HomeMy WebLinkAbout2018-101BSECTION 00520 - AGREEMENT
THIS AGREEMENT is by and 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 Costello Brothers Marine Construction, Inc.
(hereinafter called CONTRACTOR).
OWNER and CONTRACTOR, 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: Removing two existing
conveyor systems and furnishing and installing two new conveyor systems at PC Main
Screening System.
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: PC MAIN SCREENING SYSTEM CONVEYOR REPLACEMENT
Bid Number: 2018055
Project Address: 1700 Aviation Boulevard, Vero Beach, FL 32960.
ARTICLE 3 — ENGINEER
3.01 The Stormwater Division of the Indian River County Public Works Department is
hereinafter called the ENGINEER and will act as OWNER's representative, assume all
duties and responsibilities, and have the rights and authority assigned to ENGINEER in
the Contract Documents in connection with the completion of the Work in accordance with
the Contract Documents.
ARTICLE 4 - CONTRACT TIMES
4.01 Time of the Essence
A. All time limits for Milestones, if any, Final Completion, and completion and readiness for
final payment as stated in the Contract Documents are of the essence to the Contract.
4.02 Days to Achieve Final Completion and Final Payment
A. The Work will be fully completed (Final Completion) and ready for final payment in
accordance with paragraph 14.07 of the General Conditions on or before the 240th day
from the date the Contract Time commences as set forth in the Notice -to -Proceed
(Section 00550).
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4.03 Liquidated Damages
A. CONTRACTOR and OWNER recognize that time is of the essence for this Agreement
and that OWNER will suffer financial loss if the Work is not completed on or before the
date specified in paragraph 4.02 above, plus any extensions thereof allowed in
accordance with Article 12 of the General Conditions. The parties also recognize the
delays, expense, and difficulties involved in proving in a legal proceeding the actual loss
suffered by OWNER if the Work is not completed on time. Accordingly, instead of
requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages
for delay (but not as a penalty), CONTRACTOR shall pay OWNER $1,099' for each
calendar day that expires after the date specified in paragraph 4.02 for Final Completion,
until the Work is finally complete and ready for final payment.
ARTICLE 5 - CONTRACT PRICE
5.01 OWNER shall pay CONTRACTOR for completion of the Work in accordance with the
Contract Documents, an amount in current funds equal to the sum of the amounts
determined pursuant to paragraph 5.01.A and summarized in paragraph 5.01.13, below:
A. For all Work, at the prices stated in CONTRACTOR's Bid, attached hereto as an exhibit.
B. THE CONTRACT SUM subject to additions and deductions provided in the Contract:
Numerical Amount: $ 586,236.60
Written Amount: five hundred eighty-six thousand, two hundred thirty-six dollars
and sixty cents
ARTICLE 6 - PAYMENT PROCEDURES
6.01 Submittal and Processing of Payments
A. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the
General Conditions. Applications for Payment will be processed by ENGINEER as
provided in the General Conditions.
6.02 Progress Payments; Retainage
A. OWNER shall make progress payments on account of the Contract Price on the basis of
CONTRACTOR's Applications for Payment at intervals not less than once each month
during performance of the Work as provided in paragraph 6.02.A.1 below. All such
payments will be measured by the schedule of values established in paragraph 2.07.A of
the General Conditions (and in the case of Unit Price Work based on the number of units
completed) or, in the event there is no schedule of values, as provided in the General
Requirements:
1. Progress payments will be made in an amount equal to the percentage indicated
below, less the aggregate of payments previously made and less such amounts as
1 Reference for liquidated damages amount: "Standard Specifications for Road and Bridge Construction",
Florida Department of Transportation, January 2017, Section 8-10.2, page 92, for projects of $250,000 but
less than $500,000. The actual liquidated damages amount will be based on the actual contract award
amount and determined using the referenced Florida Department of Transportation criteria.
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ENGINEER may determine or OWNER may withhold, in accordance with paragraph
14.02 of the General Conditions:
a. Ninety percent (90%) of Work completed (with the balance being retainage).
There will be no payment for the cost of materials and equipment not incorporated
in the Work but stored on the Project site.
6.03 Final Payment
A. Upon final completion and acceptance of the Work in accordance with paragraph 14.07 of
the General Conditions, OWNER shall pay the remainder of the Contract Price as
recommended by ENGINEER as provided in said paragraph 14.07.
ARTICLE 7 - INDEMNIFICATION
7.01 CONTRACTOR shall indemnify OWNER, ENGINEER, and others in accordance with
paragraph 6.20 (Indemnification) of the General Conditions to the Construction Contract.
ARTICLE 8 - CONTRACTOR'S REPRESENTATIONS
8.01 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 Bidding 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 carefully studied all: (1) reports of explorations and tests of
subsurface conditions at or contiguous to the Site and all drawings of physical conditions
in or relating to existing surface or subsurface structures at or contiguous to the Site
(except Underground Facilities) which have been identified as provided in paragraph 4.02
of the General Conditions and (2) reports and drawings of a Hazardous Environmental
Condition, if any, at the Site which have been identified as provided in paragraph 4.06 of
the General Conditions.
E. CONTRACTOR has obtained and carefully studied (or assumes responsibility for having
done so) all 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 procedures of construction, if any, expressly required by the
Contract Documents to be employed by CONTRACTOR, and safety precautions and
programs incident thereto
F. CONTRACTOR does not consider that any further examinations, investigations,
explorations, tests, studies, or data are necessary for the performance of the Work at the
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Contract Price, within the Contract Times, and in accordance with the other terms and
conditions of the Contract Documents.
G. 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.
H. 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.
I. CONTRACTOR has given ENGINEER written notice of all conflicts, errors, ambiguities, or
discrepancies that CONTRACTOR has discovered in the Contract Documents, and the
written resolution thereof by ENGINEER is acceptable to CONTRACTOR.
J. The Contract Documents are generally sufficient to indicate and convey understanding of
all terms and conditions for performance and furnishing of the Work.
ARTICLE 9 - CONTRACT DOCUMENTS
9.01 Contents
A. The Contract Documents consist of the following:
1. This Agreement (pages 00520-1 to 00520-8, inclusive);
2. Section 00605 — Public Construction Bond (pages 00605-1 to 00605-_, inclusive);
3. Section 00700 - General Conditions (pages 00700-1 to 00700-51, inclusive);
5. Specifications as listed in the Table of Contents of the Project Manual;
6. Drawings as listed in the Cover Sheet of the PC MAIN SCREENING SYSTEM
CONVEYOR REPLACEMENT;
7. Addenda (numbers to , inclusive);
8. Exhibits to this Agreement (enumerated as follows):
a. Section 00310— Bid Form (CONTRACTOR's Bid) (pages 00310-1 to 00310-6);
b. Section 00450 — Qualifications Questionnaire (page 00450-1 to 00450-5, inclusive
including _ attached pages);
c. Section 00452 - Sworn Statement Under Section 105.08, Indian River County
Code, on Disclosure of Relationships (pages 00452-1 to 00452-2, inclusive);
d. Section 00458 — List of Subcontractors (page 00458-1);
f. Section 00459 — Drug -Free Workplace Certification (page 00459-1)
g. Section 00622 — Contractor's Application for Payment (pages 00622-1 to 00622-5,
inclusive);
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h. Section 00632 — Contractor's Final Certification of the Work (pages 00632-1 to
00632-2, inclusive);
i. Documentation submitted by CONTRACTOR prior to Notice of Award (pages
to , inclusive);
j. Certificates of Insurance as required by the General Conditions.
9. The following which may be delivered or issued on or after the Effective Date of the
Agreement and are not attached hereto:
a. Written Amendments;
b. Work Change Directives;
c. Change Order(s).
B. The documents listed in paragraph 9.01.A are attached to this Agreement (except as
expressly noted otherwise above).
C. There are no Contract Documents other than those listed above in this Article 9.
D. The Contract Documents may only be amended, modified, or supplemented as provided
in paragraph 3.04 of the General Conditions.
ARTICLE 10 - MISCELLANEOUS
10.01 Terms
A. Terms used in this Agreement will have the meanings indicated in the General Conditions.
10.02 Assignment of Contract
A. No assignment by a party hereto of any rights under or interests in the Contract will be
binding on another party hereto without the written consent of the party sought to be
bound; and, specifically but without limitation, moneys that may become due and moneys
that are due may not be assigned without such consent (except to the extent that the
effect of this restriction may be limited by law), and unless specifically stated to the
contrary in any written consent to an assignment, no assignment will release or discharge
the assignor from any duty or responsibility under the Contract Documents.
10.03 Successors and Assigns
A. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns, and
legal representatives to the other party hereto, its partners, successors, assigns, and legal
representatives in respect to all covenants, agreements, and obligations contained in the
Contract Documents.
10.04 Severability
A. Any provision or part of the Contract Documents held to be void or unenforceable under
any Law or Regulation shall be deemed stricken, and all remaining provisions shall
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continue to be valid and binding upon OWNER and CONTRACTOR, who agree that the
Contract Documents shall be reformed to replace such stricken provision or part thereof
with a valid and enforceable provision that comes as close as possible to expressing the
intention of the stricken provision.
10.05 Venue
A. This Contract shall be governed by 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 Contract
shall be in Indian River County, Florida, or, in the event of a federal jurisdiction, in the
United States District Court for the Southern District of Florida.
10.06 Public Records
A. 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:
1. Keep and maintain public records required by the County to perform the service.
2. Upon request from the County's Custodian of Public Records, provide the County
with a copy of the requested records or allow the records to be inspected or copied
within a reasonable time at a cost that does not exceed the cost provided in Chapter
119 or as otherwise provided by law.
3. Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law for
the duration of the contract term and following completion of the contract if the
contractor does not transfer the records to the County.
4. Upon completion of the contract, transfer, at no cost, to the County all public records
in possession of the Contractor or keep and maintain public records required by the
County to perform the service. If the Contractor transfers all public records to the
County upon completion of the contract, the Contractor shall destroy any duplicate
public records that are exempt or confidential and exempt from public records
disclosure requirements. If the contractor keeps and maintains public records upon
completion of the contract, the Contractor shall meet all applicable requirements for
retaining public records. All records stored electronically must be provided to the
County, upon request from the Custodian of Public Records, in a format that is
compatible with the information technology systems of the County.
B. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF
PUBLIC RECORDS AT:
(772) 226-1424
publicrecords(@ircgov.com
Indian River County Office of the County Attorney
1801 27th Street
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Vero Beach, FL 32960
C. Failure of the Contractor to comply with these requirements shall be a material breach of
this Agreement.
[The remainder of this page was left blank intentionally]
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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 June 5 , 2018 (the date the Contract is
approved by the Indian River County Board of County Commissioners, which is the Effective Date
of the Agreement).
OWNER:
BOARD OF COUNTY COMMISSIONERS
CONTRACTOR:
INDIAN RIVER COUNTY, FLORIDA ..•••r•p"h(A;,�••,
By
. V4� 0 "
Peter D. O'Bryan, Ch firman (Printed name and title)
Approved by BCC n1, „P �Y ?nip •. �:�Qcoucir�•���•
County Administrator
APPROVED AS TO FORM AND LEGAL
SUFFICIENCY- i
By. /IA"
William K. DeBr al, ep County Attorney
ATTEST:
JeffreyR mith, Clerk of Court and Comptroller
BY:
Deputy Clerk
Witnessed by:
(Printed name)
* * END OF SECTION * *
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