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HomeMy WebLinkAbout2007-347 lfS3 SECTION 00530 - EJCDC STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PRICE THIS AGREEMENT, dated the Ill day of (ZtC)beC in the year 2007 by and between Indian River County, a political subdivision of the State of Florida (hereinafter called OWNER) and Giannefti Contracting Corporation (hereinafter called CONTRACTOR). OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth , agree as follows: ARTICLE 1 . WORK CONTRACTOR shall complete all work as specified or indicated in the Contract Documents. The work is generally described as follows: The Contractor shall furnish all labor and materials necessary to construct a new forcemain and a new watermain along the entire length of the Wabasso Causeway (CR 510). This construction shall include but may not be limited to all associated tie-ins , piping , valves, fittings , hydrants, pigging , flushing , site restoration , hauling and disposal of drilling fluids and cuttings , pressure testing of all piping , bacteriological clearance of the watermain , and maintenance of traffic in accordance with FDOT standards, as depicted on the drawings and described in these documents and referenced materials. The portions of the existing watermain and forcemain parallel to the four causeway bridges shall be replaced with subaqueous installations. The method the construction of these eight subaqueous pipe installations shall be horizontal directional drill (HDD ) with 14-inch HDPE piping . The entire length of all HDD installations is approximately 12 ,610- LF, and shall be wire line tracked . The pipe construction between the HDD installations includes approximately 1340-LF of 12- inch PVC, 500-LF of 8-inch piping , 125-LF 4-inch piping and shall be constructed with a combination of dig and bury and HDD as depicted on the drawings, in addition to various segments of smaller pipe necessary to maintain service along this section to the water and wastewater systems. CONTRACTOR, as an independent contractor and not as an employee, shall furnish , for the sum amount of $2,378.000.00 , all of the necessary labor, material , and equipment to perform the work described above in accordance with the Contract Documents. ARTICLE 2. ENGINEER 044572007 00530- 1 The project has been designed by Kimley-Hom and Associates, Inc. , hereinafter called ENGINEER, and who is to 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 completion of the work in accordance with the Contract Documents. ARTICLE 3. CONTRACT TIME . 3 . 1 The work will be completed in accordance with the following time frame. (a) Within 180 calendar days from the effective date of Notice to Proceed , the CONTRACTOR shall complete the following tasks: 1 . Install all pipes , valves, and appurtenant items. 3 . Perform all testing . 4 . Provide a system to the OWNER which is of beneficial use and allows the OWNER to provide utility service to their customers with normal operations . Completion of all tasks outlined above (i .e. , Subparagraphs a ) constitute Substantial Completion . (b) From 181 calendar days to 210 calendar days from the effective date of Notice to Proceed , the CONTRACTOR shall complete the following tasks : 1 . Clean up project area . 2 . Restore all disturbed areas to their pre-construction condition . 3. Correct all deficiencies noted by Engineer. 4. Remove all equipment and material from project site . 5. Perform contract close-out procedures. Completion of all tasks outlined above (i .e. , Subparagraphs a and b ) constitute Final Completion . 3.2 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 three hundred and fifty dollars ($350. 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 three hundred and fifty dollars ($350 .00) for each day that expires after the time specified in Paragraph 3. 1 for completion and readiness for final payment. 044572007 00530-2 3. 3 In addition to the above-stated liquidated damages , the CONTRACTOR shall be responsible for reimbursing OWNER for all costs incurred by OWNER to third party consultants including , without limiting the generality of the foregoing , any ENGINEER in administering the construction of the Project beyond the Substantial Completion date as specified in the Contract 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 $ 2,378,000.00 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. 5. 1 Progress Payments . 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 ten percent ( 10% ) of the payment amounts due to the CONTRACTOR until fifty percent (50% ) completion of the work. After fifty percent (50% ) completion of the work is attained as certified to OWNER by ENGINEER in writing , 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 . Pursuant to Florida Statutes section 218. 735(8)( b ), fifty percent (50% ) completion means the point at which the County as OWNER has expended fifty percent (50% ) of the total cost of the construction services work purchased under the Contract Documents, together with all costs associated with existing change orders and other additions or modifications to the construction services work provided under the Contract Documents. 5. 2 Pay Requests . Each request for a progress payment shall be submitted on the application for payment form supplied by OWNER and the application for 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 . After fifty percent (50%) completion , and pursuant to Florida Statutes section 218.735(8)(d ), the CONTRACTOR may submit a pay request to the County as OWNER for up to one half ( 1 /2) of the retainage held by the County as OWNER , and the County as OWNER shall promptly make payment to the CONTRACTOR unless such amounts are the subject of a good faith dispute; the subject of a claim pursuant to Florida Statutes section 255. 05(2005) ; or 044572007 00530-3 otherwise the subject of a claim or demand by the County as OWNER or the CONTRACTOR. The CONTRACTOR acknowledges that where such retainage is attributable to the labor, services, or materials supplied by one or more subcontractors or suppliers, the Contractor shall timely remit payment of such retainage to those subcontractors and suppliers . Pursuant to Florida Statutes section 218.735(8 )(c)(2005) , CONTRACTOR further acknowledges and agrees that: 1 ) the County as OWNER shall receive immediate written notice of all decisions made by CONTRACTOR to withhold retainage on any subcontractor at greater than five percent (5%) after fifty percent (50% ) completion ; and 2) CONTRACTOR will not seek release from the County as OWNER of the withheld retainage until the final pay request. 5. 3 Paragraphs 5. 1 . 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 . 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. 044572007 00530-4 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 for the 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 for the 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 .03 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 he has is covered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR. 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 Performance and other bonds (Sections 00610 and 00620) . 8.3 Notice of Award and Notice to Proceed. 8 .4 General Conditions (Section 00700). 8.5 Supplementary Conditions (Section 00800). 8.6 Technical Specifications as listed herein the table of contents of these documents. 044572007 00530-5 8.7 Drawings consisting of a coversheet and sheets 2 through 16, inclusive, with each bearing the title Wabasso Causeway (CR 510) Watermain and Forcemain Replacement in Indian River County. 8.8 Addenda numbers 0 to 1 inclusive. 8.9 CONTRACTOR'S Bid Form (Section 00310). 8. 10 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 Paragraph 3 .04 of the General Conditions. 8. 11 Specifications bearing the title " IRCDUS Water and Wastewater Utility Standards , October 2006" , or the latest version thereof. 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 Paragraph 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 will have the meanings indicated in the General Conditions . 9. 2 No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound . 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 CONTRACTOR agrees to indemnify and hold harmless the OWNER, together with its agents, employees, elected officers and representatives, 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 044572007 00530-6 CONTRACTOR in the performance of the work under this Agreement. This indemnification and hold harmless provision shall survive the termination or expiration of this Agreement. 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 or 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. The OWNER and the CONTRACTOR shall comply with the provisions of Chapter 119 , Florida Statutes (Public Records Law) in connection with this Agreement. Article 10 . OTHER PROVISIONS. IN WITNESS WHEREOF, OWNER AND CONTRACTOR have signed this Agreement in triplicate . One counterpart each has been delivered to OWNER, CONTRACTOR, and ENGINEER. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR or by ENGINEER on their behalf. OWNER: CONTRACTOR: Indian River County Con,r2AC7r, ljt. lo (zp_ Board of CourA Commissioners BY BY ` GEpyC. Wheeler, Chairman 2 �K G >aNNE " p ( O OSEAL) Attesf: Attest: J . K. Barrtto�nvCferk of the Circuit Court ev, A o oL By: zn �c. Deputy Clerk A proved By: Al seph AlBaird , County Admini trator Approved as to Form and Legal Sufficiency: unty Attorney 044572007 00530-7 Address for giving notices Address for giving notices 1840 25'" Street Vero Beach, FL 32960 6340 Sims Dr. Sterling Hts. , MI License No.CVC 056976 , CBC 057979 Agent for service of process : R. Giannetti END OF SECTION 044572007 00530-8