HomeMy WebLinkAbout2021-092ASECTION 00530 — EJCDC STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PRICE
South Oslo Road WTP Improvements
THIS AGREEMENT ("Agreement" or "Contract"), dated the 6t' day of July, in the year 2021 by and
between Indian River County, a political subdivision of the State of Florida (hereinafter called OWNER)
and TLC Diversified, Inc., hereinafter called CONTRACTOR).
OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as
follows:
ARTICLE 1 WORK
CONTRACTOR as an independent contractor and not as an employee shall furnish and
complete all of the necessary labor, material, and equipment to perform the work as specified
or indicated in the Contract Documents and per Indian County Department of Utility Services
(IRCDUS) standards. The work is generally described as follows:
Furnish all labor and materials necessary to construct the improvements to the existing
South Oslo Road Water Treatment Plant in Indian River County, Florida, including the
following but not limited to the work listed herein: site preparation, demolition, drainage
improvements, paving, grading, miscellaneous yard and process piping improvements,
feedwater pump motor replacement, transfer pump motor replacement, four (4)1.875 mgd
nanofiltration trains, two (2) new high service pumps, chemical piping replacement,
electrical equipment, instrumentation, valves, piping, WTP and wellfield PLC & SCADA
system equipment, process piping trenches, painting and coatings; and all accessory
items to provide a complete operating system as depicted in these documents. Additive
alternates may or may not be included in whole or individually and is at the Owners full
discretion.
ARTICLE 2 ENGINEER
The South Oslo Road WTP Improvements project has been designed by Kimley-Hom and Associates,
Inc. hereinafter called ENGINEER, and who is to act as OWNER'S representative, assume duties and
responsibilities and have the rights and authority assigned to ENGINEER in the Contract Documents in
connection with completion of the work in accordance with the Contract Documents.
ARTICLE 3 CONTRACT TIME
3.1 The CONTRACTOR shall be substantially completed with the following timeframe
(a) Within 60 calendar days from effective date of Notice to Proceed, Contractor shall
complete the following tasks:
1. Obtain all necessary permits.
2. Submit shop drawings for all materials and equipment to be utilized on the job.
3. Perform all photographic recording and documentation of conditions prior to
construction.
4. Locate all existing utilities in the area of work.
5. Secure approval of shop drawings.
6. Mobilize all labor, equipment, and materials and prepare the site.
7. Notify all utilities and other affected parties prior to initiating construction.
00530-1
(b) From 61 calendar days to 760 calendar days from the effective date of Notice to
Proceed, the CONTRACTOR shall complete the following tasks:
1. Furnish/Install/Construct all civil, mechanical, structural, plumbing,
electrical equipment, instrumentation, and appurtenant items.
2. Successfully complete all equipment start-ups and field testing in
accordance with the technical specifications.
3. Successfully complete all water quality sampling and testing in
accordance with the technical specifications.
4. Coordinate with ENGINEER to obtain required regulatory clearances
to place new equipment into operation.
3. Restore all disturbed areas to their pre -construction condition.
4. Correct all deficiencies noted by Engineer.
Completion of all tasks outlined above (i.e., Subparagraphs a) and b) constitutes Substantial
Completion. CONTRACTOR is herein notified that Substantial Completion requires
beneficial use of all improvements including new and rehabilitated equipment.
(c) From 760 calendar days to 820 calendar days from the effective date of Notice
to Proceed, the CONTRACTOR shall complete the following tasks:
1. Clean up project area.
2. Remove all equipment and material from project site.
3. Perform contract closeout procedures.
4. Demobilize.
3.2 Completion of all tasks outlined above (i.e., Subparagraphs a, b, and c) constitute
Final Completion.
3.3 Liquidated Damages. OWNER and CONTRACTOR recognize that time is of the essence
of this Agreement and that OWNER will suffer financial loss if the work is not completed within
the times specified in Paragraph 3.1 above, plus any extensions thereof allowed in accordance
with Article 12 of the General Conditions. They 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 seven -hundred and fifty dollars ($750.00) for each day that
expires after the time specified in Paragraph 3.1 for Substantial Completion, if CONTRACTOR
shall neglect, refuse or fail to complete the remaining work within the Contract Time or any
proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER seven -
hundred and fifty dollars ($750.00) for each day that expires after the time specified in
Paragraphs 3.1 and 3.2 for completion and readiness for final payment.
3.3.1 The CONTRACTOR and OWNER agree that OWNER is authorized to deduct
all or any portion of the above -stated liquidated damages due to the Owner from
payments due to the Contractor; or, in the alternative, all or any portion of the
above -stated liquidated damages may be collected from the Contractor or its
Surety or Sureties. These provisions for liquidated damages shall not prevent
the OWNER, in case of the CONTRACTOR's default, from terminating the
Contractor's right to proceed as provided in this AGREEMENT.
00530-2
3.3.2 In addition to the above -stated liquidated damages, the CONTRACTOR shall be
responsible for reimbursing OWNER all expenses related to third party
consultants in administering the Project beyond the Final Completion date
specified in this Agreement, or beyond an approved extension of time granted to
CONTRACTOR, whichever date is later.
ARTICLE 4 CONTRACT PRICE
4.1 OWNER shall pay CONTRACTOR for completion of the work in accordance with the Contract
Documents in current funds in the amount of $10,665.515.65.
ARTICLE 5 PAYMENT PROCEDURES
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 and the Contract Documents.
5.1 The OWNER shall make progress payments to the CONTRACTOR on the basis of the
approved partial payment request as recommended by ENGINEER in accordance with the
provisions of the Local Government Prompt Payment Act, Florida Statutes section 218.70 et.
seq. The OWNER shall retain five percent (5%) of the payment amount due to CONTRACTOR
until final completion and acceptance of all work to be performed by CONTRACTOR under the
Contract Documents.
5.2 Each request for a progress payment shall contain the CONTRACTOR'S certification. All
progress payments will be on the basis of progress of the work measured by the schedule of
values established, or in the case of unit price work based on the number of units completed.
5.3 Paragraphs 5.1 and 5.2 do not apply to construction services work purchased by the County as
OWNER which are paid for, in whole or in part, with federal funds and are subject to federal
grantor laws and regulations or requirements that are contrary to any provision of the Local
Government Prompt Payment Act. In such event, payment and retainage provisions shall be
governed by the applicable grant requirements and guidelines.
5.4 ACCEPTANCE AND FINAL PAYMENT: Upon receipt of written notice that the work is ready
for final inspection and acceptance, the ENGINEER will promptly make such inspection and
when the ENGINEER finds the work acceptable under the terms of the Contract and the
Contract fully performed, the ENGINEER will promptly issue a final completion certificate
stating that the work provided for in this Contract has been completed, and acceptance by
the OWNER under the terms and the conditions thereof is recommended and the entire
balance found to be due the CONTRACTOR, will be paid to the CONTRACTOR by the
OWNER following County Commission approval of the final Contract payment.
5.5 Acceptance of Final Payment as Release. The acceptance by the CONTRACTOR of final
payment shall be and shall operate as a release to the OWNER from all claims and all liability
to the CONTRACTOR other than claims in stated amounts as may be specifically excepted
by the CONTRACTOR for all things done or furnished in connection with the work under this
Contract and for every act and neglect of the OWNER and others relating to or arising out of
the work. Any payment, however, final or otherwise, shall not release the CONTRACTOR or
its sureties from any obligations under the Contract Documents or the Payment and
Performance Bonds.
ARTICLE 6 INTEREST
Not Applicable.
ARTICLE 7 CONTRACTOR'S REPRESENTATIONS
In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following
representations:
7.1 CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents,
work, site, locality, and all local conditions and laws and regulations that in any manner may
affect cost, progress, performance or furnishing of the work.
7.2 CONTRACTOR has studied carefully all reports of explorations and tests of subsurface
conditions and drawings of physical conditions which are identified in the Supplementary
Conditions as provided in Paragraph 4.02 of the General Conditions, and accepts the
determination set forth in Paragraph SC -4.02 of the Supplementary Conditions of the extent of
the technical data contained in such reports and drawings upon which CONTRACTOR is
entitled to rely.
7.3 CONTRACTOR has obtained and carefully studied (or assumes responsibility for obtaining and
carefully studying) all such examinations, investigations, explorations, tests, reports and studies
(in addition to or to supplement those referred to in Paragraph 7.2 above) which pertain to the
subsurface or physical conditions at or contiguous to the site or otherwise may affect the cost,
progress, performance or furnishing of the work as CONTRACTOR considers necessary forthe
performance of furnishing of the work at the Contract Price, within the Contract Time and in
accordance with the other terms and conditions of the Contract Documents, including
specifically the provisions of Paragraph 4.02 of the General Conditions; and no additional
examinations, investigations, explorations, tests, reports, studies or similar information or data
are or will be required by CONTRACTOR for such purposes.
7.4 CONTRACTOR has reviewed and checked all information and data shown or indicated on the
Contract Documents with respect to existing underground facilities at or contiguous to the site
and assumes responsibility forthe accurate location of said underground facilities. No additional
examinations, investigations, explorations, tests, reports, studies or similar information or data
in respect of said underground facilities are or will be required by CONTRACTOR in order to
perform and furnish the work at the Contract Price, within the Contract Time and in accordance
with the other terms and conditions of the Contract Documents, including specifically the
provisions of Paragraph 4.04 of the General Conditions.
7.5 CONTRACTOR has correlated the results of all such observations, examinations,
investigations, explorations, tests, reports and studies with the terms and conditions of the
Contract Documents.
7.6 CONTRACTOR has given ENGINEER written notice of all conflicts, errors or discrepancies that
CONTRACTOR has discovered in the Contract Documents and the written resolution thereof
by ENGINEER is acceptable to CONTRACTOR.
7.7 Contractor is registered with and will use the Department of Homeland Security's E -Verify
system (www.e-vedfy.gov) to confirm the employment eligibility of all newly hired employees for
the duration of this agreement, as required by Section 448.095, F.S. Contractor is also
responsible for obtaining proof of E Verify registration and utilization for all subcontractors.
00530-4
ARTICLE 8 CONTRACT DOCUMENTS.
The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR
concerning the work consist of the following:
8.1 This Agreement (Section 00530)
8.2 General Conditions (Section 00700).
8.3 Supplementary Conditions (Section 00800).
8.4 Department of Labor General Decision Number: FL20210209 05/28/2021
8.5 Notice to Proceed (Sample Provided in Section 00800)
8.6 Public Construction Bond (Section 00600)
8.7 Certificate(s) of Liability Insurance (Section 00620)
8.8 Contractor's Application for Payment (Sample Provided in Section 00800)
8.9 Certificate of Substantial Completion (Sample Provided in Section 00800)
8.10 Final Release of Lien (Sample Provided in Section 00800)
8.11 Technical Specifications bearing the title "South Oslo Road WTP Improvements"
8.12 Drawings Titled "South Oslo Road WTP Improvements"
8.13 Addenda numbers 1 to 4, inclusive.
8.14 CONTRACTOR'S Bid (Section 00310).
8.15 Bid Bond (Section 00410)
8.16 Schedule of Subcontractors (Section 00431).
8.17 Certification Regarding Prohibition Against Contracting with Scrutinized Companies (Section
00432).
8.18 Disclosure of Relationships (Section 00452).
8.19 Swom Statement under the Florida Trench Safety Act (Section 00454).
8.20 General Information Required of Bidders (Section 00456).
8.21 Certification Regarding Lobbying
8.22 The following, which may be delivered or issued after the effective date of the Agreement and
are not attached hereto: All written amendments and other documents amending, modifying, or
supplementing the Contract Documents pursuant to Paragraphs 3.04 of the General Conditions
(Samples provided in Section 00800).
There are no Contract Documents other than those listed above in this Article 8. The Contract
Documents may only be amended, modified or supplemented as provided in Paragraphs 3.04 of the
General Conditions.
ARTICLE 9 MISCELLANEOUS
9.1 Terms used in this Agreement which are defined in Article 1 of the General Conditions, as
supplemented by the Supplementary Conditions, will have the meanings indicated in the
General Conditions.
9.2 It is agreed that the CONTRACTOR shall not assign, transfer, convey, or otherwise dispose of
the contract or its right, title, or interest in or to the same or any part thereof, or allow legal action
to be brought in its name for the benefit of others, without previous consent of the OWNER and
concurred to by the sureties. Any attempted assignment shall be void and may, at the option of
the OWNER be deemed an event of default hereunder. Nothing herein shall be construed as
creating any personal liability on the part of any officer or agent of the OWNER who may be a
party hereto.
00530-5
9.3 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 of all covenants, agreements and obligations contained in the
Contract Documents.
9.4 The CONTRACTOR shall be properly licensed to practice its trade or trades which are involved
in the completion of this Agreement and the work thereunder.
9.5 This Agreement 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 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.
9.6 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 attorney's fees, to the extent caused by the negligence, recklessness, or
intentional wrongful misconduct of the CONTRACTOR and persons employed or utilized by
the CONTRACTOR in the performance of the construction contract.
9.7 Pledge of Credit. The CONTRACTOR shall not pledge the OWNER'S credit or make it a
guarantor of payment or surety for any Agreement, debt, obligation, judgment, lien or any
form of indebtedness. The CONTRACTOR further warrants and represents that it has no
obligation of indebtedness that would impair its ability to fulfill the terms of this Agreement.
9.8. Counterparts. This Agreement may be executed in one or more counterparts, but all such
counterparts, when duly executed, shall constitute one and the same Agreement.
9.9. 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 required by the County to perform the service.
B. 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.
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 for
the duration of the contract term and following completion of the contract if the
contractor does not transfer the records to the County.
D. 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.
00530-6
E. 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@ircciov.com
Indian River County Office of the County Attorney
1801 27th Street
Vero Beach, FL 32960
F. Failure of the Contractor to comply with these requirements shall be a material breach
of this Agreement.
ARTICLE 10 —FEDERAL CLAUSES
10.01 OWNER and CONTRACTOR will adhere to the following, as applicable to this work:
A. Equal Employment Opportunity. During the performance of this contract, the
contractor agrees as follows:
(1) The contractor will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, or national origin. The contractor will take
affirmative action to ensure that applicants are employed, and that employees are treated during
employment without regard to their race, color, religion, sex, or national origin. Such action shall
include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment
or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and
selection for training, including apprenticeship. The contractor agrees to post in conspicuous places,
available to employees and applicants for employment, notices to be provided setting forth the
provisions of this nondiscrimination clause.
(2) The contractor will, in all solicitations or advertisements for employees placed by
or on behalf of the contractor, state that all qualified applicants will receive considerations for
employment without regard to race, color, religion, sex, or national origin.
(3) The contractor will send to each labor union or representative of workers with
which he has a collective bargaining agreement or other contract or understanding, a notice to be
provided advising the said labor union or workers' representatives of the contractors commitments
under this section, and shall post copies of the notice in conspicuous places available to employees
and applicants for employment.
(4) The contractor will comply with all provisions of Executive Order 11246 of
September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(5) The contractor will furnish all information and reports required by Executive Order
11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or
pursuant thereto, and will permit access to his books, records, and accounts by the administering
agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such
rules, regulations, and orders.
(6) In the event of the contractors noncompliance with the nondiscrimination clauses
of this contract or with any of the said rules, regulations, or orders, this contract may be canceled,
terminated, or suspended in whole or in part and the contractor may be declared ineligible for further
Government contracts or federally assisted construction contracts in accordance with procedures
authorized in Executive Order 11246 of September 24, 1965, and such other sanctions as may be
00530-7
imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by
rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.
(7) The contractor will include the portion of the sentence immediately preceding
paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase
order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to
section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding
upon each subcontractor or vendor. The contractor will take such action with respect to any
subcontract or purchase order as the administering agency may direct as a means of enforcing such
provisions, including sanctions for noncompliance: Provided, however, That in the event a contractor
becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of
such direction by the administering agency the contractor may request the United States to enter into
such litigation to protect the interests of the United States.
B. Davis -Bacon Act, as amended (40 U.S.C. 3141-3148).
(1) Minimum wages. (i) All laborers and mechanics employed or working upon the site of the work (or
under the United States Housing Act of 1937 or under the Housing Act of 1949 in the construction or
development of the project), will be paid unconditionally and not less often than once a week, and
without subsequent deduction or rebate on any account (except such payroll deductions as are
permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)),
the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of
payment computed at rates not less than those contained in the wage determination of the Secretary
of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship
which may be alleged to exist between the contractor and such laborers and mechanics.
Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2)
of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such
laborers or mechanics, subject to the provisions of paragraph (a)(1)(iv) of this section; also, regular
contributions made or costs incurred for more than a weekly period (but not less often than quarterly)
under plans, funds, or programs which cover the particular weekly period, are deemed to be
constructively made or incurred during such weekly period. Such laborers and mechanics shall be
paid the appropriate wage rate and fringe benefits on the wage determination for the classification of
work actually performed, without regard to skill, except as provided in §5.5(a)(4). Laborers or
mechanics performing work in more than one classification may be compensated at the rate
specified for each classification for the time actually worked therein: Provided, That the employer's
payroll records accurately set forth the time spent in each classification in which work is performed.
The wage determination (including any additional classification and wage rates conformed under
paragraph (a)(1)(ii) of this section) and the Davis -Bacon poster (WH -1321) shall be posted at all
times by the contractor and its subcontractors at the site of the work in a prominent and accessible
place where it can be easily seen by the workers.
(ii)(A) The contracting officer shall require that any class of laborers or mechanics, including helpers,
which is not listed in the wage determination and which is to be employed under the contract shall be
classified in conformance with the wage determination. The contracting officer shall approve an
additional classification and wage rate and fringe benefits therefore only when the following criteria
have been met:
(1) The work to be performed by the classification requested is not performed by a classification in
the wage determination; and
(2) The classification is utilized in the area by the construction industry; and
(3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship
to the wage rates contained in the wage determination.
00530-8
(B) If the contractor and the laborers and mechanics to be employed in the classification ('d known),
or their representatives, and the contracting officer agree on the classification and wage rate
(including the amount designated for fringe benefits where appropriate), a report of the action taken
shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, U.S.
Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative,
will approve, modify, or disapprove every additional classification action within 30 days of receipt and
so advise the contracting officer or will notify the contracting officer within the 30 -day period that
additional time is necessary.
(C) In the event the contractor, the laborers or mechanics to be employed in the classification or their
representatives, and the contracting officer do not agree on the proposed classification and wage
rate (including the amount designated for fringe benefits, where appropriate), the contracting officer
shall refer the questions, including the views of all interested parties and the recommendation of the
contracting officer, to the Administrator for determination. The Administrator, or an authorized
representative, will issue a determination within 30 days of receipt and so advise the contracting
officer or will notify the contracting officer within the 30 -day period that additional time is necessary.
(D) The wage rate (including fringe benefits where appropriate) determined pursuant to paragraphs
(a)(1)(ii) (B) or (C) of this section, shall be paid to all workers performing work in the classification
under this contract from the first day on which worts is performed in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics
includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the
benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly
cash equivalent thereof.
(iv) If the contractor does not make payments to a trustee or other third person, the contractor may
consider as part of the wages of any laborer or mechanic the amount of any costs reasonably
anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the
Secretary of Labor has found, upon the written request of the contractor, that the applicable
standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the contractor
to set aside in a separate account assets for the meeting of obligations under the plan or program.
(2) Withholding. OWNER shall upon its own action or upon written request of an authorized
representative of the Department of Labor withhold or cause to be withheld from the contractor under
this contract or any other Federal contract with the same prime contractor, or any other federally -
assisted contract subject to Davis -Bacon prevailing wage requirements, which is held by the same
prime contractor, so much of the accrued payments or advances as may be considered necessary to
pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the
contractor or any subcontractor the full amount of wages required by the contract. In the event of
failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or
working on the site of the work (or under the United States Housing Act of 1937 or under the Housing
Act of 1949 in the construction or development of the project), all or part of the wages required by the
contract, the OWNER may, after written notice to the contractor, sponsor, applicant, or owner, take
such action as may be necessary to cause the suspension of any further payment, advance, or
guarantee of funds until such violations have ceased.
(3) Payrolls and basic records. (i) Payrolls and basic records relating thereto shall be maintained by
the contractor during the course of the work and preserved for a period of three years thereafter for
all laborers and mechanics working at the site of the work (or under the United States Housing Act of
1937, or under the Housing Act of 1949, in the construction or development of the project). Such
00530-9
records shall contain the name, address, and social security number of each such worker, his or her
correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated
for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of
the Davis -Bacon Act), daily and weekly number of hours worked, deductions made and actual wages
paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any
laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits
under a plan or program described in section 1(b)(2)(B) of the Davis -Bacon Act, the contractor shall
maintain records which show that the commitment to provide such benefits is enforceable, that the
plan or program is financially responsible, and that the plan or program has been communicated in
writing to the laborers or mechanics affected, and records which show the costs anticipated or the
actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under
approved programs shall maintain written evidence of the registration of apprenticeship programs
and certification of trainee programs, the registration of the apprentices and trainees, and the ratios
and wage rates prescribed in the applicable programs.
(ii)(A) The contractor shall submit weekly for each week in which any contract work is performed a
copy of all payrolls to the Federal Emergency Management Agency (FEMA) if the agency is a party
to the contract, but if the agency is not such a party, the contractor will submit the payrolls to the
applicant, sponsor, or owner, as the case may be, for transmission to FEMA. The payrolls submitted
shall set out accurately and completely all of the information required to be maintained under 29 CFR
5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on
weekly transmittals. Instead the payrolls shall only need to include an individually identifying number
for each employee (e.g., the last four digits of the employee's social security number). The required
weekly payroll information may be submitted in any form desired. Optional Form WH -347 is available
for this purpose from the Wage and Hour Division Web site at
http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contractor is
responsible for the submission of copies of payrolls by all subcontractors. Contractors and
subcontractors shall maintain the full social security number and current address of each covered
worker, and shall provide them upon request to FEMA if the agency is a party to the contract, but if
the agency is not such a party, the contractor will submit them to the applicant, sponsor, or owner, as
the case may be, for transmission to FEMA, the contractor, or the Wage and Hour Division of the
Department of Labor for purposes of an investigation or audit of compliance with prevailing wage
requirements. It is not a violation of this section for a prime contractor to require a subcontractor to
provide addresses and social security numbers to the prime contractor for its own records, without
weekly submission to the sponsoring government agency (or the applicant, sponsor, or owner).
(B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the
contractor or subcontractor or his or her agent who pays or supervises the payment of the persons
employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information required to be provided under §5.5
(a)(3)(ii) of Regulations, 29 CFR part 5, the appropriate information is being maintained under §5.5
(a)(3)(i) of Regulations, 29 CFR part 5, and that such information is correct and complete;
(2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the
contract during the payroll period has been paid the full weekly wages earned, without rebate, either
directly or indirectly, and that no deductions have been made either directly or indirectly from the full
wages earned, other than permissible deductions as set forth in Regulations, 29 CFR part 3;
(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe
benefits or cash equivalents for the classification of work performed, as specified in the applicable
wage determination incorporated into the contract.
00530-10
(C) The weekly submission of a properly executed certification set forth on the reverse side of
Optional Form WH -347 shall satisfy the requirement for submission of the "Statement of Compliance"
required by paragraph (a)(3)(0)(13) of this section.
(D) The falsification of any of the above certifications may subject the contractor or subcontractor to
civil or criminal prosecution under section 1001 of title 18 and section 231 of title 31 of the United
States Code.
(iii) The contractor or subcontractor shall make the records required under paragraph (a)(3)(i) of this
section available for inspection, copying, or transcription by authorized representatives of the (write
the name of the agency) or the Department of Labor, and shall permit such representatives to
interview employees during working hours on the job. If the contractor or subcontractor fails to submit
the required records or to make them available, the Federal agency may, after written notice to the
contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the
suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit
the required records upon request or to make such records available may be grounds for debarment
action pursuant to 29 CFR 5.12.
(4) Apprentices and trainees—(i) Apprentices. Apprentices will be permitted to work at less than the
predetermined rate for the work they performed when they are employed pursuant to and individually
registered in a bona fide apprenticeship program registered with the U.S. Department of Labor,
Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor
Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed
in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship
program, who is not individually registered in the program, but who has been certified by the Office of
Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where
appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of
apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio
permitted to the contractor as to the entire work force under the registered program. Any worker
listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated
above, shall be paid not less than the applicable wage rate on the wage determination for the
classification of work actually performed. In addition, any apprentice performing work on the job site
in excess of the ratio permitted under the registered program shall be paid not less than the
applicable wage rate on the wage determination for the work actually performed. Where a contractor
is performing construction on a project in a locality other than that in which its program is registered,
the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the
contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid
at not less than the rate specified in the registered program for the apprentice's level of progress,
expressed as a percentage of the journeymen hourly rate specified in the applicable wage
determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the
apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices
must be paid the full amount of fringe benefits listed on the wage determination for the applicable
classification. If the Administrator determines that a different practice prevails for the applicable
apprentice classification, fringes shall be paid in accordance with that determination. In the event the
Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency
recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no
longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work
performed until an acceptable program is approved.
(ii) Trainees. Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than
the predetermined rate for the work performed unless they are employed pursuant to and individually
00530-11
registered in a program which has received prior approval, evidenced by formal certification by the
U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to
journeymen on the job site shall not be greater than permitted under the plan approved by the
Employment and Training Administration. Every trainee must be paid at not less than the rate
specified in the approved program for the trainee's level of progress, expressed as a percentage of
the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid
fringe benefits in accordance with the provisions of the trainee program. If the trainee program does
not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage
determination unless the Administrator of the Wage and Hour Division determines that there is an
apprenticeship program associated with the corresponding journeyman wage rate on the wage
determination which provides for less than full fringe benefits for apprentices. Any employee listed on
the payroll at a trainee rate who is not registered and participating in a training plan approved by the
Employment and Training Administration shall be paid not less than the applicable wage rate on the
wage determination for the classification of work actually performed. In addition, any trainee
performing work on the job site in excess of the ratio permitted under the registered program shall be
paid not less than the applicable wage rate on the wage determination for the work actually
performed. In the event the Employment and Training Administration withdraws approval of a training
program, the contractor will no longer be permitted to utilize trainees at less than the applicable
predetermined rate for the work performed until an acceptable program is approved.
(iii) Equal employment opportunity. The utilization of apprentices, trainees and journeymen under this
part shall be in conformity with the equal employment opportunity requirements of Executive Order
11246, as amended, and 29 CFR part 30.
(5) Compliance with Copeland Act requirements. The contractor shall comply with the requirements
of 29 CFR part 3, which are incorporated by reference in this contract.
(6) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses
contained in 29 CFR 5.5(a)(1) through (10) and such other clauses as FEMA may by appropriate
instructions require, and also a clause requiring the subcontractors to include these clauses in any
lower tier subcontracts. The prime contractor shall be responsible for the compliance by any
subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR 5.5.
(7) Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds
for termination of the contract, and for debarment as a contractor and a subcontractor as provided in
29 GFR 5.12.
(8) Compliance with Davis -Bacon and Related Act requirements. All rulings and interpretations of the
Davis -Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by
reference in this contract.
(9) Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this
contract shall not be subject to the general disputes clause of this contract. Such disputes shall be
resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5,
6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any
of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or
their representatives.
(10) Certification of eligibility. (i) By entering into this contract, the contractor certifies that neither it
(nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm
ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis -Bacon Act or 29
CFR 5.12(a)(1).
00530-12
(ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a
Government contract by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1).
(iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001.
C. Compliance with the Copeland "Anti -Kickback" Act.
(1) Contractor. The contractor shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145,
and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference
into this contract.
(2) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the
clause above and such other clauses as the FEMA may by appropriate instructions require, and also
a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The
prime contractor shall be responsible for the compliance by any subcontractor or lower tier
subcontractor with all of these contract clauses.
(3) Breach. A breach of the contract clauses above may be grounds for termination of
the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. § 5.12.
D. Compliance with the Contract Work Hours and Safety Standards Act:
(1) Overtime requirements. No contractor or subcontractor contracting for any part of
the contract work which may require or involve the employment of laborers or mechanics shall
require or permit any such laborer or mechanic in any workweek in which he or she is employed on
such work to work in excess of forty hours in such workweek unless such laborer or mechanic
receives compensation at a rate not less than one and one-half times the basic rate of pay for all
hours worked in excess of forty hours in such workweek.
(2) Violation; liability for unpaid wages; liquidated damages. In the event of any
violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor
responsible therefor shall be liable for the unpaid wages. In addition, such contractor and
subcontractor shall be liable to the United States (in the case of work done under contract for the
District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such
liquidated damages shall be computed with respect to each individual laborer or mechanic, including
watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in
the sum of $10 for each calendar day on which such individual was required or permitted to work in
excess of the standard workweek of forty hours without payment of the overtime wages required by
the clause set forth in paragraph (1) of this section.
(3) Withholding for unpaid wages and liquidated damages. The OWNER shall upon
its own action or upon written request of an authorized representative of the Department of Labor
withhold or cause to be withheld, from any moneys payable on account of work performed by the
contractor or subcontractor under any such contract or any other Federal contract with the same
prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and
Safety Standards Act, which is held by the same prime contractor, such sums as may be determined
to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and
liquidated damages as provided in the clause set forth in paragraph (2) of this section.
(4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the
clauses set forth in paragraph (1) through (4) of this section and also a clause requiring the
subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be
responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth
in paragraphs (1) through (4) of this section.
E. Rights to Inventions Made Under a Contract or Agreement. [Not Applicable} See
Appendix II of Part 200, if needed.
00530-13
F. Clean Air Act:
(1) The contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq.
(2) The contractor agrees to report each violation to the OWNER and understands
and agrees that the OWNER will, in tum, report each violation as required to assure notification to
the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency
Regional Office.
(3) The contractor agrees to include these requirements in each subcontract
exceeding $100,000 financed in whole or in part with Federal assistance provided by FEMA.
G. Federal Water Pollution Control Act:
(1) The contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251
et seq.
(2) The contractor agrees to report each violation to the OWNER and understands
and agrees that the OWNER will, in tum, report each violation as required to assure notification to
the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency
Regional Office.
(3) The contractor agrees to include these requirements in each subcontract
exceeding $100,000 financed in whole or in part with Federal assistance provided by FEMA.
H. Debarment and Suspension
(1) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2
C.F.R. pt. 3000. As such the contractor is required to verify that none of the contractor, its principals
(defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined
at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935).
(2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt.
3000, subpart C and must include a requirement to comply with these regulations in any lower tier
covered transaction it enters into.
(3) This certification is a material representation of fact relied upon by OWNER. If it is
later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt.
3000, subpart C, in addition to remedies available to OWNER, the Federal Government may pursue
available remedies, including but not limited to suspension and/or debarment.
(4) The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt.
180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of
any contract that may arise from this offer. The bidder or proposer further agrees to include a
provision requiring such compliance in its lower tier covered transactions.
I. Byrd Anti -Lobbying Amendment, 31 U.S.C. § 1352 (as amended)
Contractors who apply or bid for an award of $100,000 or more shall file the required
certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated
funds to pay any person or organization for influencing or attempting to influence an officer or
employee of any agency, a member of Congress, officer or employee of Congress, or an employee
of a member of Congress in connection with obtaining any Federal contract, grant, or any other
award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non -Federal
funds that takes place in connection with obtaining any Federal award. Such disclosures are
forwarded from tier to tier up to the recipient who in tum will forward the certification(s) to the
awarding agency.
J. Procurement of Recycled/Recovered Materials:
00530-14
(1) In the performance of this contract, the Contractor shall make maximum use of
products containing recovered materials that are EPA -designated items unless the product cannot be
acquired—
(i) Competitively within a timeframe providing for compliance with the contract
performance schedule;
(ii) Meeting contract performance requirements; or
(iii) At a reasonable price.
(2) Information about this requirement is available at EPA's Comprehensive
Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-
clog-program.
(3) The Contractor also agrees to comply with all other applicable requirements of
Section 6002 of the Solid Waste Disposal Act.
K. Access to Records: The following access to records requirements apply to this
contract:
(1) The contractor agrees to provide OWNER, the State of Florida, the FEMA
Administrator, the Comptroller General of the United States, or any of their authorized
representatives access to any books, documents, papers, and records of the Contractor which are
directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and
transcriptions.
(2) The Contractor agrees to permit any of the foregoing parties to reproduce by any
means whatsoever or to copy excerpts and transcriptions as reasonably needed.
(3) The contractor agrees to provide the FEMA Administrator or his authorized
representatives access to construction or other work sites pertaining to the work being completed
under the contract.
(4) In compliance with the Disaster Recovery Act of 2018, the OWNER and the
Contractor acknowledge and agree that no language in this contract is intended to prohibit audits or
internal reviews by the FEMA Administrator or the Comptroller General of the United States.
L. DHS Seal, Logo, and Flags: The contractor shall not use the DHS seal(s), logos,
crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre -
approval.
M. Compliance with Federal Law, Regulations, and Executive Orders: This is an
acknowledgement that federal financial assistance will be used to fund all or a portion of the contract.
The contractor will comply will all applicable Federal law, regulations, executive orders, and federal
policies, procedures, and directives.
N. No Obligation by Federal Government: The Federal Government is not a party to this
contract and is not subject to any obligations or liabilities to the non -Federal entity, contractor, or any
other party pertaining to any matter resulting from the contract.
O. Program Fraud and False or Fraudulent Statements or Related Acts: The contractor
acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements)
applies to its actions pertaining to the contract.
Q. AFFIRMATIVE STEPS: CONTRACTOR shall take the following affirmative steps to
ensure minority business, women's business enterprises and labor surplus area firms are used when
possible:
(1) Placing qualified small and minority businesses and women's business enterprises on
solicitation lists.
00530-15
(2) Ensuring that small and minority businesses, and women's business enterprises are solicited
whenever they are potential sources.
(3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to
permit maximum participation by small and minority businesses, and women's business enterprises.
(4) Establishing delivery schedules, where the requirement permits, which encourage
participation by small and minority businesses, and women's business enterprises.
(5) Using the services and assistance of the Small Business Administration and the Minority
Business Development Agency of the Department of Commerce.
R. Domestic Preference for Procurement: In accordance with 2 CFR 200.322, Owner has a
preference for the purchase, acquisition or use of goods, products or materials produced in the
United States (including, but not limited to iron, aluminum, steel, cement and other manufactured
products), to the maximum extent practicable.
[The remainder of this page left blank intentionally]
00530-16
This Agreement will be effective on July 6, 2021 (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
0
..........
ommlgs�0
Jason E.7 In, CountfA&finistrator'°vay ..1
APPROVED AS TO FORM AND LEGAL
SUFFICIENCY:
By:
Dylan eingold, County Attorney
Jeffrey R. Smith, Clerk of Court and Comptroller
Attest: U9&d6h�
Clerk of Court and Comptroller
(SEAL)
Designated Representative:
Name: Terry Southard
Title: Utility Operations Manager
Contact Info: (772) 226-3404
terrysouthard@ircgov.com
00530-17
Di) ersified, Inc.
Address for giving notices:
TLC Diversified, Inc.
271917th Street East
Palmetto, FL 34221
License No. CGC041816 / CUC053963
(Where applicable)
Agent for service of process:
N/A
Designated Representative:
Name: Thurston Lamberson
Title: President
Address:
2719 17th Street East
Palmetto, FL 34221
Phone: (941) 722-0621
Facsimile: (941),722-1382
(If CONTRACTOR is a corporation or a
partnership, attach evidence of authority to sign.)
Corporate Resolution
April 27, 2021
RE: Authority to Sign Legal Documents
TO WHOM IT MAY CONCERN:
TLC Diversified, Inc., being a legal Corporation organized under the Laws of the State of Florida in
April, 1985, Mr. Thurston Lamberson and Mrs. Joanne R. Lamberson, and having 1001yo of the
outstanding shares of said Corporation, owned since March of 1989, declares the following as a
matter of record.
Mr. Thurston Lamberson, President, and Mrs. Joanne R. Lamberson, Sr. Vice President, shall have full
power and authority to sign any and all Legal and Binding Documents, and make all commitments of
whatever nature for TLC Diversified, Inc.
Signed this 2711 day of April, 2021
Thurston Lamberson/President
Jo nne R. Lamb. son/Sr. Vice President
Sworn to and subscribed before me, Thurston Lamberson and Joanne R. Lamberson, whom I know,
this 271h day of April, 2021.
y \ "Ov
inda Kay oor /N ry Public
My Commission Expires: March 20, 2024
PALMETTO WEST PALM BEACH TAMPA
Corporate Office 7233 Southern Blvd 12814 Dupont Circle
2719 17th St. East Suite B-1 Building B, Suite 4-A
PaLmetto, FL 34221 West Palm Beach, FL 33413 Tampa, FL 33626
941.722.0621
941.722.1382
CG C041816 Ci.1 C053963
'ig o'",
LIN0 ItAYM00RE
Notary Psiblic -State of Florida
t
Commission # GG %3661
orr4,.
My Comm. Expires Mar 20, 2024
Bonded through National Notary Assn. .
941.722.0621
941.722.1382
CG C041816 Ci.1 C053963