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FARMS(agree6)LEGAL{W(3G1Ahm)
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CONTRACT FOR CONSTRUCTION OF REQUIRED IMPROVEMENTS
NO. SP -MA -99-09.52 (U)
THIS CONTRACT, made and entered into this t st day of
August 2000, by and between Naimisha Construction, Inc., a Florida
corporation, hereinafter referred to as "Developer," and INDIAN RIVER COUNTY, a
political subdivision of the State of Florida, by and through its Board of County
Commissioners, hereinafter referred to as "County".
WITNESSETH:
WHEREAS, Developer is developing land within Indian River County,
Florida, known as Woods of Vero Reach; and
WHEREAS, Developer is required to install required improvements or
guarantee to the satisfaction of the County that such improvements will be installed;
and
WHEREAS, Developer wishes to provide County with a bond against
damages to required improvements resulting from ongoing construction; and
WHEREAS, the required improvements are to be installed under
guarantees posted with the County.
NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL
COVENANTS AND PROMISES HEREIN CONTAINED, the parties agree as follows:
1. Developer agrees to construct on or before _� `J + ' -'' � rj—
in a good and workmanlike manner, those improvements described as follows:
See Exhibit "A" attached
or otherwise required by the Indian River County Code.
2. Developer agrees to construct said improvements strictly in
accordance with the land development permit, the most recent set of plans and
specifications approved by the County and on file in the Planning and Development
Division, and all County development regulations and standards, including conditions
and requirements of any applicable County right-of-way permit, all of which are hereby
incorporated by reference and made a part hereof.
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3. In order to guarantee performance of this contract, Developer shall
simultaneously herewith furnish a performance bond underwritten by a surety insurer
authorized to transact such business in this state, which shall remain in full force and
effect until at least ninety (90) days beyond the date set forth in paragraph 1, or until the
covenants of this contract have been fully complied with and satisfactorily completed as
determined by the County pursuant to paragraph 5 below, in a form to be approved �h,.
the County, with Developer as principal and-Paveler s � i 4 Sulu Co.as
the surety, in the amount of $197,000.00, which amount is not Itess than one hundred
fifteen percent (115%) of the estimated total cost of improvements remaining to be
constructed and warrantied for one year. It is understood that the full amount of the
guaranty shall remain available to the County and shall not be reduced during the
course of construction without an express written modification thereof executed by all
parties. Requested reductions shall not be unreasonably withheld by the County..
Developer may at any time substitute guarantees, subject to the approval as to form
and amount by the County.
4, up to $1,000,000.00, or the limits of any applicable underlying or
excess insurance coverage carried by Developer or to be obtained during the course of
the construction of the improvements, Developer agrees to indemnify, hold harmless,
and defend the County against any and all claims, damages, losses, and expenses,
including attorney's fees, for property damage, personal or bodily injury, or loss of life,
arising from the negligent acts or omissions of the Developer, its officers, employees,
agents, or contractors, subcontractors, laborers, or suppliers, relating to the
construction of the required improvements, including all those improvements to be
constructed on existing publicly dedicated or County -owned property, such as street,
sidewalk, bi'kepath, lighting, signalization, traffic control, drainage, water, or sewer
improvements.
5. Nothing herein shall be construed as creating an obligation upon the
County to perform any act of construction or maintenance until such time as the
required improvements are satisfactorily completed. Satisfactory completion in
accordance with the land development permit, plans, specifications, and ordinance
requirements of Indian River County shall be determined by the County and shall be
indicated by specific written approval of the utilities Director or his designated
representative, after receipt of a signed and sealed Certificate of Completion from the
project engineer of record.
6. In the event the Developer shall fail or neglect to fulfill its obligations
under this contract and as required by the Indian River County Code, the Developer, as
principal, and the guarantor or surety shall be jointly and severalty liable to pay for the
cost of construction and installment of the required improvements to the final total cost,
including but not limited to engineering, construction, legal and contingent costs,
including reasonable attorney's fees incurred by the County, together with any
damages, either direct or consequential, which the County may sustain as a result of
the failure of Developer to carry out and execute all provisions of this contract and
applicable ordinances of the County. In no event, however, shall the liability of the
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guarantor or surety under this paragraph exceed the total amount of the original
obligation stated in the guaranty or surety instrument, less any approved reductions
thereto.
7. The parties agree that the County at its option shall have the right, but
not the obligation, to construct and install or, pursuant to receipt of competitive bids,
cause to be constructed and installed the required improvements in the event
Developer shall fail or refuse to do so in accordance with the terms of this contract.
Developer expressly agrees that the County may dernand and draw upon the existing
guaranty or surety for the final total cost of the improvements. Developer shall remain
wholly liable for any resulting deficiency, should the guaranty or surety be exhausted
prior to completion of the required improvements. In no event shall the County be
obligated to expend public funds, or any funds other than those provided by the
Developer, the guarantor, or surety, to construct the required improvements.
S. Any guaranty or surety provided to the County by Developer with
respect to this contract shall exist solely for the use and benefit of the County and shall
not be construed or intended in any way, expressly or impliedly, to benefit or secure
payment to any subcontractor, laborer, materialman or other party providing labor,
material, supplies, or services for construction of the required improvements, or to
benefit any lot purchaser(s), unless the County shall agree otherwise in writing.
9. This agreement is the full and complete understanding of the
parties and shall not be construed or amplified by reference to any other agreement,
discussion, or understanding, whether written or oral, except as specifically mentioned
herein. This agreement shall not be assigned without the express written approval of
the County. Any amendment, deletion, modification, extension, or revision hereof or
hereto shall be in writing, executed by authorized representatives of both parties.
IN WITNESS WHEREOF, the parties hereto have set their hands and
seals on the day and year first above written.
WITNESSES:
L
signature- L c
printed name:
signature:
printed name: r i h P�
Naimisha Construction, Inc„
a Florida corporation
printed name ritAASOrr
title liece P �_
- DEVELOPER
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ATTEST: Jeffrey K. Barton, Clerk
13�-
Deputy Clerk
Approved as to form and legal sufficiency
William G. Collins 11
Deputy County Attorney
INDIAN RIVER COUNTY, FLORIDA
By:='l�t.tit l 2 --)
Fran B. Adams, Chairman
Board of County Commissioners
Approved by BCC: 08-01-2000
(SEAL)
RIVER CO.IAPPRCIVET. f
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D1Rr.CTnR
R15K MANAC
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Woods of Vero Beach FDIiMS(hondflLEGAL(WGclnhMh f
P_MA,99,09,52 iU) for u&p with Contract for Construcuon of Required Improvements
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:
That Naimisha Construction, Inc., a Florida corporation, Developer
(hereinafter called the "Principal"), and Travelers Casualty and Surety
Company of America , a surety company authorized to transact such
business in the State of Florida (hereinafter called the "Surety"), are held and firmly bound
unto Indian River County, a political subdivision of the State of 'Florida, hereinafter County,
in the full and just sum of One Hundred Ninety -Seven Thousand and No/100 Dollars
($197,000.00) lawful money of the United States of America, to be paid to the Board of
County Commissioners of Indian River County, to which payment well and truly to be made
we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and
severally, firmly by these presents.
WHEREAS, the above bounded Principal has entered into a written contract
with the County, No. 5P -MA -99-09-52 (U), to construct required improvements prescribed
by the contract pertaining to Woods of Vero Beach and to provide assurance against
damage to the required improvements resulting from continuing construction. The contract
is incorporated herein by this reference and made a part hereof for all purposes: and
WHEREAS, one of the conditions of the contract is that this bond be
executed.
NOW, THEREFORE, THE CONDITIONS OF THIS OBLIGATION are that if
the above bounded Principal shall in all respects comply with the terms and conditions of
the contract, within the time therein specified, and shall in every respect fulfill its obligations
thereunder and under the permits, plans and regulations therein referred to and made a park
thereof, and shall indemnify and save harmless the County against or from all claims, costs,
expenses, damages, injury or loss, including engineering, legal and contingent costs, which
Indian River County may sustain on account of the failure of the Principal to carry out and
execute all the provisions of the contract, within the time therein specified, then this
obligation to be void; otherwise to be and remain in full force and virtue.
THE SURETY UNCONDITIONALLY COVENANTS AND AGREES that if the
Principal fails to perform all or any part of the obligations stated in said contract, within the
time specified,. the Surety, upon thirty (30) days' written notice from the County or its
authorized representative, as to the default, will forthwith perform and complete the
aforesaid obligations and pay the cost thereof, including but not limited to, engineering, legal
and contingent costs. Should the Surety fail or refuse to perform and complete said
improvements, the County, in view of the public interest, healtl,, safety and welfare shall
have the right to resort to any and all legal remedies against the Principal and the Surety, or
either, including specific performance, to which the Principal and Surety unconditionally
agree.
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THE PRINCIPAL AND SURETY FURTHER jointly and severally agree that
the County, at its option, shalt have the right to construct or, pursuant to receipt of
competitive bids, cause to be constructed the aforementioned improvements in the event
the Principal, or the Surety if requested, should fail or refuse to do so in accordance with the
terms of the contract. In the event the County should exercise and give effect to such right,
the Principal and the Surety shall be jointly and severally liable hereunder to reimburse the
County for the total cost thereof, including but not limited to, engineering, legal and
contingent costs, including reasonable attorney's fees, together with any damages, either
direct or consequential, which may be sustained by the County on account of the failure of
the Principal to carry out and execute all the provisions of the contract.
It is expressly understood that the protections provided by this bond shall run
exclusively to the County and its successors or assigns and same are not expressly or
impliedly intended to protect or save harmless any contractor, subcontractor, supplier,
materialman, laborer, purchaser, or other party unless expressly agreed and acknowledged
by Indian River County in writing.
IN WITNESS WHEREOF, the Principal and the Surety have executed these
presents this IDT'n day of .2000.
Witn es: Naimisha Construction, Inc.,
a Florida corporation
sign re.
printed name: Nn
signature: f T` rr'71frt �' Sy
printed name: I el e re o Presiden�or 1fTce President
IN DIAN R IVCR CO. APPROWT)
DATE
UTILITIES
DIRECTOR
74.,`� OD
I.LGAL tv-
�'S` fes`"
RISK MANAGER .,
printed name'-�rx•w. �+�
title {11G2
PRINCIPAL
Travelers Casualty and Surety Company of
SURETY f America
gy,
Attorney -in -Fact Michael A. Holmes
(Must attached Power of
Attorney and affix
corporate seal)
& Florida Resident Agent
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TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA
TRAVELERS CASUALTY AND SURETY COMPANY
FARMINGTON CASUALTY COMPANY
Hartford, Connecticut 06183-9062
TRAVELERS CASUALTY AND SURETY COMPANY OF ILLINOIS
Naperville, Illinois 60563-8458
POWER OF ATTORNEY AND CERTIFICATE OF AUTHORITY OF ATTORNEY(S)-IN-FACT
KNOW ALL PERSONS BY THESF PRESENTS, THAT TRAVELERS CASUALTY AND SURETY COMPANY OF
AMERICA, TRAVELERS CASUALTY AND SURETY COMPANY and FARMINGTON CASUAL'T'Y COMPANY.
corporations duly organized under the laws of the State of Connecticut. and Matting their principal offices in tine City of Hartford.
County of Hartford, State of Connecticut. and TRAVELERS CASUALTY AND SURETY COMPANY OF ILLINOIS, a
corporation duly organized under lite laws of the State of Illinois, and having its principal office in the City of Napen iile. County of
DuPage, State of illinois, (hereinafter the "Companies") hath made, constituted and appointed. and do by these presents make.
constitute and appoint: Gerald J. Arch or Michael A. Holmes " "
of Ft. Lauderdale, FL, their true and lawful Atmrrtey(s)•in-Fact, with full power and authority hereby conferred to sign, e.xccutc and
acknowledge, at any place within the United States, or, if the fallowing line be filled in, wvidtin the area there designated
the follo%ving insuument(s):
by histher sole signature and act, any and all bonds• recognizances, contracts of indemnify, and other writings obligatory in the
nature of a bond, rocogttiZance, or conditional undertaking and any and all consents incident thereto
and to hind the Companies, thereby as fullyand to the same extent as if tine same wvere signed by the duly authorized officers
of the Companies, and all the acts of said Atiorney(s)-in••Fact, pursuant to the authority herein given, are hereby ratified and
connconfirmed.
appointment is made under and by authority of tine following Standing Resolutions of said Companies, which Resolutions arc
Thisnow in full force and effect:
VOTED: That the Chairman, the President any Vice Chairman, any Executive Vice President, any Senior Vice President° any Vice President, any
Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys -in -Fact
and Agents to act for and on behalf of the company and may give such appointee such authority as his or her certificate of authority may prescribe
w sign watt Uhc Company's name and seal with the Company's seal bonds„ rcc❑gnrzarices. contracts of indemnity, and other %vritings obligatory in
the nature of a bond, recognizance, or conditional undertaking, and any of said otl-tcers or the Board ❑f Directors at any time may remove uiy such
appointee and revolve the power given him or her.
VOTED: 71at the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President
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may delegate all or any part of the foregoing authority to one or more otThcers or employees of this Company, Pro
w'idcd ilial each such delegation 1-5
in writing and a copy thereof is filed rn the office of the Secretary.
VOTED: Zlnat arty bond, recognizance, contract of indemnity, or writing obligatory in the natwe of o bond, recognizance, or conditional
undertaking shall int valid and binding upon Lhe Company witch te} signed by tine President, any Vice Chairman, any Executive Vice President, any
Senior Vice President or any Vico President, any Second Vice President, the Treasurer, any Assistant Treasurer, tine Corporate Secretary or any
Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary+ or Assistant Secretary^, or {b) duly executed (under s� , if
required) by one or more Attorneys -in -Fact and Agents pursuant to the power prescribed in, his or her certificate or their certificates of authority or
by one or snore Company OtTicers pursuant to a written delegation of authority.
This Power of Attorney and Ccriilicate of Authority„ is signed and sealed try facsimile under and by authority of the followint;
Standing Resolution voted by the Boards of 'Directors of TRAVELERS CASUALTY AND SURETY COMPANY OF
AMERICA, TRAVELERS Cri,SUALTY AND SURETY COMPANY, FARMINGTON CASUALTY COMPANY amt
TRAVELERS CASUALTY AND SURETY COMPANY OF ILLINOIS, which Resolution is now in full force and effect:
VOTED: That lite signature of each of the following officers; President, any Executive Vice President, arty Senior Vice President. any Vice
President. any Assistant Vice President. any Secretary, any 4fiSistallt Secretary', and the seal of the Cbl"Pully niav be affixed by faesnnrle to ilnw'
esidents
power of attorney or to any certificate relating, tthueto appointing 1{eshdent Vice Pr„ Rimdent Assistant Sccretarics or Att❑incus-m-i act for
purp❑ses only of executing and attesting bonds and taid°erinktngssiud other wwriungs obligatory' In the nature thereof, and any s%telt power of attontey
or certificate bean»g such Facsimile shgnautuc ort mile S%i 611 bre valid and binding upon the Company and any such power so executed and
certified by such facsimile signature and fax-imiga cal shaE21brnvabd alo''bindinE upon the Company in tie I'unure urstit respect to any band nr
undertaking to which it is Attached. z r r
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