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HomeMy WebLinkAbout2003 Dickerson Fla Inc-Construction Services AgreementCITY OF SEBASTIAN CHANGE ORDER FORM CHANGE ORDER #: 1 PURCHASE ORDER #: ,dj~q5 CONTRACTOR: Dickerson Florida, Inc. ADDRESS: 3340 SE Dixie Highway Stuart, Fl 34995 PROJECT NAME: Satellite Parking Area at BSSC PROJECT #: DFI Project Number 13326 PHONE #: 772-287-6820 CONTRACT NAME: Satellite Parking Area at BSSC CONTRACT DATE: 6-30-03 By the signature affixed below, both the City and the Contractor agree to the changes as stipulated harem. Upon proper execution of this document, the Contractor is hereby notified to commence work. All changes stated below are hereby incorporated and made a part of the Contract identified above, and all the terms and conditions of said Contract are enjoined and in full force while executing the change(s) stipulated as follows: DESCRIPTION: See attached letter showing decreases and increases for changes. Decrease costs of $11,080.40 and increase costs of $16,000. A) CONTRACT PRICE PPdOR TO THiS CHANGE NET INCREASE (DECREASE) RESULTING FROM THIS CHANGE NEW CONTRACT PRICE INCLUDING THiS CHANGE ORDER $ 134,133.00 $ 4,919.60 $__139,052.60 B) CONTRACT TiME PRIOR TO THIS CHANGE (NUMBER OF DAYS) 60 NET INCP,£ASE (DECREASE) RESULTING FROM THIS CHANGE (NUMBER OF DAYS) __ NEW COMPLETION DATE INCLUDING THIS CHANGE MO. days 0 days DAY YR AGREED: Authorized S]tgfllature Date: Approvals By City of Sebastian Staff: City Engineer ~ as to engineering Finance Director J~'~ as to budget ~'~uthorized~SitY lrVIanager t / General Servies Admin. Approved as to Form and Content for Reliance I?eC~g C)~W of SgJ~astian Only: Rich Siringer,"City Att~ney SATELLITE PARKING AREA AT BSSC PROJECT CONSTRUCTION SERVICES AGREEMENT THIS AGREEMENT made this ~O'f~ day of ~'t34M£ , 2003, by and between the CITY OF SEBASTIAN, a municipal corporation of the State of Florida, I225 Main Street, Sebastian, Florida, 32958, ("City") and D,c~r~ow ~7[o¥.6o-,,_'~hc, ("Contractor"), sets forth that WHEREAS, the City desires to engage a Contractor who has special and unique competence and experience in constructing parking lot improvements; and WHEREAS, the Contractor represents that it has such competence and experience in providing these services; and WHEREAS, the City in reliance on such representation has selected the Contractor in accordance with the requirements of law; and WltEREAS, the City and the Contractor desire to reduce to writing their understanding and agreements on such; 1T IS, THEREFORE, AGREED as follows: 1. TERM. This Agreement shall commence on the day it is executed by both parties and the term of the Agreement shall extend until the obligations hereunder are completed. 2. AGREEMENT DOCUMENTS. The Agreement Documents (also called CONTRACT DOCUMENTS) consist of tiffs Agreement, Specifications, Site Plan, St. John's River Water Management District Permit, Work Orders, Change Orders, Addenda if any, any other documents listed in the Agreement Documents, and written modifications issued after execution of this Agreement, if any. (a) Intent. The Site Plan and Specifications are an integrated part of the Contract Documents and as such will not stand alone if used independently. The Site Plan and Specifications establish m'mimum standards of qual/ty for this Project. They do not purport to cover all details of performing the Work. The intent of the Agreement Documents is to set forth requirements of performance, type of equipment and structures, and standards of materials and construction. Contractor shall otherwise devise the means of installing the specified improvements. It is also intended to include ali labor and materials, equipment, and transportation necessary for the proper execution of the Work, to require new material and equipment unless otherwise indicated, and to require complete performance of the Work in spite of omission of specific reference to any minor component part and to include all items necessary for the proper execution and completion of the Work by the Contractor. Performance by the Contractor shall be required only to the extent consistent with the Agreement Documents and reasonably inferable from them as being necessary to produce the intended results. (b) Entire and Sole Agreement. Except as specifically stated herein, the Agreement Documents constitute the entire agreement between the parties and supersede all other agreements, representations, warranties, statements, promises, and understandings not specifically set forth in the Agreement Documents. Neither party has in any way relied, nor shall in any way rely, upon any oral or written agreements, representations, warranties, statements, promises or understandings not specifically set forth in the Agreement Documents. (c) Amendments. The parties may modify this Agreement at any time by written agreement. Neither the Agreement Documents nor any term thereof may be changed, waived, discharged er tenninated orally, except by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought. (d) Construing Terms. This Agreement shall not be construed against the party who drafted the same, as both parties have obtained experts of their choosing to review the legal and business adequacy of the same. In the event of a conflict between the terms of the Agreement Documents, primary effect shall be given first to written modifications issued after execution of this Agreement, if any, then in descending order: the Site Plan, Specifications, and the remainder of said documents. 3. EMPLOYMENT OF CONTRACTOR. The City hereby agrees that it may engage the Contractor and the Contractor hereby agrees to perform contracting services for the City in the SATELLITE PARKING AREA AT BSSC PROJECT. 4. SCOPE OF WORK AND RELATED DATA. The intent of the Site Plan, Specifications and other Contract Documents is that the Contractor furnishes all labor and materials, equipment, supervision and transportation necessary for the proper execution of the Work unless specifically noted otherwise. The Contractor shall do all the work described in the Site Plan, Specifications and other Contract Documents and all incidental work considered necessary to substantially complete the Work ready for use or operation in a manner acceptable to the City. Any discrepancies found between the Site Plan and Specifications and site conditions, or any errors or omissions in the same shall be immediately reported to the City. The City shall promptly determine the validity and seriousness of the claimed condition and correct any such error or omission in writing, or otherwise direct Contractor. Any work done by the Contractor after his discovery of such discrepancies, errors or omissions shall be done at the Contractor's risk. Any correction of errors or omissions in the Site Plan and Specifications may be made by the City when such correction is necessary for the proper fulfillment of their intention as construed by City. Where said correction of errors or omissions, except as provided in the next paragraph below, adds to the amount of work to be done by the Contractor, compensation for said additional work shall be negotiated between the parties and must be issued as a written change order before any such additional work is performed or no additional compensation shall be made. The fact that specific mention of any part of work is omitted in the Site Plan and Specifications, whether intentionally or otherwise, when the same is usually and customarily required to complete fully such work as is specified herein, will not entitle the Contractor to consideration in the matter of any claim for extra compensation, but the said work must be installed or done the same as if called for by the Site Plan and Specifications. All work and material usual and necessary to make the Work complete in all its parts, whether or not they are indicated or mentioned in Site Plan and Specifications, shall be furnished and executed the same as if they were called for by the Site Plan and Specifications. The Contractor will not be allowed to take advantage of any errors or omissions in the Site Plan and Specifications. The City will provide full information when errors or omissions are discovered. 5. COMPENSATION. The City will pay the Contractor the fixed sum mount of $ ['~; 1'5~'°--~or performance cf the Work hereunder. Contractor shall submit monthly invoices to the Project Manager reflecting the percentage of the total project completed in said billing period and the pro-rata amount of the contract price due accordingly. Upon approval of the invoice by the Project Manager, City shall pay said invoice less ten (10%) percent retainage in accordance with industry standards. Claims. Claims arising from changes or revisions made by the Contractor at the City's request shall be presented to the City before work starts on the changes or revisions. If the Contractor deems that extra compensation is due for work not covered herein, or in Supplemental Agreement, the Contractor shall notify the City in writing of its intention to make claim for extra compensation before work begins on which the claim is based. If such notification is not given and the City is not afforded by the Contractor a method acceptable to the City for keeping strict account of actual cost, then the Contractor hereby waives its request for such extra compensation. The City is not obligated to pay the Contractor if the City is not notified as described above. The Contractor may refuse to perform additional work requested by the City until an appropriate agreement is executed by the parties. Any such subsequent agreement shall be inclusive of all claimed compensation and expenses related to the additional work, including claims for delay or acceleration. Such notice by the Contractor and the fact that the City has kept account of the costs as aforesaid shall not in any way be construed as proving the validity of the claim. 6. RELEASES. When it is determined, as a result of a joint inspection of the Work by the Contractor, City, and Project Manager that the Work has been completed in accordance with the terms of the Contract Documents, the Project Manager shall certify completion of the Work to the City. At that time, the Contractor may submit the Contractor's final request for payment. Prior to final payment, the Contractor shall execute and deliver to the City a Contractor's Affidavit and Release of Claim for ali claims against the City arising under or by virtue of the work order. Also, each request for payment must have a Claimant's Sworn Statement of Account, executed by the supplier or subcontractor, attached from each supplier or subcontractor who has notified the City of his right to fiie a Claim (Notice to City) or who is listed in the Contractor's Affidavit and Release of Claim as an unpaid potential Claimant. 7. PROJECT SCHEDULES The Contractor shall perform the services outlined under Paragraph 3 of this Agreement in a timely manner consistent with the assignment schedules as mutually agreed upon by the City and the Contractor. No extension of time shall be valid unless given in writing by the City. Time is of the essence in achieving the completion date herein, and the City shall impose liquidated damages against the Contractor in the amount of $150 per day for each day that the Project is not completed. A delay beyond the Contractor's control occasioned by an "Act of God" shall entitle the Contractor to an extension of time in which to complete the Work as determined by the City provided, however, the Contractor shall immediately give written notice to the City of the cause of such delay. The words "Act of God" mean an earthquake, flood, hurricane (or other named tropical event including enumerated tropical depressions), tornado or other cataclysmic phenomenon of nature. Time extensions shall be the exclusive remedy for any claimed damages originating from such delays. Rain, Wind or other natural phenomenon (including tropical waves) of normal intensity for the locality shall not be construed as an Act of God, and no extensions or claims for delay damages may be based upon the same. The City shall have the authority to suspend the Work wholly or in part, for such periods ,as may be deemed necessary and for whatever cause, by serving written notice of suspension to the Contractor. In the event that the Project Manager shall become aware of any condition that may be cause for suspension of the Work, the Project Manager shall immediately advise the City of such condition. The Contractor shall not suspend operations under the provisions of this Paragraph without the City's permission. In the event that the City suspends the Work, the Contractor shall be granted an extension of time to complete the Work for as many calendar days as the Work was suspended; except, however, that the Contractor will not be granted an extension of time to complete the Work if the suspension was caused by a fault of the Contractor. 8. TERMINATION OF CONTRACT WITHOUT CAUSE. This Agreement may be terminated by the City without cause provided at least ten (I0) days written notice of such termination shall be given to the Contractor. In the event the City without cause abandons, terminates or suspends this Agreement for greater than thirty days, the Contractor shall be compensated for services rendered up to the time of such termination on a quantum memit basis and any work done by the Contractor shall remain the property of the City. 9. CITY'S PROJECT MANAGER. City shall designate a Project Manager. All work done shall be subject to the review of the Project Manager and City. Any and all technical questions which may arise as to the quality and acceptability of materials furnished, work performed, or work to be performed, interpretation of the Site Plan and Specifications and ail technical questions as to the acceptable fulfillment of the Contract on the part of the Contractor, shall be referred to the Project Manager, who will resolve such questions. All materials and each part of the Work shall be subject at all times to construction review by the Project Manager and the City. Such construction review may include; shop inspection, and any material furnished under the Site Plan and Specifications is subject to such inspection. The Project Manager and the City shall be allowed access to all parts of the Work and shall be furnished with such information and assistance by the Contractor as is required to make a complete and detailed review. The City shall not be responsible for the acts or omissions of the Contractor. 10. CONTRACTOR'S DUTY. Contractor shall supervise and direct the Work, using Contractor's best skill and attention. Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under this Contract, unless the Contract Documents give other specific instructions concerning these matters. Unless otherwise provided in the Contract Documents, Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, utihties, transportation, and other facilities and services necessary for the proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. Unless otherwise provided in the Contract Documents, Contractor shall pay all sales, use and other similar taxes. Contractor currently holds and shall maintain at all times during the term of this Contract all required federal, state and local licenses necessary to perform the Work required under the Contract Documents. 11. PERSONNEL. The Contractor represents that it will secure at its own expense all personnel and sub-Contractors required for services which are necessary to perform the Work, and all persons engaged in work under the Agreement shall be qualified to perform such services and authorized under federal, state and local laws to perform such services. Personnel who perform services under this Agreement shall not be employees of the City. All workmen must have sufficient imowledge, skill and experience to perform properly the work assigned to them. Any foreman or workman employed by the Contractor or subcontractors who, in the opinion of the City, does not perform his work in a skillful manner, or appears to be incompetent or to act in a disorderly or intemperate manner shall, at the wr/tten request of the City, be discharged from the Project immediately and shall not be employed again in any portion of the Work without the approval of the City. The Contractor shall at all times be responsible for the conduct and discipline of his employees and/or any subcontractor or persons employed by subcontractors. 12. PROTECTION OF PERSONS AND PROPERTY. The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work in accordance with the U.S. Department of Labor Occupational Safety and Health Act and the laws of the State of Florida. This Contract requires that the Contractor and any and all subcontractors hired by the Contractor comply with all relevant standards of the Occupational Safety and Health Act. Failure to comply with the Act constitutes a failure to perform. The Contractor agrees to reimburse the City for any fines and/or court costs arising from penalties charged to the City for violations of OSHA committed by the Contractor or any and all subcontractors. The Contractor shall take all reasonable precautions for the safety of, and shall provide all reasonable protection to prevent damage, injury or loss to, all employees on the Work and all other persons who may be affected thereby; all the work materials and equipment to be incorporated therein, whether in storage on or offthe project site, under the care, custody or control of the Contractor or any of his subcontractors; and other property on the project site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. The Contractor shall perform any work and shall furnish and install materials and equipment necessary during an emergency endangering life or property. In all cases, he shall notify the Project Manager and City of the emergency as soon as practicable, but he shall not wait for instructions before proceeding to properly protect both life and property. The Contractor shall be held fully responsible for such safety and protection until final written acceptance of the Work. 13. CONTRACTOR'S RESPONS1]3ILITY FOR WORK. Until acceptance of the Work by the City, it shall be under the charge and care of the Contractor, and he shall take every necessary precaution against injury or damage to the Work by the action of the elements or f~om any other cause whatsoever, whether arising from the execution or from the non-execution of the Work. The Contractor shall rebuild, repair, restore and make good, without additional compensation, all injury or damage to any portion of the Work occasioned by any cause, other than the sole and active negligence of the City, before its completion and acceptance. Materials and equipment shall be stored so as to incur the preservation of their quality and fitness for the Work. When considered necessary, they shall be placed on wooden platforms or other hard clean surfaces, and not on the ground, and/or they shall be placed under cover. Stored materials and equipment shall be located so as to facilitate prompt inspection. 14. CLEANING UP. The Contractor shall at all times keep the premises free from accumulation of waste mater/als or rubbish caused by his employees or work. At the completion of the Work, he shall remove all his rubbish, tools, scaffolding and surplus materials and shall leave his work "broom clean" or its equivalent, unless more exactly specified, and shall insure tliat all debris and other unsightly objects are removed and disposed of in a satisfactory mariner. At no additional expense to the City, the Contractor will restore to their original conditions or better, as nearly as practicable, those portions of the site not designated for alteration and all such property, structure, utilities, landscaping, etc., disturbed or damaged during the prosecution of the Work. The Work will be considered complete only after all debris and unused material due to or connected with the Work have been removed and the surrounding area left in a condition satisfactory to the City. In the event the City finds that the Contractor has not complied in keeping the job site clean, the City may, after twenty-four (24) hours written notice to the Contractor to correct the situation, elect to have the job site cleaned by an independent labor force. The cost of cleaning by said independent labor force shall be deducted from moneys due the Contractor. Final payment will be withheld until such clean up and repairs are completed 15. SUBCONTRACTS AND ASSIGNABILITY. The Contractor shall not assign any interest in the work orders or this Agreement and shall not transfer any interest in the same without the prior written consent of the City. Any sub-contracts or other work which is performed by persons or firms other than the Contractor under this Agreement or any work orders shall have prior written approval of the City Manager. Any subcontracts or outside associates or Contractors required by the Contractor in connection with services covered by tiffs Agreement or any work orders must be specifically approved by the City Manager. 16. INDEMNIFICATION. The Contractor shall indemnify and save harmless the City, its agents, subcontractors, servants, and employees from and against claims, liability, losses, or causes of action to the extent arising from any misconduct, negligent act, or omission of the Contractor, its agents, servants or employees in the performance of services under this contract. 17. INTERESTS OF CITY OFFICIALS. No officem, members or employees of the City and no members of its governing body, and no other public official of the governing body of the locality or localities in which services for the facilities are situated or carded out, who exercises any functions or responsibilities in the review or approval of the undertaking or carrying out of this project, shall participate in any decision relating to this Agreement which affects his personal interest, or have any personal or pecuniary interest, direct or indirect, in this Agreement or the proceeds thereof. 18. CERTIFICATION OF RESTRICTIONS ON LOBBYING. The Contractor agrees that no Federal appropriated funds have been paid or will be paid by or on behalf of the Contractor to any person for influencing or attempting to influence any officer or employee of any Federal agency, a member of Congress, an officer or employee of Congress or an employee of a member of Congress in connection with the awarding of any Federal contract, the making of any Federal Grant, the making of any Federal loan, the entering into of any cooperative agreement and the extension, continuation, renewal, amendment or modification of any Federal contract, Grant, loan or cooperative agreement. If any funds other than Federal appropriated funds have been paid by the Contractor to any person for influencing or attempting to influence an officer or employee of any Federal agency, a member of Congress, an officer or employee of Congress or an employee of a member of Congress in connection with any FDOT Joint Participation Agreement, the undersigned shall complete and submit Standard Form-LLL "Disclosure Form to Report Lobbying" in accordance with its instructions. 19. CONFLICT OF INTEREST. The Contractor covenants that he presently has no interest and shall not acquire any interest, direct or indirect, which shall conflict in any manner or degree with the performance of services required to be performed under this Agreement. The Contractor further covenants that in the performance of this Agreement, no person having any such interest shall be employed. The Contractor shall not undertake any professional work wkich conflicts with his duties as the City's Contractor without the prior written consent of the City during the term of this Agreement. Any work where the Contractor can reasonably anticipate that it may be called to testify as a witness against the City in any litigation or administrative proceeding will constitute a conflict of interest under this Agreement. 20. COMt'LIANCE WITH LAW. The Contractor expressly agrees to comply with all known laws and regulations relating to providing services under this Agreement. The failure of the Contractor to adhere to any known law or regulation pertaining to furnishing services under this Agreement shall constitute a material breach of this Agreement. 2 I. WAIVER. The waiver by the City of any of the Contractor's obligations or duties under this Agreement shall not constitute a waiver of any other obligation or duty of the Contractor under this Agreement. 22. PUBLIC ENTITY CRIME The Contractor shall file a sworn statement with the City which is Attachment I, stating whether a person or affiliate as defined in Section 287.133 (1), Florida Statutes, has been convicted of a public entity crime subsequent to July 1, 1989, in accordance with the provisions of Section 287.133 of the Florida Statutes. 23. COVENANT AGAINST CONTINGENT FEES. The Contractor warrants that he has not employed or retained any company or person, other than a bona fide employee working solely for the Contractor to solicit or secure this Agreement and that he has not paid or agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee working solely for the Contractor any fee, commission, percentage, gif[ or any other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of this paragraph, the City shall have the fight to terminate the Agreement without liability and, at its discretion, deduct from the Agreement price, or otherwise recover, the full amount of such fee, commission, percentage, gift or consideration. 24. BOND. The Contractor shall not be required to provide Bonds in the form prescribed by State Law, and generally as shown in these Documents, for Performance and Payment. 25. DRUG-FREE WORKPLACE. The contract documents also consist of the "Drug-Free Workplace Form" which is in accordance w/th Florida Statute 287.089 and must be signed. 27. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Florida and venue for any action pursuant to the Agreement Documents shall be in Indian River County, Florida. The parties hereto expressly waive trial by jury in any aetion to enforce or otherwise resolve any dispute arising hereunder. 28. CONSTRUING PROVISIONS. This Agreement shall not be construed against the party who drafted the same, as both parties have obtained experts of their choosing to review the legal and business adequacy of the same. 29. INSURANCE. The Contractor agrees to carry insurance, of the types and subject to the limits as set forth below and maintain said insurance during the hfe of this agreement: (a) Workers' Compensation Contractor shall purchase work~rs' compensation insurance as required by law. (b) Commercial General Liability - Contractor shall purchase Commercial General Liability insurance with a combined single limit of at least $1,000,000. (c) Commercial Auto LiabiliW - Contractor shall purchase Commercial Auto L/ability insurance with a combined single limit of at least $1,000,000. Further, Contractor shall maintain such insurance as is reasonably required to satisfy its obligations for the Work paid for by the City but not yet accepted. The insurance company selected shall be A+ or better per the Best's Key Rating Guide. The Contractor and the insurance company(s) shall agree to furnish the City thirty (30) days whtten notice of their intent to cancel or terminate said insurance. It is the full responsibility of the contractor to insure that all sub-contractors have full insurance coverage as stated above. The Conlractor shall not commence the Work until he has obtained all the insurance required under this paragraph and certificates of such insurance have been submitted to the City, nor shall the Contractor allow any subcontractor to commence work on his subcontract until all insurance required has been so obtained and approved by the City. The Contractor shall carry and maintain until acceptance of the Work, insurance as specified herein and in such form as shall protect him and any subcontractor performing work under this Contract, or the City from all claims and liability for damages for bodily injury, including accidental death, under this Contract, whether by himself or any subcontractor or by any one directly or indirectly employed by either. The Contractor shall furnish to the City certificates of insurance in duplicate showing proof of insurance, naming the City as additional insured parties, prior to the start of construction as provided in the Contract. 30. GUARANTEE. The Contractor shall warrant all equipment furnished and work performed by him for a period of one (1) year from the date of final written acceptance of the Work by City. All equipment and material warranties or guarantees shall be drawn in favor of the City and the originals thereof furnished to the City for acceptance prior to final payment. Such guarantee shall in no way limit or relieve the Contractor of liability from subsequent claims of beach of contract due to substandard materials or workmanship, nor shall such warranty period shorten the statute of limitations for bringing a breach of contract or other action based upon any such deficiencies. Any materials, equipment or work which do not satisfactorily meet the Site Plan and Specifications may be condemned by the City by giving a written notice to the Contractor. All condemned materials, equipment or work shall be promptly taken out and replaced. Any defective work whether the result of poor workmanship, use of defective materials, damaged through carelessness or from other cause shall be removed within ten (10) days after written notice is given by the C!ty, and the work shall be re-executed by the Contractor. The fact that the City may have previously overlooked such defective work shall not constitute an acceptance of any part of it. Should the Contractor fail to remove rejected work or materials within ten (10) days after written notice to do so, the City may remove them and may store the materials and equipment. The malting of the final payment by the City to the Contractor shall not relieve the Contractor of responsibility for faulty materials or workmanship. The City shall promptly give notice of faulty materials and workmanship and the Contractor shall promptly replace any such defects discovered within one (1) year from the date of final written acceptance of the Work by the City. IN WITNESS WItEREOF, the parties hereto have caused these presents to be executed, the day and year first above written. ATTEST (SEAL): S al'l~-'Maio, C~/~i C ' City Clerk ,~' F SEBASTIAN Approved as to form and legality for reliance by the City of Sebastian only: Rich Stringer, City ,~.t.t.t~mey Signed, sealed and delivered CONTRACTOR: in the presence of: Name: