HomeMy WebLinkAbout2014-201/Z'/�/y A TRUE COPY
CERTIFICATION ON LAST PAGE
6F J.R. SMITH, CLERK
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THIS AGREEMENT is by aid between INDIAN RIVER COUNTY, a Political Subdivision of the State of Florida
organized and existing under the Laws of the State of Florida, (hereinafter called OWNER) and Summerlin's
Marine Construction, LLC (hereinafter called CONTRACTOR).
OWNER and FONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:
ARTICLE 1- WORK
1.01 CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The
Work is generally described as follows: _
Removal of southernmost dock and repair of middle dock at Boat Club Island (Spoil Island IR -25)
ARTICLE 2 - THE PROJECT
2.01 The Project for which the Work under the Contract Documents may be the whole or only a part is
generally described as follows:
Project Name: Removal/Repair of Docks at Boat Club Island (Spoil Island IR -25)
RFP Number: 2014040
Project Location: +1/2 mile NE of Grand Harbor Marina in IRL, Vero Beach, FL
ARTICLE 3 — TERM AND CONTRACT TIMES
3.01 Term: This Agreement shall remain in effect for a term of one (1) year, unless otherwise sooner
terminated by mutual consent of the parties.
3.02 Time of Completion: Project shall be completed, to include approval by the Building Division 30
days from receipt of the Notice to Proceed.
ARTICLE 4 - CONTRACT PRICE
4.01 OWNER shall pay CONTRACTOR for completion of the Work an amount in current funds equal to
the sum of the amounts determined pursuant to paragraph 4.01.A and summarized in paragraph 4.01.B,
below:
A. For all Work, at the prices stated in CONTRACTOR's Proposal, attached hereto as an exhibit.
B. THE CONTRACT SUM subject to additions and deductions provided in the Contract Documents:
Numerical Amount: $18,650.00.
Written Amount: Eighteen thousand six hundred and fifty dollars and 00/100.
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4lHUECOPY
0,ERTiFICARMNONLAST PAGE
SMITH, CLERK
ARTICLE 5 - COMPENSATION
5.01 Owner shafl make only one payment for the entire amount of the contract when the work has
been completed. Payment may be requested per Station, should work at one be completed and approved
by the Building Division prior to completion at the second. Upon a determination of satisfactory
completion, the COUNTV Projectject Manager will authorize payment to be made. API payments for services
shall be made to the CONTRACTOR by the COUNTY in accordance with the Local Government Prompt
Payment Act, as may be amended from time to time (Section 218.70, Florida Statutes, et seq.).
ARTICLE 6 — INSURANCE AND INDEMNIFICATION
6.01 The CONTRACTOR shall not commence work on this Agreement until it has obtained all
insurance required under this Agreement and such insurance has been approved by the COUNTY's Risk
Manager.
6.02 CONTRACTOR shall procure and maintairi, for the duration of this Agreement, the minimum
insurance coverage as set forth herein. The cost of such insurance shall be included in the
CONTRACTOR's fee:
A. Workers' Compensation: To meet statutory Iimits in compliance with the Workers'
Compensation Law of Florida. This policy must include employers' Iiability with a limit
$1,000,000 for each accident, $500,000 disease policy limit and $100,000 disease each
employee. Such policy shall include a waiver of subrogation as against Owner on account of
injury sustained by an employee(s) of the CONTRACTOR.
B. General Liability: A per occurrence form policy, including Pre 'ise Operations, Independent
Contractors, Products and Completed Operations including X, C, U (Explosion, Collapse,
Underground) Broad Form Property Damage, Broad Form Property Damage Endorsement, with
a combined single limit of not less than $1,000,000 general aggregate to include
products/completed operations, personal injury/advertising liability, fire damage /legal liability,
and medical payments. Limits can be layered with an Excess Liability Policy (Umbrella).
C. Business Automobile Liability: Coverage shall include Owned vehicles and Hired/Non-Owned
vehicles, for a combined single limit (bodily injury and property damage) of not less than
$1,000,000/combined single limit (Bodily Ijum/Pmope/tyDamage);persona|i juryprotection-
'statutmry|imnits; $100,000 uninsured/underinsured motorist; $100,000/hired/non-owned auto
liability. Limits can be Iayered with Excess Liability Policy (Umbrella).
D. Builder's Risk Insurance: The contractor shall procure and maintain builder's risk insurance ("all
risk") with limits equal to one hundred percent (100%) of the completed value of the
structure(s), buliding(s), or addition(s). It shall include a Waiver of Occupancy Endorsement to
enable the County to contract calls for the installation of machinery or equipment, the policy
must be endorsed to provide coverage during transit and installation. The maximum deductible
allowable under this coverage is $500.00 per claim. (ifapplicable)
E. Longshoreman's Insurance: Contractor shall procure and maintain Longshoreman's insurance
to the extent required by law.
6.03 Contractor's insurance coverage shall be primary.
6.04 All required insurance policies shall be placed with insurers licensed to do business in Florida
and with a Best's rating of A -VII or better.
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:;ERTIFICATIQN ON LAST PAGE
I R SMITH, CLERK
6.05 The insurance policies procured shall be occurrence forms, not claims made policies with the
exception of professional liability.
6.06 A certificate of insurance shall be provided to the COUNTY's Risk Manager for review and
approval, ten (10) days prior to commencement of any work under this Agreement. The COUNTY shall
be named as an additional insured on all policies except workers' compensation and professional
liability.
6.07 The insurance companies selected'shall send written verification to the COUNTY's Risk Manager
that they will provide 30 days prior written notice to the COUNTY's Risk Manager of its intent to cancel
or modify any required policies of insurance.
6.08 CONTRACTOR shall include all Subcontractors as insured under its policies or shall furnish
separate certificates and endorsements for each Subcontractor. All coverages for Subcontractors shall
be subject to all of the requirements stated herein.
6.09 The COUNTY, by and through its Risk Manager, reserves the right periodically to review any and
all policies of insurance and to reasonably adjust the limits of coverage required hereunder, from time
to time throughout the term of this Agreement. In such event, the COUNTY shall provide the
CONTRACTOR with separate written notice of such adjusted limits and CONTRACTOR shall comply within
thirty (30) days of receipt thereof. The failure by CONTRACTOR to provide such additional coverage shall
constitute a default by CONTRACTOR and shall be grounds for termination of this Agreement by the
COUNTY. ,
6.10 The CONTRACTOR shall indemnify and hold harmless the COUNTY, and its officers and
employees, from liabilities, damages, losses, and costs, including, but not limited to, reasonable
attorneys' fees, arising out of or related to the negligence, recklessness, or intentionally wrongful
conduct of the CONTRACTOR and other persons employed or utilized by the CONTRACTOR in the
performance of this Agreement.
ARTICLE 7 - CONTRACTOR'S REPRESENTATIONS
7.01 In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following
representations:
A. CONTRACTOR has examined and carefully studied the Contract Documents and the other related
data identified in the Request for Proposal documents.
B. CONTRACTOR has visited the Site and become familiar with and is satisfied as to the general, local,
and Site conditions that may affect cost, progress, and performance of the Work.
C. CONTRACTOR is familiar with and is satisfied as to all federal, state, and local Laws and Regulations
that may affect cost, progress, and performance of the Work.
D. CONTRACTOR has obtained and carefully studied (or assumes responsibility for having done so) all
additional or supplementary examinations, investigations, explorations, tests, studies, and data
concerning conditions (surface, subsurface, and Underground Facilities) at or contiguous to the Site
which may affect cost, progress, or performance of the Work or which relate to any aspect of the
means, methods, techniques, sequences, and procedures of construction to be employed by
CONTRACTOR, including applying the specific means, methods, techniques, sequences, and
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CERTIFICATION ON LAST PAGE
J.R. SMITH, CLERK
procedures of construction, if any, expressly required by the Contract Documents to be employed
by CONTRACTOR, and safety precautions and programs incident thereto.
E. CONTRACTOR does not consider that any further examinations, investigations, explorations, tests,
studies, or data are necessary for the performance of the Work at the Contract Price, within the
Contract Times, and in accordance with the other terms and conditions of the Contract Documents.
F. CONTRACTOR is aware of the general nature of work to be performed by OWNER and others at the
Site that relates to the Work as indicated in the Contract Documents.
G. CONTRACTOR has correlated the information known to CONTRACTOR, information and
observations obtained from visits to the Site, reports and drawings identified in the Contract
Documents, and all additional examinations, investigations, explorations, tests, studies, and data
with the Contract Documents.
H. CONTRACTOR has given OWNER written notice of all conflicts, errors, ambiguities, or discrepancies
that CONTRACTOR has discovered in the Contract Documents, and the written resolution thereof
by OWNER is acceptable to CONTRACTOR.
I. The Contract Documents are generally sufficient to indicate and convey understanding of all terms
and conditions for performance and furnishing of the Work.
ARTICLE 8 - CONTRACT DOCUMENTS
8.01 The Contract Documents consist of the following:
A. This Agreement (pages 1 to 7 inclusive);
B. Certificate of Liability Insurance
C. CONTRACTOR'S RFP Submittal (pages 1 to 23 , inclusive);
D. Sworn Statement Under Section 105.08, Indian River County Code, on Disclosure of Relationships
(pages 10 to 11 of 13 , inclusive);
ARTICLE 9 - MISCELLANEOUS
9.01 Independent Contractor. It is specifically understood and acknowledged by the parties hereto that
the CONTRACTOR or employees or Subcontractors of the Contractor are in no way to be considered
employees of the COUNTY, but are independent contractors performing solely under the terms of the
Agreement and not otherwise.
9.02 Request for Proposals. It is specifically understood and acknowledged by the parties hereto that all
of the requirements set forth in the Request for Proposals dated May 27, 2014 (including addenda 1
through 2) shall be incorporated herein.
9.03 Merger; Modification. Except as set forth in Section 8.2 above, this Agreement incorporates and
includes all prior and contemporaneous negotiations, correspondence, conversations, agreements or
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J.R. SMITH, CLERK
understandings applicable to the matters contained herein and the parties agree that there are no
commitments, agreements, or understandings of any nature whatsoever concerning the subject matter of
the Agreement that are not contained in this document. Accordingly, it is agreed that no deviation from the
terms hereof shall be predicated upon any prior or contemporaneous representations or agreements,
whether oral or written. No alteration, change, or modification of the terms of this Agreement shall be valid
unless made in writing and signed by the CONTRACTOR and the COUNTY.
9.04 Governing Law; Venue. This Agreement, including all attachments hereto, shall be construed
according to the laws of the State of Florida. Venue for any lawsuit brought by either party against the other
party or otherwise arising out of this Agreement shall be in Indian River County, Florida, or, in the event of
federal jurisdiction, in the United States District Court for the Southern District of Florida.
9.05 Remedies; No Waiver. All remedies provided in this Agreement shall be deemed cumulative and
additional, and not in lieu or exclusive of each other or of any other remedy available to either party, at law
or in equity. Each right, power and remedy of the parties provided for in this Agreement shall be cumulative
and concurrent and shall be in addition to every other right, power or remedy provided for in this Agreement
or now or hereafter existing at law or in equity or by statute or otherwise. The failure of either party to insist
upon compliance by the other party with any obligation, or exercise any remedy, does not waive the right
to so in the event of a continuing or subsequent delinquency or default. A party's waver of one or more
defaults does not constitute a waiver of any other delinquency or default. If any legal action or other
proceeding is brought for the enforcement of this Agreement or because of an alleged dispute, breach,
default or misrepresentation in connection with any provisions of this Agreement, each party shall bear its
own costs.
9.06 Severability. If any term or provision of this Agreement or the application thereof to any person or
circumstance shall, to any extent, be held invalid or unenforceable for the remainder of this Agreement,
then the application of such term or provision to persons or circumstances other than those as to which it is
held invalid or unenforceable shall not be affected, and every other term and provision of this Agreement
shall be deemed valid and enforceable to the extent permitted by law.
9.07 Availability of Funds. The obligations of the COUNTY under this Agreement are subject to the
availability of funds lawfully appropriated for its purpose by the Board of County Commissioners of Indian
River County.
9.08 No Pledge of Credit. The CONTRACTOR shall not pledge the COUNTY's credit or make it a guarantor
of payment or surety for any contract, debt, obligation, judgment, lien or any form of indebtedness.
9.09 Public Records. Indian River County is a public agency subject to Chapter 119, Florida Statutes. The
CONTRACTOR shall comply with Florida's Public Records Law. Specifically, the CONTRACTOR shall:
A. Keep and maintain public records that ordinarily and necessarily would be required by the COUNTY
in order to perform the service.
B. Provide the public with access to public records on the same terms and conditions that the COUNTY
would provide the records and at a cost that does not exceed the cost provided in chapter 119 or as
otherwise provided by law.
C. Ensure that public records that are exempt or confidential and exempt from public records
disclosure requirements are not disclosed except as authorized by law.
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A TRUE COPY
CERTIFICATION ON LAST PAGE
J.R. SMITH. CLERK
D Meet all requirements for retaining public records and transfer, at no cost, to the COUNTY all public
records in possession of the CONTRACTOR upon termination of the Agreement and destroy any
duplicate public records that are exempt or confidential and exempt from public records disclosure
requirements. All records stored electronically must be provided to the COUNTY in a format that is
compatible with the information technology systems of the COUNTY.
A. Failure of the CONTRACTOR to comply with these requirements shall be a material breach of this
Agreement. The CONTRACTOR shall comply with the provisions of Chapter 119, Florida Statutes (Public
Records Law) in connection with this Agreement.
9.10 Notices. Any notice, request, demand, consent, approval, or other communication required or
permitted by this Agreement shall be given or made in writing and shall be served, as elected by the party
giving such notice, by any of the following methods: (a) Hand delivery to the other party; (b) Delivery by
commercial overnight courier service; or (c) Mailed by registered or certified mail (postage prepaid), return
receipt requested at the addresses of the parties shown below:
County: Indian River County
Attn: Roland M. DeBlois, AICP
Chief, Environmental Planning and Code Enforcement Section
1801 27th Street
Vero Beach, FL 32960
(772) 226-1258
Facsimile: (772) 978-1806
rdeblois@ircgov.com
Contractor: Summerlin's Marine Construction, LLC
Attn.: Joy Summerlin-Yancy
200 Naco Road # C
Fort Pierce, FL 34949
(772) 201-6099
Facsimile: (772) 464-7470
Summerlin7cs@aol.com
Notices shall be effective when received at the address as specified above. Facsimile transmission
is acceptable notice effective when received, provided, however, that facsimile transmissions received (i.e.,
printed) after 5:00 p.m. or on weekends or holidays, will be deemed received on the next day that is not a
weekend day or a holiday. The original of the notice must additionally be mailed. Either party may change
its address, for the purposes of this section, by written notice to the other party given in accordance with
the provisions of this section.
9.11 Survival. Except as otherwise expressly provided herein, each obligation in this Agreement to be
performed by CONTRACTOR shall survive the termination or expiration of this Agreement.
9.12 Construction. The headings of the sections of this Agreement are for the purpose of convenience only,
and shall not be deemed to expand, limit, or modify the provisions contained in such Sections. All pronouns
and any variations thereof shall be deemed to refer to the masculine, feminine or neuter, singular or plural,
as the identity of the party or parties may require. The parties hereby acknowledge and agree that each was
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properly represented by counsel and this Agreement was negotiated and drafted at arm's length so that the
judicial rule of construction to the effect that a legal document shall be construed against the draftsperson
shall be inapplicable to this Agreement
9.13 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall
be deemed to be an original copy and all of which shall constitute but one and the same instrument.
9.14 Sovereign Immunity. Nothing in this Agreement is intended to, or shall be interpreted to, constitute
a waiver or limitation of the COUNTY's sovereign immunity.IN WITNESS WHEREOF, OWNER and
CONTRACTOR have signed this Agreement in duplicate. One counterpart each has been delivered to OWNER
and CONTRACTOR. All portions of the Contract Documents have been signed or identified by OWNER and
CONTRACTOR or on their behalf.
This Agreement will be effective on , 20_ (the date the Contract is approved by the
Indian River County Board of County Commissioners, which is the Effective Date of the Agreement).
OWNER:
CONTRACTOR:
INDIAN RIVER COUNTY ..�•'ioNE.,S.,
�*** R .SUMMERLIN S MARINE CONSTRUCTION, LLC
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:�'DIljN RNE.�'
By:
Joseph A. aird, County Administrator
PPROVED AS TO FORM A
By:
G FFICIENCY:
Dylan Reingold, County Attorney
Jeffrey R. Smith, Clerk of
Atte
(SEAL)
Or—
Deputy CI
STATE OF FLORIDA
INDIAN RIVER COUNTY
THIS IS TO CERTIFY T
A TRUE AND CORR
THE ORIGI L O
OFFICE.
DATE
urt and Com
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Attest
(Contractor)
(CORPORATE SEAL)