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HomeMy WebLinkAbout1999-213E7 If the Contractor plans to make a claim for an increase in the Agreement price or an extension in the Agreement Schcdule/Tenn, he shall first give the County's designated representative written notice thereof, such notice shall be given within ten (10) calendar days after the occurrence of the event giving rise to such a claim. This written notice shall be given by the Contractor to the Countv, and a written approval secured from the County's designated representative, before proceeding to execute the work, except in an emergency endangering life or property, in which case the Contractor shall immediately proceed. No claim for extra work will be considered valid by the County unless first submitted in writing. Article 35. Familiarity with the Work — The Contractor by executing this Agreement, acknowledges full understanding of the extent and character of the work required and the conditions surrounding the performance thereof The County will not be responsible for any alleged misunderstanding of the work to be furnished or completed, or any misunderstanding of conditions surrounding the performance thereof. It is understood that the execution of this Agreement by the Contractor serves as his stated commitment to fulfill all the conditions referred to in this Agreement. Article 36. Settlement of Claims — The location for settlement of any and all claims, controversies, or disputes arising out of or relating to any part of this Agreement, or any breach hereof, shall be Indian County, Florida. If a conflict between the parties regarding this Contract results in litigation, venue shall be in the Circuit Court for Indian River County, Florida. Venue shall not lie in any other jurisdiction. The prevailing party shall be entitled to reimbursement of all court costs, the cost of expert witnesses, costs of depositions, and costs of attorney's fees incurred as a result of the default. Article 37. Assignment and Delegation — The County and Contractor bind themselves and their partners, successors, executors, administrators, and assigns, to the other party of this Agreement in respect to all duties, rights, responsibilities, obligations, provisions, conditions, and covenants of this Agreement; except that Contractor shall not assign, transfer, or delegate its rights or duties or both of these things, in this Agreement without the prior written consent of the County. The County has the absolute right to withhold such consent at its convenience, and furthermore, if Contractor attempts to assign, transfer, or delegate its rights or duties in violation of these provisions without the County's consent, then the County may terminate this Agreement as a breach of contract by Contractor and a failure by Contractor to substantially perform its obligations hereunder, and any such Contractor assignment shall be null, void, and of no legal effect whatsoever. Article 38. Local, State, and Federal Obligations — Contractor shall, during the lite of this registrations, certificates, permits, and other authorizations as are required by local, state, or federal law, in order for Contractor to render its services as described herein. Article 39. Liquidated Damages — It is specifically agreed by and between the parties hereto that the County may retain a sum in the amount scheduled below floor the amount of compensation to be paid the Contractor, or the County may charge the Contractor, hereinabove. Sundays and Holidays included, that the work remains uncompleted from the negotiated dates and times. This amount, as scheduled, agreed upon as a proper measure of liquidated damages which the County will sustain per day by failure of the Contractor to complete the N%ork by the milestones negotiated and stipulated in this contract is not to be construed , in :un scnsr. as a penalty provision. • The parties, recognizing that time is of the essence and that it would be impossible to determine the County's damages in the event that Contractor fails to begin in 100% full operating capacity. the contract, by the milestones, hereby agrees that the Contractor shall pay as liquidated damages the sums below: First Three Days = $1000/day Second Three Days = $2,000/day Seven Day and Thereafter = $3,500/day CJ E 0 PROJECT NAME: UTILITY BILLING SERVICES CONTRACT Name of Contractor/Company: National Business Products SIGN: PRINT: r//r"k kz r TITLE: SIGN: / PRINT: TITLE: eS D e r' WITNESSED BY: PRINT 1 `1 1' SIGN (A— PRINT PRINT (CORPORATE SEAL) STATE OF TENNESSEE COUNTY OF WILLIAMSON The foregoing instrument was acknowledged beforeme this t -7 day of �SeVkMbZf I9q 9 , by Z(^i c vt '' W h'JO , as SCl�2 v, and eD k Q4� 'f f ; r1 C e- as / f e S�LC_t ----On behalf of the corporation. They are personally known to me or have producedThW ee, pf• �CQ�SL as identification and did i did not take the oath. NOTARY PUB�' 4(ev" SIGN: 1 RIN'1' C,--_. - -- t V� COMMISSION NO: COMMISSION EXPIRES: ''-- -- _---- _" PROJECT NAME: UTILITY BILLING SERVICES CONTRACT Attest: Sign Print:Mt(jj'k*kk Kenneth R'.Macht Title: Chairman of the Board of County Commissioners BCC Approved August, 17,1999 STATE OF FLORIDA COUNTY OF INDIAN RIVER The foregoing instrument was acknowledged before me this 21 s'kiay of September Kenneth R. Macht 1999 by UN MWkt, Chairman of the Board of County Commissioners. He is known to be and did not take an oath. NOTARY PUBLIC SIGN 1ea� A 7K'. PRINT Kimberly E. Massung '%; -• Kimberly E Manung `: MYCOMMISSION COMMISSION NO: i CC855436 EXPIRES .7, SONDEDTH91 Y FAIN INSURANCE INC COMMISSION EXPIRES: Approved as to Legal Specifications: / _ aAttorney Approved as to i ccimicai Specifications Ap P�lw tld ps1N l"- do Article 22. Applicable Law — This Contract shall be governed by the Uniform Commercial Code. Any tern used in this Contract and defined in the Uniform Commercial Code, shall have the meaning contained in the Code. As used herein, the term "Uniform Commercial Code," means the Uniform Commercial Code as adopted in the state of Florida as of the date of this contract. Article 23. Right of Assurance — Whenever a party to this Contract in good faith has reason to question the other party's intent to perform he may demand that the other party give written assurance of his intent to perform. In the event that a demand is made and no assurance is given within five (5) days. the demanding party may treat this failure as an anticipatory repudiation of this Contract. Article 24. Termination — The County may terminate this Contract, with or without cause. at any time without further obligation hereunder. except with regard to any goods or services already delivered or performed by Contractor under a purchase relcase issued by County, b% delivering written notice to the Contractor. which notice shall include the date upon which termination becomes effective. The County's right to terminate is in addition to County's other rights hereunder, Article 25. Termination for Default — A. The performance of work under this Agreement may be terminated by the County. in whole or in part, in writing, whenever the County's designated representative shall determine that the Contractor has failed to meet the performance requirements of this Agreement. B. The County has the right to terminate for default if the Contractor fails to make delivery of the supplies or perform the work, or if the Contractor fails to perform the work within the time specified in the Agreement, or if the Contractor fails to perform any other provisions of the agreement. C. Failure of a Contractor to deliver or perform the required work within the time specified. or within a reasonable time as determined by the County's designated representative or failure to make replacements of rejected articles or work when so requested, immediately oras directed by the County's designated representative, shall constitute authority for the County to purchase in the open market articles, work, or services of comparable grade to replace the articles or work rejected, not delivered, nor completed. On all such purchases, the Contractor or his surety shall reimburse the County, within a reasonable time specified by the County's designated representative, for any expense incurred in excess of the Agreement prices. Such purchases shall be deduced from Agreement quantities. Should public nccessity demand it, the County reserves the right to utilize services or use and/or consume articles delivered which are substandard in quality subject to an adjustment in price to be determined by County's designated representative. The Contractor shall not be liable for any excess costs if acceptable evidence has been submitted to the County's designated representative that failure to perform the work was due to causes beyond the control and without the fault or negligence of the Contractor. Article 26. Termination for Convenience — The County may terminate this Agreement at its convenience with ninety (90) day advance written notice to the Contractor.