HomeMy WebLinkAbout2004-286 ' GIN
INDIAN RIVER COUNTY ORt AL
EMERGENCY CONTRACT
[ Hurricane Frances and Hurricane Jeanne]
[ Indian River County Sheriff' s Office - Energy Management Repair and Installation]
THIS INDIAN RIVER COUNTY EMERGENCY CONTRACT ( "Agreement" or
" Contract" ) , entered into as of this 3 `d day of November , 2004 by and between INDIAN
RIVER COUNTY , a political subdivision of the State of Florida , ( " County" ) and JOHNSON
CONTROLS , INC . , a corporation existing under the laws of the State of Wisconsin
authorized to do business in the State of Florida , having an office in Florida located at
4433 Parkbreeze Court , Orlando , FL 32808 ("Contractor" ) .
BACKGROUND RECITALS :
WHEREAS , EXECUTIVE ORDER NUMBER 04 - 192 ( Emergency Management )
was issued by Jeb Bush , the Governor of the State of Florida on September 1 , 2004 that
declared that Hurricane Frances , alone and in combination with the destruction by
Hurricane Charley , threatens the State of Florida with a catastrophic disaster ; and
WHEREAS , EXECUTIVE ORDER NUMBER 04 - 192 ( Emergency Management )
declared that a state of emergency exists in the State of Florida for sixty (60 ) days from
September 1 , 2004 , unless extended ; and
WHEREAS , EXECUTIVE ORDER NUMBER 04 -206 ( Emergency Management )
dated September 10 , 2004 , extended , due to Hurricane Ivan , the state of emergency that
exists in the State of Florida for sixty (60 ) days from September 10 , 2004 , that is , until
November 10 , 2004 , unless further extended ; and
WHEREAS , EXECUTIVE ORDER NUMBER 04 -217 ( Emergency Management )
dated September 24 , 2004 , extended , due to Hurricane Jeanne , the state of emergency
that exists in the State of Florida for sixty (60 ) days from September 24 , 2004 , that is , until
November 24 , 2004 , unless further extended ; and
WHEREAS , Section 8 of each of the aforementioned EXECUTIVE ORDERS found
that the special duties and responsibilities resting upon some state , regional and local
agencies and other governmental bodies in responding to the disaster may require them to
deviate from the statutes , rules , ordinances , and orders they administer, and therefore
gave such agencies and other governmental bodies the authority to take formal action by
emergency rule or order in accordance with Sections 120 . 54 (4 ) and 252 . 46 ( 2 ) , Florida
Statutes , to the extent that such actions are needed to cope with this emergency ; and
WHEREAS , by operation of law , the aforementioned EXECUTIVE ORDERS ,
Florida Statutes sections 252 . 36 , 252 . 38 , and 252 . 46 , and Indian River County
Resolutions 2004 — 95 , 2004 — 096 , and 2004 - 118 , the Indian River County Board of
County Commissioners sitting as the Board of Commissioners of the Emergency Services
District of Indian River County has the authority to issue orders and rules during the period
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of the declared state of emergency , and has delegated the ability to enter into Emergency
Contracts for Indian River County to the County Administrator; and
WHEREAS , pursuant to Florida Statutes Section 255 . 20 ( 1 ) (c) 1 (2004) the
competitive bidding requirements generally applicable to counties where a public
construction work must be competitively awarded where the total construction project cost
is more than $200 , 000 or, for electrical work more than $ 50 , 000 , are not applicable where
a project is under taken to replace , reconstruct, or repair an existing facility damaged or
destroyed by a sudden unexpected turn of events , such as an act of God , riot , fire , flood ,
accident or other urgent circumstances , and such damage or destruction creates an
immediate danger to the public health or safety ; other loss to public or private property
which requires emergency government action ; or an interruption of a essential government
service ; and
WHEREAS , Indian River County hereby finds that the declared emergency and
damage and destruction caused by Hurricane Frances has caused Indian River County to
sustain damage to an existing facility , i . e . the Indian River County Sheriff' s Office , located
at 4055 41St Avenue , Vero Beach , FI 32960 , and such damage and destruction creates an
immediate danger to the public health or safety ; other loss to public property which
requires emergency government action ; and an interruption of the essential government
service of providing police protection to the citizens of Indian River County , all as set forth
in Florida Statutes Section 255 . 20 ( 1 ) (c) 1 ; and
WHEREAS , Indian River County hereby finds that the declared emergency and
damage and destruction caused by Hurricane Jeanne has caused Indian River County to
sustain additional damage to an existing facility, i . e . the Indian River County Sheriff' s
Office, located at 4055 41St Avenue , Vero Beach , FL 32960 , and such damage and
destruction creates an immediate danger to the public health or safety ; other loss to public
property which requires emergency government action ; and an interruption of the
essential government service of providing police protection to the citizens of Indian River
County, all as set forth in Florida Statutes Section 255 . 20( 1 )(c) 1 ; and
WHEREAS , the County has requested that the Contractor submit a proposal to
perform the Work (as hereinafter defined ) on the Project (as hereinafter defined ) on the
terms and conditions set forth in this Agreement, and the Contractor has agreed to perform
the Work (as hereinafter defined ) on the Project (as hereinafter defined ) on the terms and
conditions set forth in this Agreement.
NOW, THEREFORE , in accordance with the mutual covenants herein contained
and other good and valuable consideration , the receipt and sufficiency of which are hereby
acknowledged , this Emergency Contract is issued for the purposes set forth herein , and
the parties agree as follows :
1 . BACKGROUND RECITALS . The Background Recitals are true and correct and form a
material part of this Agreement .
2 . WORK. The work under this Contract shall be as more as more fully set forth in
Exhibit A attached to this Contract and made a part hereof by this reference (the "Work") in
connection with the County's repair of the Indian River County Sheriffs Office (" Project") .
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It is mutually agreed between the parties hereto that time is of the essence of this
Contract. The parties acknowledge and agree that the Contractor has received a set of
plans for the Work to be performed at the Indian River County Sheriffs Office , plans M- 1
through and including M-7 prepared by TLC Engineering , dated July 27 , 2004 from the
County , and that the foregoing plans are not attached to this Contract due to their
voluminous nature . It is mutually agreed between the parties hereto that time is of the
essence of this Contract .
2 . 1 . Extra or Additional Work . Without invalidating this Contract, the County may at any
time , by written change order and without preliminary notice to the surety , order extra work
within the general scope of this Contract; request additional work ; or alter the work by
addition or reduction , and the contract price will be adjusted accordingly .
2 . 2 . Suspension of work . The County shall have the right to suspend work wholly or in
part for such period or periods as may be deemed necessary due to unsuitable weather or
other conditions which the County considers unfavorable for the work to proceed . No
delay damages or allowance of any kind will be made for such suspension of work ;
Contractor' s sole remedy shall be an extension of time for completion of the Contract .
2 . 3 . Coordination/Cooperation . The County and its authorized representatives shall be
permitted proper and safe access to the Work at the Project site, and all reasonable
opportunity for the inspection of all Work and materials at the Project. The County
reserves the right to perform activities in the area where Work is being done under this
Contract with its own forces . The County reserves the right to permit other Contractors to
work within the area where Work is being done under this Contract . Contractor shall
afford the County, and other Contractors , proper and safe access to the Work at the
Project site , and all reasonable opportunity for the introduction and storage of their
equipment , materials and the execution of their work concurrently . Contractor shall not
endanger any work of others by cutting , excavating , or otherwise altering their work and
will only cut or alter their work with the written consent of the County's project manager
and the others whose work will be affected . The County shall have sole authority and
responsibility for such coordination . The County's project manager is Lynn Williams ,
Indian River County Building and Grounds Superintendent .
2 .4 . Differing Site Conditions . The Contractor shall promptly , and before such
conditions are disturbed , notify the County in writing of: (1 ) subsurface or latent physical
conditions at the Project site differing materially from those indicated in this Contract ; or (2)
unknown physical conditions at the Project site of an unusual nature , differing materially
from those ordinarily encountered and generally recognized as inherent in Work of the
character provided for in this Contract. The County will promptly investigate the
conditions , and if the County finds that such conditions do materially so differ and cause an
increase or decrease in the Contractor's cost of, or the time required for, performance of
any part of the Work under this Contract, an equitable adjustment shall be made and the
Contract modified in writing accordingly .
2 . 5 . Independent Contractor. Contractor represents that it is fully experienced and
properly qualified to perform the Work under the Contract and that it is properly licensed ,
equipped , organized and financed to perform such Work . Contractor shall act as an
independent Contractor and not as the agent of County in performing the Work under this
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Contract , maintaining complete control over its employees and all of its suppliers and
subcontractors . The Contractor shall supervise and direct the Work and shall be solely
responsible for the means , methods , techniques , sequences and procedures of
construction subject to compliance with this Contract .
2 . 6 . Subcontractors . The Contractor shall be fully responsible for all acts and omissions
of its subcontractors and of persons and organizations directly or indirectly employed by
them to the same extent that it is responsible for the acts and omissions of persons directly
employed by Contractor. Nothing in this Contract shall create any contractual relationship
between the County and any subcontractor or other person or organization having a direct
contract with Contractor , nor shall it create any obligation on the part of the County to pay
or to see to the payment of any monies due any subcontractor or other person or
organization , except as may otherwise be required by law.
2 . 7 . Jobsite Conditions . Contractor shall comply with , and shall cooperate with , the
County and the Indian River County Sheriffs Office in enforcing jobsite conditions and job
work rules which directly affect the performance of the Work including but not limited to
starting and quitting time , smoking regulations , check- in and check-out procedures , jobsite
safety regulations and security regulations , emergency plans and procedures , and daily
clean-up .
2 . 8 . Risk of Loss . Until final acceptance of the Work by the County pursuant to this
Contract, the Contractor shall have full and complete charge and care of and shall bear all
risk of loss of, and injury or damage to , the Work or any portion thereof (specifically
including County furnished supplies , equipment or other items to be used in connection
with , or incorporated in , the Work) from any cause whatsoever.
2 . 9 . Contractor- Furnished Materials , Equipment and Workmanship . Only new, unused
items of recent manufacture , of designated quality , but in no event less than the standard
quality for the improvements , free from defects , will be accepted . Rejected items shall be
removed immediately from the Work and replaced with items of specified quality. Failure
by the County to order removal of rejected materials and equipment shall not relieve the
Contractor from responsibility for quality of the materials supplied nor from any other
obligation under this Contract . The County's project manager has the authority to
disapprove or reject Work which is defective (as herein defined ) ; and to require special
inspection or testing of the Work, whether or not the Work is fabricated , installed , or
completed . Defective Work is Work that: is unsatisfactory , faulty or defective ; does not
conform to the requirements of this Contract; does not meet the requirements of any
inspection , test or approval referred to in this Contract; or has been damaged prior to final
acceptance by the County .
2 . 10 . Use of Proiect Site . Contractor shall confine his apparatus , storage of materials ,
and operations of his workers to limits indicated by law, ordinances , permits , and directions
of the County , and shall not unnecessarily encumber any part of the site . Contractor shall
not overload or permit any part of any structure to be loaded with such weight as will
endanger its safety , nor shall he subject any part of the Work to stresses or pressures that
will endanger it. The Contractor shall enforce the County' s instructions in connection with
signs , advertisements , fires and smoking . The Contractor shall arrange and cooperate
with County in routing and parking of automobiles of its employees , subcontractors and
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other personnel , and in routing material delivery trucks and other vehicles to the Work site .
Contractor shall not establish any commercial activity or issue concessions or permits of
any kind to third parties to establish commercial activities on the Project site or lands
owned or controlled by County . Contractor shall not allow its employees to engage in any
commercial activities on the Project site .
2 . 11 . Laws and Regulations . The Contractor shall give all notices and at all times
comply with all applicable laws , codes , ordinances , rules and regulations in effect during
the time of performance of the Work . Without limiting the generality of the foregoing ,
Contractor covenants and agrees that the Contractor shall not discriminate against any
employee or applicant for employment to be employed in the performance of the
Agreement with the respect to hiring , tenure , terms , conditions or privileges of
employment , or any matter directly or indirectly related to employment because of age ,
sex, physical handicap (except where based on a bona fide occupational qualification ) ,
marital status , race , color, religion , creed , national origin , or ancestry .
2 . 12 . Shop Drawings and Submittals . The procedures for shop drawings and
submittals , if required under this Contract, shall be set forth in Exhibit B , attached to this
Contract and made a part hereof by this reference .
3 . CONTRACT PRICE , The County shall pay the Contractor the lump sum amount for the
Work at the price(s) stated on Exhibit A upon completion and final acceptance of the Work
by the County's project manager. The Contractor acknowledges and agrees that the
prices on Exhibit A reflect established United States General Services Administration
pricing discounts for materials and labor rates . No additional payment shall be made to
the Contractor except for additional work or materials as stated on a valid change order
issued by the County prior to the performance of the additional work or delivery of
materials . The obligations of the County under this Contract are subject to the availability
of funds lawfully appropriated for the Project by the Board of County Commissioners of
Indian River County .
3 . 1 Payments to Contractor. The Contractor shall submit completed monthly partial
payment requests covering the Work performed during the period covered by the partial
payment request to the County' s project manager. Such partial payment requests shall be
supported by such data as the County may reasonably require . The payment request will
either be approved by the County , or be returned to the Contractor with the reasons for
refusing to approve the payment in writing . In the latter case , the Contractor may make
the necessary corrections and resubmit the partial payment request . The County will pay
the Contractor progress payment on the basis of the approved partial payment request in
accordance with the provisions of the Florida Prompt Payment Act , Section 218 . 70 , Florida
Statutes , et seq . The County shall retain ten ( 10) percent of the payment amounts due to
the Contractor until final completion and acceptance of all Work to be performed by the
Contractor under the Contract Documents . Each request for a partial payment shall be
submitted on County—provided forms , and accompanied by the certification of Contractor.
3 . 2 , Contractor' s Warranty of Title . The Contractor warrants and guarantees that title
to all Work covered by an Application for Payment, whether incorporated in the Work or
not, shall pass to the County prior to the making of the Application for Payment , free and
clear of all liens , claims , security interests , purchase money security interest, chattel paper
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or encumbrances of any nature whatsoever . The Contractor shall make the following
certification (Affidavit) on each request for payment : I hereby certify that the labor and
materials listed on this request for payment have been used in the construction of this
Work and payment received from the last request for payment has been used to make
payments to all subcontractors , laborers , materialmen and suppliers except as listed
below: ----."
3 . 3 . Project Certification Documents . Prior to submitting an invoice for Final Payment,
Contractor shall provide the following : a) Certification statement that "The Work has been
completed in accordance with the Contract'; b) final lien waivers from laborers ,
materialmen , subcontractors or sub-subcontractors (as each term is defined in Florida
Statutes section 713 . 01 (2004) ; and c) consent of the Surety to final payment and/or partial
release of retainage .
3 .4 . Final Completion . Upon final completion and acceptance of the Work the entire
balance found to be due to the Contractor, including the retainage , but except such sums
as may be lawfully retained by the County , shall be paid to the Contractor within thirty (30)
days of final completion and acceptance of the Work.
3 . 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 County 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 County and others relating to or
arising out of the Work under this Contract. Any payment, however, final or otherwise ,
shall not release the Contractor or its sureties from any obligations under the Contract or
the Payment and Performance Bonds .
3 . 6 , Audit. The Contractor agrees that the County or any of its duly authorized
representatives shall , until the expiration of three (3) years after final acceptance of the
Work , have access to and the right to examine any and all books , documents , papers , and
records of the Contractor involving transactions related to this Agreement and the Work
constructed hereunder. The Contractor agrees that payment(s) made under this
Agreement shall be subject to reduction for amounts charged thereto which are found on
the basis of audit examination to constitute non -allowable costs under this Agreement .
The Contractor shall promptly refund by check payable to the County the amount of such
reduction of payments . All required records shall be maintained until the later of an audit is
completed and all questions arising therefrom are resolved , or six (6) years after
completion of the Work and issuance of the final completion certificate .
4 . PERFORMANCE GUARANTEE AND WARRANTY. Contractor warrants all equipment,
materials , and labor furnished or performed under this Contract , against defects in design ,
materials and workmanship for a period of twelve months from and after Substantial
Completion of the Work under this Contract , regardless of whether the same were
furnished or performed by Contractor or by any of its subcontractors . Contractor agrees to
remedy promptly and without cost to County , any defective materials or workmanship that
appear within one ( 1 ) year from the date of completion of the work. Contractor and its
Surety shall be liable for the satisfaction and full performance of the warranties as set forth
herein and any damage to other parts of the Project caused by the Contractor's failure to
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perform pursuant to this Contract . The Contractor shall commence work to remedy or
replace the defective or deficient Work within five ( 5) calendar days after receiving written
notice from the County . If the Contractor fails to remedy or remove or replace that Work or
material which has been found to be defective , then the County may remedy or replace the
defective or deficient Work at the Contractor's expense . The Contractor shall immediately
pay the expenses incurred by the County for remedying the defects . The County and
Contractor agree that a warranty inspection shall be scheduled no later than eleven ( 11 )
months after final payment under this Contract so that the County and the Contractor may
inspect and otherwise examine the Work prior to the expiration of the Performance Bond .
No Work defective in construction or quality , or deficient in meeting any requirement of the
Contract , will be acceptable regardless of County's failure to discover or to point out
defects or deficiencies during construction ; nor will the presence of field representatives at
the Work or the satisfaction of the Work meeting applicable code requirements relieve
Contractor from responsibility for the quality of Work as required by the Contract.
5 . INSURANCE . The Contractor shall procure and maintain , during the life of this
Agreement, insurance of the types and in the amounts set forth in Exhibit C attached to
this Contract and made a part hereof by this reference .
6 . INDEMNIFICATION . Contractor agrees to indemnify and hold harmless the County ,
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 intentionally wrongful conduct of the
Contractor and persons employed or utilized by the 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.
7 . TERMINATION . The County reserves the right to terminate this Contract by giving thirty
(30) days notice in writing , of the intention to terminate , if at any time the Contractor fails to
abide by or fulfill any of the terms and conditions of the contract. The County also
reserves the right to terminate this Contract: for the convenience of the County , with or
without cause ; or if the Contractor submits a false invoice to the County, all upon ten ( 10)
days notice in writing .
8 . PUBLIC DISCLOSURE STATEMENT . Any entity entering into a contract with the
COUNTY shall disclose any relationship that may exist between the contracting entity and
a County Commissioner or County employee . The relationship with either must be
disclosed as follows : Father, mother, son daughter , brother, sister, uncle , aunt, first
cousin , nephew, niece , husband , wife , father-in-law, mother-in-law, daughter-in -law, son-
in-law, brother-in-law, sister-in-law, stepfather, stepmother, stepson , stepdaughter,
stepbrother, half brother, half sister, grandparent, or grandchild . The term "affiliate"
includes those officers , directors , executives , partners , shareholders , employees ,
members , and agents who are active in the management of the entity . Contractor has
made the required disclosure of relationships on the required form attached to this
Agreement and made a part hereof by this reference .
9 . PUBLIC ENTITY CRIMES Pursuant to Florida Statutes Section 287 . 133(2 ) (a) , the
Contractor is hereby notified that a person or affiliate who has been placed on the
convicted vendor list following a conviction for a public entity crime may not be awarded or
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perform work as a contractor , supplier , subcontractor, or consultant under a contract with
any public entity , and may not transact business with any public entity in excess of the
threshold amount provided in Florida Statutes Section 287 . 017 for CATEGORY TWO
[currently $25 , 000] for a period of 36 months from the date of being placed on the
convicted vendor list.
10 . PAYMENT BOND . The Contractor shall , upon execution and return of this Agreement
to the County , furnish a Payment Bond in the required form covering the faithful
performance of this Agreement and the payment of all obligations arising hereunder in the
amount of one hundred percent ( 100 %) of the total Contract Price with a Surety included in
the most recent United States Department of the Treasury List of Acceptable Sureties and
authorized to issue surety bonds in Florida . A complete copy of the fully executed
Payment Bond shall be posted in a conspicuous place at the Project site . The form of the
Payment Bond is attached to this Contract as Exhibit D and made a part hereof by this
reference . The completed Payment Bond must be satisfactory to the County , and the
Contractor shall coordinate with the County as to the recording of the Payment Bond in the
public records of Indian River County as required by the Florida Statutes ,
11 . PERFORMANCE BOND , The Contractor shall , upon execution and return of this
Agreement to the County , furnish a Performance Bond in the required form in the amount
of one hundred percent ( 100 %) of the total Contract Price with a Surety included in the
most recent United States Department of the Treasury List of Acceptable Sureties and
authorized to issue surety bonds in Florida . A complete copy of the fully executed
Performance Bond shall be posted in a conspicuous place at the Project site . The
Contractor guarantees the Work to be free from defects for a period of one ( 1 ) year from
final payment by the County , in accordance with the guarantee requirements of the
Contract and the Performance Bond . The form of the Performance Bond is attached to
this Contract as Exhibit E and made a part hereof by this reference . The completed
Performance Bond must be satisfactory to the County, and the Contractor shall coordinate
with the County as to the recording of the Performance Bond in the public records of Indian
River County as required by the Florida Statutes .
11 . 1 . Surety. If the Surety on any Bond furnished by Contractor is declared
bankrupt or becomes insolvent or its authorization to do business in the State of Florida is
terminated or it ceases to be listed on the United States Department of Treasury List of
Acceptable Sureties , Contractor shall within five (5) days thereafter substitute another
Bond and Surety, each of which shall be in accordance with the Contract and acceptable
to County .
12 , CONTRACT INTERPRETATION . All claims of Contractor and all questions the
Contractor may have concerning interpretation or clarification of this Contract or its
acceptable fulfillment shall be submitted immediately in writing to County for resolution .
The County , or its representatives , shall render its determination concerning such
resolution , which determination shall be considered final and conclusive . At all times ,
Contractor shall carry on the Work and maintain the progress schedule in accordance with
the requirements of the Contract and the determination of the County , pending resolution
of any dispute .
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13 . FEDERAL AND STATE TAXES . The County is exempt from payment of Florida State
Sales and Use Taxes . The Contractor shall not be exempt from paying sales tax to its
suppliers for materials used to fulfill contractual obligations with the County , nor is the
Contractor authorized to use the County's Tax Exemption Number in securing such
materials . The Contractor shall be responsible for payment of all federal , state , and local
taxes and fees applicable to the Work and same shall be included in the Contract Price ,
14 . MERGER ; MODIFICATION . This Agreement incorporates and includes all prior and
contemporaneous negotiations , correspondence , conversations , agreements or
understandings applicable to the matters contained herein and the parties agree that there
are no commitments , agreements , or understandings of any nature whatsoever concerning
the subject matter hereof that are not contained in this document. Accordingly , it is agreed
that no deviation from the terms hereof shall be predicated upon any prior or
contemporaneous representations or agreements , whether oral or written . No alteration ,
change , or modification of the terms of this Agreement shall be valid unless made in
writing and signed by the Contractor and the County .
15 . GOVERNING LAW; VENUE . This Agreement , including all attachments hereto, shall
be construed according to 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 .
16 . REMEDIES , NO WAIVER . All remedies provided in this Agreement shall be deemed
cumulative and additional , and not in lieu or exclusive of each other or of any other remedy
available to either party , at law or in equity . Each right, power and remedy of the parties
provided for in this Agreement shall be cumulative and concurrent and shall be in addition
to every other right , power or remedy provided for in this Agreement or now or hereafter
existing at law or in equity or by statute or otherwise . The failure of either party to insist
upon compliance by the other party with any obligation , or exercise any remedy , does not
waive the right to so in the event of a continuing or subsequent delinquency or default . A
party's waiver of one or more defaults does not constitute a waver of any other
delinquency or default . If any legal action or other proceeding is brought for the
enforcement of this Agreement or because of an alleged dispute , breach , default or
misrepresentation in connection with any provisions of this Agreement , each party shall
bear its own costs .
17 . SEVERABILITY. If any term or provision of this Agreement or the application thereof
to any person or circumstance shall , to any extent, be held invalid or unenforceable for the
remainder of this Agreement, then the application of such term or provision to persons or
circumstances other than those as to which it is held invalid or unenforceable shall not be
affected , and every other term and provision of this Agreement shall be deemed valid and
enforceable to the extent permitted by law.
18 . NO PLEDGE OF CREDIT . The Contractor shall not pledge the County' s credit or
make it a guarantor of payment or surety for any contract , debt , obligation , judgment, lien
or any form of indebtedness .
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19 . PUBLIC RECORDS . The Contractor shall comply with the provisions of Chapter 119 ,
Florida Statutes ( Public Records Law) in connection with this Agreement.
20 , NOTICES . Any notice , request , demand , consent, approval , or other communication
required or permitted by this Agreement shall be given or made in writing and shall be
served , as elected by the party giving such notice , by any of the following methods : (a)
Hand delivery to the other party ; ( b) Delivery by commercial overnight courier service ; or
(c) Mailed by registered or certified mail (postage prepaid ) , return receipt requested at the
addresses of the parties shown below:
Coun : Indian River County
Attn : Lynn Williams , Project Manager
1840 25th Street, Vero Beach , FL 32960-3365
Phone : (772 ) 226- 1419 ; Facsimile : (772) 770-5095
Contractor : Johnson Controls , Inc.
Attn : Stephen Muzzy , Orlando Branch Manager
4433 Parkbreeze Court
Orlando , FL 32808
Phone : (407 ) 291 - 1971 ; Facsimile : (407 ) 290-5699
Notices shall be effective when received at the address as specified above . Facsimile
transmission is acceptable notice effective when received , provided , however, that
facsimile transmissions received (i . e . , printed) after 5 : 00 p . m . or on weekends or holidays ,
will be deemed received on the next day that is not a weekend day or a holiday . The
original of the notice must additionally be mailed . Either party may change its address , for
the purposes of this section , by written notice to the other party given in accordance with
the provisions of this section .
21 . SURVIVAL . Except as otherwise expressly provided herein , each obligation in this
Agreement to be performed by Contractor shall survive the termination or expiration of this
Agreement.
22 . CONSTRUCTION . The headings of the sections of this Agreement are for the
purpose of convenience only , and shall not be deemed to expand , limit , or modify the
provisions contained in such Sections . All pronouns and any variations thereof shall be
deemed to refer to the masculine , feminine or neuter, singular or plural , as the identity of
the party or parties may require . The parties hereby acknowledge and agree that each
was properly represented by counsel and this Agreement was negotiated and drafted at
arm' s-length so that the judicial rule of construction to the effect that a legal document shall
be construed against the draftsperson shall be inapplicable to this Agreement
23 . COUNTERPARTS , This Agreement may be executed in one or more counterparts ,
each of which shall be deemed to be an original copy and all of which shall constitute but
one and the same instrument.
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IN WITNESS WHEREOF , this Indian River County Emergency Contract is executed
by the authorized representatives of the parties as of the day and year first above written ,
nunc pro tunc.
JOHNSON CONTROLS , INC . -------- Indian River County
By :
Ste en Muzzy , Or o
Branch Manager
oseph 8aird
ndian River County Administrator
nd Indian River County Emergency
Services District Director
OB
To Form And Legal
ssist orney
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Johnson Controls , Inc .
Controls Group
507 East Michigan Street
Post Office Box 423
Milwaukee , WI 53201 - 0423
Tel . 414/524 4000
DELEGATION OF AUTHORITY
J HNSON
CONTR LS
The undersigned , President of Johnson Controls , Inc . , a Wisconsin
corporation , pursuant to the authority vested in him by a certain
resolution adopted by the Board of Directors of the Company on January
23 , 1980 , hereby authorizes
Stephen B . Muzzy
Branch Manager
Orlando Branch Office
4433 Parkbreeze Court
Orlando , Florida 32808
to perform , on behalf of the Company , the acts described below :
To execute and deliver any and all contracts for the performance
of work , sale of goods , and furnishing of services , and any other
instruments in connection therewith and in the ordinary course of
business .
This authority does not extend to :
a . the execution of surety , performance or bid bonds ;
b . the collection , receipt and recovery of monies due or to
become due to the Company and the issuance of receipts and
releases for the payment thereof ;
C . the signing of any notes , contracts , or any other agreement
to borrow money in the name of the Company ;
d . the signing , on behalf of the company , of any deeds ,
abstracts , offers to purchase or any other instruments
pertaining to the purchase or sale of real property ; and
This authority shall remain in full force and effect until revoked in
writing by the President of the Company .
Signed and sealed at Milwaukee , Wisconsin , this 10th day of November ,
2003
Vez
Pr ident
Attest :
AA
Secre y p
( SEA JI
gen- 99
J HNSONI SIT " Air
CONT LS
� � H
Indian River Count Johnson Controls , Inc .
Y Controls Group
Sheriffs Administration Building Orlando,
do, FloridaCourt
Orlando, Floria 32808
Energy Management System Tel . 407 -291 - 1971
Installation
Proposal
Project: Energy Management System Installation November 3, 2004
Location : 4055 41 ST Ave.
Vero Beach, Florida 32960- 1802
Attn : Lynn Williams
Johnson Controls is pleased to propose the following :
• Johnson Controls will provide submittals, installation, materials , and system validation per Indian River
County, Sheriffs Administration Building plans M - 1 thru M -7 by TLC Engineering dated 7 -27-04 for
the HVAC Controls .
• Authorized Johnson Controls, Inc personal will perform all installation and programming.
DDC Controls for the following :
( 5 ) Rooftop Units , RTU 1 -5 .
( 1 ) Air-handling Unit, AHU-6 .
(32 ) VAV boxes .
( 1 ) Lon Interface to Chiller.
(2) Chilled Water Pumps .
(2 ) Computer Room Units , alarm monitor and room temperature.
(5 ) Exhaust Fan Start/Stop .
Specific items included with this proposal:
( 1 ) Network Automation Engine.
*(6 ) Air Flow Monitoring Stations .
( 12 ) Chiller Water Valve/Actuators w/weatherproof covers .
( 1 ) LonWorks connection to Chiller.
Clarifications
• All wire will be plenum rated cable and in exposed areas wire will be in conduit .
• Control devices will be Johnson Controls when available.
• DDC control panels will be installed in mechanical rooms or computer room.
• DDC control panels will need 120vac power provided by Div. 16 .
• DDC control panels will use Johnson Controls N2 communications protocol .
• Cost of Johnson Controls material is based on GSA pricing.
Pagel of 3
Not Included :
• Payment or Performance Bonds
• Cost of Permits & Fees
• Fire and Combo Fire/Smoke Dampers
• Starters, Speed Drives , Disconnects or installation of same.
• Access Doors and/or Panels
• 120vac Power Wiring
• Duct smoke detector
• Dampers
Cost of project excluding applicable sales tax ----------------------------------------- $ 121 , 785. 00
Cost of Payment and Performance Bond ----------------------------------------------- $ 1 ,217. 00
Total Cost of project excluding applicable sales tax --------------------------------- $ 1239002 . 00
This proposal is valid until
November 30, 2004
JOHNSON CONTROLS , INC .
Indian River County
Purchaser - Company Name
Signature Signature
Name: Name: Steven Peters
Title : Title: Account Executive
TERMS AND CONDITIONS
By accepting this proposal, Purchaser agrees to be bound by the following terms and conditions:
I SCOPE OF WORK This proposal is based upon the use of straight time labor only. Plastering, patching and painting are excluded. "in-line"
duct
and piping devices, including, but not limited to, valves, dampers, humidifiers, wells, taps, flow meters, orifices, etc., if required
hereunder to be
famished by Johnson, shall be distributed and installed by others under Johnson's supervision but at no additional cost to Johnson. Purchaser agrees
to
provide Johnson with required field utilities (electricity, toilets, drinking water, project hoist, elevator service, etc. ) without charge. Johnson
agrees to
keep the job site clean of debris arising out of its own operations. Purchaser shall not back charge Johnson for any costs or expenses without Johnson's
written consent.
Unless specifically noted in the statement of the scope of work or services undertaken by JCI under this agreement, JCL 's obligations
under this
agreement expressly exclude any work or service of any nature associated or connected with the identification, abatement, clean up, control, removal,
or disposal of environment Hazards or dangerous substances, to include but not be limited to asbestos or PCBS, discovered in or on the premises.
Any
language or provision of the agreement elsewhere contained which may authorize or empower the Purchaser to change. modify, or alter the scope of
work or services to be performed by JCI shall not operate to compel JCI to perform any work relating to Hazards without JCI's express written consent.
Page 2 of 3
2. INVOICING & PAYMENTS. Johnson may invoice Purchaser monthly for all materials delivered to the job site or to an off-site storage facility and
for all work performed on-site and off-site. Purchaser shall pay Johnson at the time purchaser signs this agreement an advance payment
equal to
10 % of the contract price, which advance payment shall be credited against the final payment (but not any progress payment) due hereunder
and
purchaser agrees to pay Johnson additional amounts invoiced upon receipt of the invoice. Waivers of lien will be furnished upon request, as the
work
progresses, to the extent payments are received. If Johnson's invoice is not paid within 30 days of its issuance, it is delinquent.
3 . MATERIALS. If the materials or equipment included in this proposal become temporarily or permanently unavailable for reasons beyond the control
and without the fault of Johnson, then in the case of such temporary unavailability, the time for performance of the work shal I be extended to
the extent
thereof, and in the case of permanent unavailability, Johnson shall (a) be excused from furnishing said materials or equipment, and (b) be reimbursed
for the difference between the cost of the materials or equipment permanently unavailable and the cost of a reasonably available substitute therefor.
4 . WARRANTY. Johnson warrants that the equipment manufactured by it shall be free from defects in material and workmanship arising from normal
usage for a period of one ( 1 ) year from delivery of said equipment, or if installed by Johnson, for a period of one ( 1 ) year from installation.
Johnson
warrants that for equipment furnished and/or installed but not manufactured by Johnson, Johnson will extend the same warranty terms and conditions
which Johnson receives from the manufacturer of said equipment. For equipment installed by Johnson, if Purchaser provides written notice to Johnson
of any such defect within thirty (30) days after the appearance or discovery of such defect, Johnson shall, at its option, repair or replace
the defective
equipment. For equipment not installed by Johnson, if Purchaser returns the defective equipment to Johnson within thirty (30) days after appearance
or discovery of such defect, Johnson shall, at its option, repair or replace the defective equipment and return said equipment
to Purchaser. All
transportation charges incurred in connection with the warranty for equipment not installed by Johnson shall be borne by Purchaser. These warranties
do not extend to any equipment which has been repaired by others, abused, altered or misused, or which has not been properly
and reasonably
maintained. THESE WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, THOSE OF MERCHANTABILITY AND FITNESS FOR A SPECIFIC PURPOSE .
5 . LIABILITY. Johnson shall not be liable for any special, indirect or consequential damages arising in any manner from the equipment
or material
furnished or the work performed pursuant to this agreement.
6 . TAXES. The price of this proposal does not include duties, sales, use, excise, or other similar taxes, unless required by federal,
state or local law.
Purchaser shall pay, in addition to the stated price, all taxes not legally required to be paid by Johnson or, alternatively, shall
provide Johnson with
acceptable tax exemption certificates. Johnson shall provide Purchaser with any tax payment certificate upon request and after
completion and
acceptance of the work .
7. DELAYS. Johnson shall not be liable for any delay in the performance of the work resulting from or attributed to acts or
circumstances beyond
Johnson's control, including, but not limited to, acts of God, fire, riots, labor disputes, conditions of the premises, acts or omissions
of the Purchaser,
Owner, or other Contractors or delays caused by suppliers or subcontractors of Johnson, etc.
8 . COMPLIANCE WITH LAWS. Johnson shall comply with all applicable federal, state and local laws and regulations and shall obtain all temporary
licenses and permits required for the prosecution of the work. Licenses and permits of a permanent nature shall be procured
and paid for by the
Purchaser.
9 . DISPUTES. All disputes involving more than $ 15 ,000 shall be resolved by arbitration in accordance with the rules of the
American Arbitration
Association. The prevailing party shall recover all legal costs and attorney's fees incurred as a result. Nothing here shall
limit any rights under
construction lien laws.
10 . INSURANCE. Insurance coverage in excess of Johnson's standard limits will be famished when requested and required. No credit will be given
or
premium paid by Johnson for insurance afforded by others.
11 . INDEMNITY, The Parties hereto agree to indemnify each other from any and all liabilities, claims, expenses, losses or damages, including attorneys'
fees, which may arise in connection with the execution of the work herein specified and which are caused, in whole or in part, by the negligent
act or
omission of die-indemnifying Party .
12 . OCCUPATIONAL SAFETY AND HEALTH, The Parties hereto agree to notify each other immediately upon becoming aware of an inspection
under, or any alleged violation of, the Occupational Safety and Health Act relating in any way to the project or project site.
13 . ENTIRE AGREEMENT. This proposal, upon acceptance, shall constitute the entire agreement between the parties and supersedes
any prior
representations or understandings.
14 . CHANGES. No change or modification of any of the terms and conditions stated herein shall be binding upon Johnson unless accepted by Johnson
in
writing.
Page 3 of 3
1 ,
EXHIBIT B
Shop Drawings and Submittal Procedures
The specifications , shop drawings , and submittal procedures are set forth in the plans M- 1
through and including M-7 prepared by TLC Engineering [ Tilden Lobnitz Cooper , Inc . ] ,
dated July 27 , 2004 , and the foregoing plans are not attached to this Contract due to their
voluminous nature .
1
SAFECO INSURANCE COMPANY OFAMERICA
GENERAL INSURANCE COMPANY OF AMERICA
FIRST NATIONAL INSURANCE COMPANY OF AMERICA
HOME OFFICE. SAFECO PLAZA
SEATTLE, WASHINGTON 98185
Bond No , 6308832
PERFORMANCE BOND
Conforms with The American Institute of Architects
A. I .A. document No. A-311
KNOW ALL BY THESE PRESENTS : that JOHNSON CONTROLS , INC .
(Here insert full name and address or legal title of Contractor)
5757 NORTH GREEN BAY AVENUE
MILWAUKEE WI 53209
as Principal, hereinafter called Contractor, and, SAFECO INSURANCE COMPANY OF AMERICA
(Here insert full name and address or legal title of Surety)
SAFECO PLAZA
SEATTLE WA 98185
as Surety, hereinafter called Surety, are held and firmly bound unto INDIAN RIVER COUNTY
(Here insert full name and address or legal title of Owner)
1840 25TH STREET
VERO BEACH FL 32960
as Obligee , hereinafter called Owner, in the amount of ONE HUNDRED TWENTY THREE THOUSAND TWO AND NO/ 100
Dollars ($ 123 , 002 . 00 ) .
for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly
and severally, firmly by these presents .
WHEREAS,
Contractor has by written agreement dated NOVEMBER 15 2004 entered into a contract
with Owner for EMERGENCY MANAGEMENT OF SYSTEM INSTALLATION
(Here insert full name, address and description of project)
INDIAN RIVER COUNTY; 4055 41 ST AVENUE ; VERO BEACH FL 32960
in accordance with Drawings and Specifications prepared by N/A
(Here insert full name and address or legal title of Architect)
N/A
which contract is by reference made a part hereof, and is hereinafter referred to as the Contract.
S-1219/SAEF 5/98 Page 1 of 2
® Registered trademark of SAFECO Corporation.
PERFORMANCE BOND BOND 16308832
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if Contractor shall promptly and faithfully perform said
Contract, then this obligation shall be null and void; otherwise it shall remain in full force and effect.
The Surety hereby waives notice of any alteration or contract or contracts of completion arranged under this
paragraph)
extension of time made by the Owner. sufficient funds to pay the cost of completion less the balance of the
contract price ; but not exceeding, including other costs and damages
Whenever Contractor shall be, and declared by Owner to be for which the Surety may be liable hereunder, the amount set forth
in default under the Contract, the Owner having performed in the first paragraph hereof. The term "balance
of the contract
Owner's obligations thereunder, the Surety may promptly remedy price, " as used in this paragraph, shall mean the
total amount
the default, or shall promptly payable by Owner to Contractor under the Contract and any
amendments thereto, less the amount properly paid by Owner to
1 ) Complete the Contract in accordance with its terms and Contractor.
conditions, or
2) Obtain a bid or bids for completing the Contract in accordance
Sure of Any suit under this bond must be instituted before the
with its teens and conditions, and upon determination b on expiration of two ( al years from the date on which final payment
the lowest responsible bidder, or, if the Owner elects, upon under the Contract falls due.
determination by the Owner and the Surety jointly of the lowest
responsible bidder, arrange for a contract between such bidder and
No right of action shall accrue on this bond to or for the use of
Owner, and make available as Work progresses (even though there any y person or corporation other than the Owner named herein or the
should be a default or a succession of defaults under the heirs , executors , administrators or successors of
the Owner.
Signed and sealed this 4TH day of NOVEMBER 2004
y,
JOHNSON CONTROLS , INC . (Seal)
(Witness)
(Principal)
4
SUSAN TRIBBLE ; ATTORNEY- IN - FACT (Title)
SAFECO INSURANCE COMPANY OF AMERICA
Seal
(Witness)
{( (Surety )
2z�
TRACY K. HEWS , ATTO NEY- IN - FACT (Title)
1219/SAEF 5/98
Page 2 of 2
1
SAFECO INSURANCE COMPANY OF AMERICA
GENERAL INSURANCE COMPANY OF AMERICA
FIRST NATIONAL INSURANCE COMPANY OF AMERICA
HOME OFFICE. SAFECO PLAZA
SEATTLE, WASHINGTON 98185
LABOR AND MATERIAL PAYMENT BOND Bond No , 6308832
Conforms with The American Institute of Architects
A. I .A. Document No. A-311
THIS BOND IS ISSUED SIMULTANEOUSLY WITH PERFORMANCE BOND IN FAVOR OF THE
OWNER CONDITIONED ON THE FULL AND FAITHFUL PERFORMANCE OF THE CONTRACT
KNOW ALL BY THESE PRESENTS : that JOHNSON CONTROLS , INC .
5757 NORTH GREEN BAY AVENUE (Here insert full name and address or legal title of Contractor)
MILWAUKEE WI 53209
as Principal, hereinafter called Principal, and, SAFECO INSURANCE COMPANY OF AMERICA
SAFECO PLAZA (Here insert full name and address or legal title of Surety)
SEATTLE WA 98185
as Surety, hereinafter called Surety, are held and firmly bound unto INDIAN RIVER COUNTY
1840 25TH STREET (Here insert full name and address or legal title of Owner)
VERO BEACH FL 32960
as Obligee, hereinafter called Owner, for the use and benefit of claimants as hereinbelow defined, in the amount of ONE HUNDRED
TWENTY THREE THOUSAND TWO AND NO/ 100 Dollars ($ 123 , 002 . 00 ) .
for the payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors and assigns , jointly and
severally, firmly by these presents .
WHEREAS,
Principal has by written agreement dated NOVEMBER 15 2004 entered into a contract
with Owner for EMERGENCY MANAGEMENT OF SYSTEM INSTALLATION
(Here insert full name, address and description of project)
INDIAN RIVER COUNTY; 4055 41 ST AVENUE ; VERO BEACH FL 32960
in accordance with Drawings and Specifications prepared by N/A
N/A (Here insert full name and address or legal title of Architect)
which contract is by reference made a part hereof, and is hereinafter referred to as the Contract.
S-1220/SAEF 2/98 Page 1 of 2
® Registered trademark of SAFECO Corporation.
LABOR AND MATERIAL PAYMENT BOND BOND 16308832
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if Principal shall promptly make payment to all claimants as
hereinafter
defined, for all labor and material used or reasonably required for use in the performance of the Contract, then this obligation shall be void;
otherwise it shall
remain in full force and effect, subject, however, to the following conditions:
1 . A claimant is defined as one having a direct contract with the were furnished, or for whom the work or
labor was done or performed.
Principal or with a Subcontractor of the Principal for labor, material, or Such notice shall be served by mailing the
same by registered mail or
both, used or reasonably required for use in the performance of the certified mail, postage prepaid, in an envelope
addressed to the Principal,
Contract, labor and material being construed to include that part of water, Owner or Surety, at any place where an office is regularly
maintained for
gas, power, light, heat, oil, gasoline, telephone service or rental of the transaction of business, or served in
any manner in which legal process
equipment directly applicable to the Contract. may be served in the state in which the aforesaid project is located, save
2 . The above named Principal and Surety hereby jointly and that such service need not be made by a public officer.
severally agree with the Owner that every claimant as herein defined, who a
has not been paid in full before the expiration of a period of ninety (90) b) After the expiration of one ( 1 ) year following the date
on which Principal
days after the date on which the last of such claimant's work or labor was ceased Work on said Contract, it being understood,
however, that if any
done or performed, or materials were furnished by such claimant, may sue limitation embodied in this bond is prohibited by any law
controlling the
on this bond for the use of such claimant, prosecute the suit to final construction hereof such limitation shall be deemed
to be amended so as to
judgment for such sum or suns as may be justly due claimant, and have be equal to the minimum period of limitation permitted by such
law.
execution thereon. The Owner shall not be liable for the payment of any
costs or expenses of any such suit. c) Other than in a state court of competent jurisdiction in and for the county
or other political subdivision of the state in which the Project, or any part
3 . No suit or action shall be commenced hereunder by any claimant: thereof, is situated, or in the United States District Court
for the district in
which the Project, or any part thereof, is situated, and not elsewhere.
a) Unless claimant, other than one having a direct contract with the
Principal, shall have given written notice to any two of the following: the
Principal, the Owner, or the Surety above named, within ninety (90) days 4. The amount of this bond shall be reduced by and to the
extent of
after such claimant did or performed the last of the work or labor, or any payment or payments made in good faith hereunder,
inclusive of the
payment by Surety of mechanics' liens which may be filed of record against
furnished the last of the materials for which said claim is made, stating said improvement, whether or not claim for
the amount of such lien be
with substantial accuracy the amount claimed and the name of the party to
whom the materials presented under and against this bond.
Signed and sealed this 4TH day of NOVEMBER 2004
JOHNSON CONTROLS , INC . (Seal)
(Witness) ( (Principal)
SUSAN TRIBBLE ; ATTORNEY- IN- FACT (Title)
SAFEC_O_ INSURANCE COMPANY OF AMERICA (Seal)
(Witness) ( Surety)
OF
0/�
TRACY K. HEWS ; ATTORNEY- IN- FACT (Title)
S-1220/SAEF 2/98 Page 2 of 2
Johnson Controls , Inc .
5757 N . Green Bay Avenue
Post Office Box 591
Milwaukee , WI 53201 - 0591
Tel . 414/524 1200
J HNSON
ONLS DELEGATION OF AUTHORITY
The undersigned President of Johnson Controls, Inc. , a Wisconsin corporation,
Pursuant to the authority vested in him by a certain resolution adopted by the Board of the
Directors on January 23 , 1980, hereby authorizes
Sue Tribble, Agent
5757 N. Green Bay Avenue
Milwaukee, WI 53209
To perform, on behalf of the Company, the acts described as below:
To execute and deliver, as attorney in fact for the Company, any and all surety
bonds necessary and proper in carrying on the business of the company.
This authority does not extend to :
a, the execution of contracts for the performance of world sale of goods, and
furnishing of services;
b, the collection, receipt and recovery of monies due or to become due to the
Company and the issuance of receipts and releases for the payment
thereof,
C, the signing of any notes, contracts, or any other agreement to borrow
money in the name of the Company; and
d, the signing, on behalf of the Company, of any deeds, abstracts, offers to
purchase or any other instruments pertaining to the purchase or sale of real
.property;
This authority shall remain in full force and effect until revoked in writing by the
President of the Company.
Signed and sealed in Milwaukee, Wisconsin, this 15 "' day of August 2002 .
John arth, Presi ent
Attest :
J o e D. O Assistdnt Secretary
S AL) ; ,
POWER SAFECO INSURANCE COMPANY OF AMERICA
S A F E C Ory
► OF ATTORNEY GENERAL INSURANCE COMPANY OF AMERICA
HOME OFFICE: SAFECO PLAZA
SEATTLE, WASHINGTON 98185
No. 5155
KNOW ALL BY THESE PRESENTS:
That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation , does each
hereby appoint
* * **** *WILLIAM R. HAACK; ROBERT F. MCINTYRE; BONNIE M. RATZLAFF; CYNTHIA A. IVANCIC; TRACY K MATTHEWS; AMY S. SHAVER; DEBBIE L.
SWEENEY, Milwaukee, Wisconsin**** *** **** **** ** * *+ ** ** ►** * ***** ■ ** * * * **** * * * ** * ■* ** ss *** ***** ** * ** *+ * * *** s*** *s■ * *■ * . ** ** * ** ** ** ******
*** *** ■* *
its true and lawful attomey(s)-in-fact, with full authority to execute on its behalf fidelity and surety bonds or undertakings
and other documents of a similar
character issued in the course of its business, and to bind the respective company thereby.
IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed and
attested these presents
this 27th day of May 2003
Cei
�-' � —
CHRISTINE MEAD, SECRETARY MIKE MCGAVICK, PRESIDENT
CERTIFICATE
Extract from the By-Laws of SAFECO INSURANCE COMPANY OF AMERICA
and of GENERAL INSURANCE COMPANY OF AMERICA:
"Article V, Section 13. - FIDELITY AND SURETY BONDS . . . the President, any Vice President, the Secretary, and any Assistant Vice President
appointed for that
purpose by the officer in charge of surety operations, shall each have authority to appoint individuals as attomeys-in-fact or under other
appropriate titles with
authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company
in the course of its
business. . . On any instrument making or evidencing such appointment, the signatures may be affixed by facsimile . On any instrument conferring
such authority
or on any bond or undertaking of the company, the seal, or a facsimile thereof, may be impressed or affixed or in any other
manner reproduced ; provided ,
however, that the seal shall not be necessary to the validity of any such instrument or undertaking."
Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA
and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 28, 1970.
"On any certificate executed by the Secretary or an assistant secretary of the Company setting out,
(1) The provisions of Article V, Section 13 of the By-Laws, and
(ii) A copy of the power-of-attomey appointment, executed pursuant thereto, and
(iii) Certifying that said power-of-attomey appointment is in full force and effect,
the signature of the certifying officer may be by facsimile, and the seal of the Company may be a facsimile thereof."
I , Christine Mead, Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby certify
that the foregoing extracts of the By-Laws and of a Resolution of the Board of Directors of these corporations, and of a Power of Attorney issued pursuant
thereto,
are true and correct, and that both the By-Laws, the Resolution and the Power of Attorney are still in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation
this 4TH day of NOVEMBER 2004
ECCONU
OAIp�
SEAL
SEAL T
a� 1953 1927 >�
NO OfYV33 CHRISTINE MEAD, SECRETARY
S-0974/SAEF 2/01
® A registered trademark of SAFECO Corporation
05/27/2003 PDF
TL
IMPORTANT NOTICE TO SURETY BOND CUSTOMERS REGARDING
THE TERRORISM RISK INSURANCE ACT OF 2002
As a surety bond customer of one of the Safeco insurance companies (Safeco Insurance Company of
America , General Insurance Company of America , First National Insurance Company of America , American
States Insurance Company or American Economy Insurance Company) , it is our duty to notify you that the
Terrorism Risk Insurance Act of 2002 extends to "surety insurance" . This means that under certain
circumstances we may be eligible for reimbursement of certain surety bond losses by the United States
government under a formula established by this Act.
Under this formula , the United States government pays 90% of losses caused by certified acts of terrorism that
exceed a statutorily established deductible to be paid by the insurance company providing the bond . The Act
also establishes a $ 100 billion cap for the total of all losses to be paid by all insurers for certified acts of
terrorism . Losses on some or all of your bonds may be subject to this cap .
This notice does not modify any of the existing terms and conditions of this bond , the underlying agreement
guaranteed by this bond , any statutes governing the terms of this bond or any generally applicable rules of law.
At this time there is no premium change resulting from this Act.
S-6248/GE 9/04 Safeco® and the Safeco logo are trademarks of Safeco corporation
FRP
SWORN STATEMENT UNDER SECTION 105 . 08 ,
INDIAN RIVER COUNTY CODE , ON DISCLOSURE OF RELATIONSHIPS
THIS FORM MUST BE SIGNED IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICER AUTHORIZED TO ADMINISTER
OATHS .
1 . This sworn statement is submitted by : JOHNSON CONTROLS , INC . , . having an
office in Florida at 4433 Parkbreeze Court , Orlando , FL 32808 , and ( if applicable) its
Federal Employer Identification Number ( FEIN ) is 39 - c, c I ) ( If the entity
has no FEIN , include the Social Security Number of the individual signing this sworn
statement )
2 . My name is ` a7r �. ► i'1�► •�.uj� ( Please print name of
individual signing ) and my relationship to the entity named above is 1� �
* Orlando Branch Manager
3 . 1 understand that an " affiliate" as defined in Section 105 . 08 , Indian River County
Code , means : The term "affiliate" includes those officers , directors , executives ,
partners , shareholders , employees , members , and agents who are active in the
management of the entity .
4 . 1 understand that the relationship with a County Commissioner or County employee
that must be disclosed as follows :
Father, mother, son , daughter, brother, sister, uncle , aunt , first cousin , nephew,
niece , husband , wife , father-in-law, mother- in-law, daughter- in -law, son- in-law,
brother-in-law, sister-in-law, stepfather, stepmother, stepson , stepdaughter,
stepbrother, stepsister, half brother, half sister, grandparent , or grandchild .
5 . Based on information and belief, the statement, which I have marked below, is true
in relation to the entity submitting this sworn statement . [Please indicate which
statement applies . ]
Neither the entity submitting this sworn statement , nor any officers , directors ,
executives , partners , shareholders , employees , members , or agents who are active
in management of the entity , have any relationships as defined in section 105 . 08 ,
Indian River County Code , with any County Commissioner or County employee .
The entity submitting this sworn statement , or one or more of the officers ,
directors , executives , partners , shareholders , employees , members , or agents , who
are active in management of the entity have the following relationships with a
County Commissioner or County employee :
1
Name of Affiliate Name of County Commissioner Relationship
or entity or employee
(Signature
STATE OF LCCC ' ( Date)
COUNTY OF �r -
The f%oegoing instrument was acknowledged before me this . day of IeJ 0 I/ , 2004 by
!� who is personally known to me or who
has produced as
identification .
NOTARY PUBLIC
SIGN : t✓
PRINT : nbg �lz
State of Florida at Large
My Commission Expires : oy la, A2 00 7
�,.w A
iniama
w
•g jMY commission DD251W
'at,; Expires September 21 , 2007
2