice of Substantial Completion shall not be issued until the following have been fully established:
1. All required building code inspections have been called for and the appropriate code officials have affixed
their signatures to the Building Inspection Record indicating successful completion of all required code
inspections; and
2. All required corrections noted on the Building Inspection Record shall have been completed unless the
Design Builder and the City, in their complete and absolute discretion, all concur that the condition
requiring the remaining correction is not in any way life threatening, does not otherwise endanger persons
or property, and does not result in any undue inconvenience or hardship to the City or the public; and
3. The building, structure or Project can be fully and comfortably used by the City and the public without
undue interference by the Design Builder's employees and workers during the completion of the final
punch list taking into consideration the nature of the public uses intended and taking into consideration
any stage or level of completion of HVAC system commissioning or other system testing required by the
Specifications to be completed prior to issuance of the Notice of Substantial Completion; and
4. The Project has been fully cleaned as required by these Supplemental General Conditions, and as
required by any stricter requirements of the Specifications, and the overall state of completion is
appropriate for presentation to the public.
Substantial completion of the entire Project shall not be conclusively established by a decision by the City to take
possession and use of a portion, or the entire Project, where portions of the Project cannot meet all the criteria
noted above. Failure to furnish the required completion schedule shall constitute a substantial reason for
withholding the issuance of any Notice of Substantial Completion.
The Design Builder shall have the right to request a final inspection of any discrete physical portion of the Project
when in the opinion of the City, a final punch list can be reasonably prepared, without confusion as to which
portions of the Project are referred to in any subsequent Notice of Partial Final Settlement which might be issued
after such portion is finally accepted.
D. NOTICE OF ACCEPTANCE
The Notice of Acceptance shall establish the completion date of the Project. It shall not be authorized until the
Design Builder has performed all of the Work to allow completion and approval.
ARTICLE 23: GENERAL WARRANTY AND CORRECTION OF WORK AFTER ACCEPTANCE
The Design Builder shall furnish the City with Design Builder's and manufacturer's warranty for all work. General
Contractors' warranty period shall be one (1) year and as noted in Article 24 Sections (A-D) from the date of submittal
of Final Completion, which is the date that the facility can be used as intended and designed, and acceptance by the
City. Design Builder warrants that the materials used and the equipment furnished shall be new and of good quality.
The Design Builder further warrants that the Work, in all respects, is free from material defects not permitted by the
Specifications and shall be in accordance with the requirements of the Agreement Documents. Neither the final
certificate for payment nor any provision in the Agreement Documents shall relieve the Design Builder of
responsibility for defects or faulty materials or workmanship.
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ARTICLE 24: GUARANTEES AND WARRANTIES
A. ONE-YEAR GUARANTEE OF THE WORK
All Work shall be guaranteed by the Design Builder against defects resulting from the use of inferior materials,
equipment, inadequate sizes, or workmanship for one (1) year from the date of Final acceptance by the City,
which is the date that the facility can be used as intended and designed. The Design Builder shall guarantee to
remedy defects and repair or replace the Work for a period of one (1) year from the date of the Notice of
Substantial Completion or from the dates of any partial Notices of Substantial Completion, including any
necessary repair or replacement due to malfunction in equipment or damage to the Work, regardless of cause,
except for such malfunction and/or damage as are caused by outside perils unrelated to the Work, such as: fire
lightning, wind storm, hail, riot, civil commotion, aircraft, vehicles, smoke, vandalism, and malicious mischief. The
Design Builder shall remedy any defects due to faulty materials or workmanship and shall pay for, repair and
replace any damage to other Work resulting there from, which shall appear within a period of one (1) year from
the date of such Notice(s) of Substantial Completion. The Design Builder shall also remedy any deviation from
the requirements of the Agreement Documents which shall later be discovered within a period of one year from
the date of the Notice of Substantial Completion; provided, however, that the Design Builder shall not be required
to remedy deviations from the requirements of the Agreement Documents where such deviations were obvious,
apparent and accepted by the City at the time of the Notice of Final Acceptance. The City shall give Notice of
observed defects or other Work requiring correction with reasonable promptness. Such Notice shall be in writing
to the Design Builder.
The one (1) year guarantee of the Design Builder's Work may run separately for discrete physical portions of the
Work for which partial Notices of Substantial Completion have been issued; however, it shall run from the last
Notice of Substantial Completion with respect to all or any systems common to the Work to which more than one
Notice of Substantial Completion may apply.
This one (1) year guarantee shall not be construed to limit the Design Builder's general warranty described
above, that all materials and equipment are new and of good quality, unless specified to the contrary, and that
the Work shall in all respects be free from material defects not permitted by the Specifications and in accordance
with the requirements of the Agreement Documents.
B. 10-YEAR STRUCTURAL WARRANTY
A 10-year structural warranty covers major structural defects for ten (10) years from the date of Final acceptance
by the City. The Design Builder is the responsible party to repair, replace or pay for major structural defects under
this warranty. The 10-year warranty covers the following load -bearing components:
• Foundation systems and footings
• Flooring framing systems
• Walls and partitions
• Roof framing systems
• Beams
• Headers
• Girders
• Lintels (other than those supporting veneers)
• Columns ( other than a column that is designed to be cosmetic)
• Masonry Arches (other than a column that is designed to be cosmetic)
C. SPECIAL GUARANTEES AND WARRANTIES
In case of Work performed for which product, manufacturers or other special warranties are required by the
Specifications, the Design Builder shall secure the required warranties and deliver copies thereof to the City
upon completion of the Work.
These products, manufacturers or other special warranties, as such, do not in any way lessen the Design
Builder's responsibilities under the Agreement. Whenever guarantees or warranties are required by the
Specifications for a longer period than one year, such longer period shall govern.
D. WARRANTY OF TITLE
The Design Builder warrants and guarantees that title to all Work, materials, and equipment furnished under the
Agreement will pass to the City free and clear of (1) all Liens and other title defects, and (2) all patent, licensing,
copyright, or royalty obligations, no later than five (5) days after the time of payment by the City.
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ARTICLE 25: GUARANTEE INSPECTIONS AFTER COMPLETION
The Design Builder and the City together shall make at least two (2) complete inspections of the Work after the Work
has been determined to be substantially complete and accepted. One such inspection, the "Six -Month Guarantee
Inspection," shall be made approximately six (6) months after date of the Notice of Substantial Completion, Another
such inspection; the "Eleven -Month Guarantee Inspection" shall be made approximately eleven (11) months after the
date of the Notice of Substantial Completion. The Design Builder shall schedule and so notify all parties concerned
of these inspections. If more than one Notice of Substantial Completion has been issued, at the reasonable
discretion of the City, separate eleven (11) month inspections may be required where the one (1) year guarantees do
not run reasonably concurrent.
Written punch lists and reports of these inspections shall be prepared by the Design Builder and approved by the
City, within ten (10) days after the completion of the inspections. The punch list shall itemize all guarantee items,
prior punch list items still to be corrected or completed and any other requirements of the Agreement Documents to
be completed which were not waived by final acceptance because they were not obvious or could not reasonably
have been previously observed. The Design Builder shall immediately initiate such remedial work as may be
necessary to correct any deficiencies or defective Work shown by this report, and shall promptly complete all such
remedial work in a manner satisfactory to the City.
If the Design Builder fails to promptly correct all deficiencies and defects shown by this report, the City may do so,
after giving the Design Builder ten (10) days written Notice of intention to do so. The City shall be entitled to collect
from the Design Builder all costs and expenses incurred by it in correcting such deficiencies and defects, as well as
all damages resulting from such deficiencies and defects.
ARTICLE 26: TERMINATION FOR CONVENIENCE
A. NOTICE OF TERMINATION
The performance of Work under this Agreement may be terminated, in whole or in part, by the City whenever for
any reason the City shall determine that such termination is in the best interest of the City. Termination of Work
hereunder shall be effected by delivery to the Design Builder of a Notice of such termination specifying the extent
to which the performance of Work under the Agreement is terminated and the date upon which such termination
becomes effective.
B. PROCEDURES
After receipt of the Notice of termination, the Design Builder shall, to the extent appropriate to the termination,
cancel outstanding commitments hereunder covering the procurement of materials, supplies, equipment and
miscellaneous items. In addition, the Design Builder shall exercise all reasonable diligence to accomplish the
cancellation or diversion of all applicable outstanding commitments covering personal performance of any Work
terminated by the Notice. With respect to such canceled commitments, the Design Builder agrees to settle all
outstanding liabilities and all claims arising out of such cancellation of commitments, with approval or ratification
of the City, to the extent he or she may require, which approval or ratification shall be final for all purposes of this
clause.
The Design Builder shall submit his or her final payment request promptly after receipt of a Notice of termination,
but in no event later than thirty (30) days from the effective date thereof, unless one or more extensions in writing
are granted by the City upon written request of the Design Builder within such three (3) month period or
authorized extension thereof. Upon failure of the Design Builder to submit his or her termination claim within the
time allowed, the City may determine, on the basis of information available, the amount, if any, due to the Design
Builder by reason of the termination and shall thereupon pay to the Design Builder the amount so determined.
Subject to the preceding provisions, the Design Builder and the City may agree upon the whole or any part of the
amount or amounts to be paid to the Design Builder by reason of the termination under this clause, which
amount or amounts may include any reasonable cancellation charges thereby incurred by the Design Builder and
any reasonable loss upon outstanding commitments for personal services which he or she is unable to cancel;
provided, however, that in connection with any outstanding commitments for personal services which the Design
Builder is unable to cancel, the Design Builder shall have exercised reasonable diligence to divert such
commitments to other activities and operations. Any such agreement shall be embodied in an Amendment to
this Agreement and the Design Builder shall be paid the agreed amount.
The City may from time to time, under such terms and conditions as it may prescribe, make partial payments
against costs incurred by the Design Builder in connection with the termination portion of this Agreement,
whenever, in the opinion of the City, the aggregate of such payments is within the amount to which the Design
Builder will be entitled hereunder.
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The Design Builder agrees to transfer title and deliver to the City, in the manner, at the time, and to the extent, if
any, directed by the City, such information and items which, if the Agreement had been completed, would have
been required to be furnished to the City, including:
1. Completed or partially completed plans, Drawings and information; and,
2. Materials or equipment produced or in process or acquired in connection with the performance of the
Work terminated by the Notice.
Other than the above, any termination inventory resulting from the termination of the Agreement may, with
written approval of the City, be sold or acquired by the Design Builder under the conditions prescribed by and at
a price or prices approved by the City, not applicable to Direct Purchase materials. The proceeds of any such
disposition shall be applied in reduction of any payments to be made by the City to the Design Builder under this
Agreement or shall otherwise be credited to the price or cost of Work covered by this Agreement or paid in such
other manners as the City may direct. Pending final disposition of property arising from the termination, the
Design Builder agrees to take such action as may be necessary, or as the City may direct, for the protection and
preservation of the property related to this Agreement which is in the possession of the Design Builder and in
which the City has or may acquire an interest.
ARTICLE 27: MISCELLANEOUS PROVISIONS
A. CONSTRUCTION OF LANGUAGE
The language used in these General Conditions shall be construed as a whole according to its plain meaning,
and not strictly for or against any party. Such construction shall, however, construe language to interpret the
intent of the parties giving due consideration to the order of precedence noted in Article 2C, Intent of
Documents.
B. SEVERABILITY
Provided this Agreement can be executed and performance of the obligations of the Parties accomplished
within its intent, the provisions hereof are severable and any provision that is declared invalid or becomes
inoperable for any reason shall not affect the validity of any other provision hereof, provided that the Parties
can continue to perform their obligations under this Agreement in accordance with its intent.
C. SECTION HEADINGS
The captions and headings in this Agreement are for convenience of reference only, and shall not be used to
interpret, define, or limit its provisions.
D. AUTHORITY
Each person executing the Agreement and its Exhibits in a representative capacity expressly represents and
warrants that he or she has been duly authorized by one of the parties to execute the Agreement and has
authority to bind said party to the terms and conditions hereof.
E. INTEGRATION OF UNDERSTANDING
This Agreement is intended as the complete integration of all understandings between the parties and
supersedes all prior negotiations, representations, or agreements, whether written or oral. No prior or
contemporaneous addition, deletion, or other amendment hereto shall have any force or affect whatsoever,
unless embodied herein in writing. No subsequent notation, renewal, addition, deletion, or other amendment
hereto shall have any force or effect unless embodied in a written Change Order or Amendment to this
Agreement.
F. NO THIRD PARTY BENEFICIARIES
Enforcement of this Agreement and all rights and obligations hereunder are reserved solely to the Parties. Any
services or benefits which third parties receive as a result of this Agreement are incidental to the Agreement,
and do not create any rights for such third parties.
G. WAIVER
Waiver of any breach under a term, provision, or requirement of this Agreement, or any right or remedy
hereunder, whether explicitly or by lack of enforcement, shall not be construed or deemed as a waiver of any
subsequent breach of such term, provision or requirement, or of any other term, provision, or requirement.
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
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IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed, the day and year noted
above.
ATTEST (SEAL):
DocuSigned by:
MC
CITY CLERK
Approved as to form and legality for
reliance by the City of Sebastian only:
DocuSigned by:
L
l abldil �j QI/l bW) Ir.
f � P44��:I Esq.
CITY ATTORNEY
THE CITY OF SEBASTIAN:
("Clt DocuSigned by:
BY: Pa f , (AV{,IL
Cfl2E?EG�§i AtiPe
CITY MANAGER
WRIGHT CONSTRUCTION GROUP, INC.:
("Desi
BY a 'L�ar., rtvl
PRESIDENT
City of Sebastian, Florida / Wright Construction Group, Inc. (GMP)
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