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Backup Documents 02/27/2018 Item #16C 4
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1 b C 4 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. Risk Risk Management 'GC 3121 2. County Attorney Office County Attorney Office ki4 3hs1Jb 4. BCC Office Board of County As by Commissioners Jik)5) 3 Cl` 4. Minutes and Records Clerk of Court's Office (Oki ai/61 z.3cielk 5. Procurement Services Procurement Services PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. • Name of Primary Staff Barbara Lance for Viviana Contact Information 239-252-8998 Contact/Department Giarimoustas Agenda Date Item was February 27,2018 Agenda Item Number 16.C.4 Approved by the BCC Type of Document Contract Number of Original Attached Documents Attached PO number or account N/A 17-7176 Underground Ferguson nterprises number if document is Utility Parts to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable of , \hichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signatur: STAMP 0K N/A 2. Does the document need to be sent to another agency for add ional si:r.tures? If yes, N/A provide the Contact Information(Name;Agency;Address; Phi'- •. an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be BL signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the N/A document or the final negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's BL signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip N/A should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 02/27/2018 and all changes made during the meeting have been incorporated in the attached document. The County Attorney's Office has reviewed the changes,if applicable. : 9. Initials of attorney verifying that the attached document is the version approved by the BCC,all changes directed by the BCC have been made,and the document is re E i NV Chairman's signature. ,� r FEB 2 7 2018 Risk Management 16C 4 MEMORANDUM Date: March 9, 2018 To: Barbara Lance for Viviana Giarimoustas, Procurement Services From: Martha Vergara, Sr. Deputy Clerk Minutes & Records Department Re: Contract #17-7176 "Underground Utility Parts" Contractor: Ferguson Enterprises Attached for your records is a copy of the referenced document above, (Item #16C4) adopted by the Board of County Commissioners on Tuesday, February 27, 2018. The Board's Minutes & Records Department has kept an original as part of the Board's Official Records. If you have any questions, please feel free to contact me at 252-7240. Thank you. Attachment 16C FIXED TERM SERVICE AGREEMENT # 17-7176 for UNDERGROUND UTILITY PARTS SUPPLIER THIS AGREEMENT, made and entered into on this 074 day ofV t_xp„ 20 I , by and between Ferguson Enterprises Inc. dba Ferguson Waterworks, authorized to do busss in the State of Florida, whose business address is 3801 Prospect Avenue, Naples, Florida 34104 , (the "Contractor") and Collier County, a political subdivision of the State of Florida, (the "County"): WITNESSETH: 1. AGREEMENT TERM. The Agreement shall be for a three (3 ) year period, commencing ❑ upon the date of Board approval or IN on April 2, 2018 and terminating on three (3 ) year(s) from that date or until all outstanding Purchase Order(s) issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one ( 1 ) additional three (3 ) year(s) periods. The County shall give the Contractor written notice of the County's intention to renew the Agreement term prior to the end of the Agreement term then in effect. The County Manager, or his designee, may, at his discretion, extend the Agreement under all of the terms and conditions contained in this Agreement for up to one hundred and eighty (180) days. The County Manager, or his designee, shall give the Contractor written notice of the County's intention to extend the Agreement term prior to the end of the Agreement term then in effect. 2. COMMENCEMENT OF SERVICES. The Contractor shall commence the work upon issuance of a ❑� Purchase Order ❑ Notice to Proceed. 3. STATEMENT OF WORK. The Contractor shall provide services in accordance with the terms and conditions of ISI Request for Proposal (RFP) I Invitation to Bid (ITB) Other ( ) # 17-7176 , including all Attachment(s), Exhibit(s) and Addenda and the Contractor's proposal referred to herein and made an integral part of this Agreement. ■ The Contractor shall also provide services in accordance with Exhibit A— Scope of Services attached hereto. Page 1 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 3.1 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Parties, in compliance with the County's Procurement Ordinance, as amended, and Procurement Procedures in effect at the time such services are authorized. 4. THE AGREEMENT SUM. The County shall pay the Contractor for the performance of this Agreement based on Exhibit B- Fee Schedule, attached hereto and the price methodology as defined in Section 4.1. Payment will be made upon receipt of a proper invoice and upon approval by the County's Contract Administrative Agent/Project Manager, and in compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government Prompt Payment Act". 4.1 Price Methodology (as selected below): ❑ Lump Sum (Fixed Price): A firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. ❑ Time and Materials: The County agrees to pay the contractor for the amount of labor time spent by the contractor's employees and subcontractors to perform the work(number of hours times hourly rate), and for materials and equipment used in the project (cost of materials plus the contractor's markup). This methodology is generally used in projects in which it is not possible to accurately estimate the size of the project, or when it is expected that the project requirements would most likely change. As a general business practice, these contracts include back-up documentation of costs; invoices would include number of hours worked and billing rate by position (and not company (or subcontractor) timekeeping or payroll records), material or equipment invoices, and other reimbursable documentation for the project. 0 Unit Price: The County agrees to pay a firm total fixed price (inclusive of all costs, including labor, materials, equipment, overhead, etc.) for a repetitive product or service delivered (i.e. installation price per ton, delivery price per package or carton, etc.). The invoice must identify the unit price and the number of units received (no contractor inventory or cost verification). 4.2 Any County agency may obtain services under this Agreement, provided sufficient funds are included in their budget(s). 4.3 Payments will be made for services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of the Agreement. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this Agreement. Page 2 of 17 Fixed Term Service Agreement#2017-002(Ver 1) 16C 4.4 ❑ (check if applicable) Travel and Reimbursable Expenses: Travel and Reimbursable Expenses must be approved in advance in writing by the County. Travel expenses shall be reimbursed as per Section 112.061 Fla. Stats. Reimbursements shall be at the following rates: Mileage $0.44.5 per mile Breakfast $6.00 Lunch $11.00 Dinner $19.00 Airfare Actual ticket cost limited to tourist or coach class fare Rental car Actual rental cost limited to compact or standard-size vehicles Lodging Actual cost of lodging at single occupancy rate with a cap of no more than $150.00 per night Parking Actual cost of parking Taxi or Airport Limousine Actual cost of either taxi or airport limousine Reimbursable items other than travel expenses shall be limited to the following: telephone long-distance charges, fax charges, photocopying charges and postage. Reimbursable items will be paid only after Contractor has provided all receipts. Contractor shall be responsible for all other costs and expenses associated with activities and solicitations undertaken pursuant to this Agreement. 5. SALES TAX. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the performance of the Work. Collier County, Florida as a political subdivision of the State of Florida, is exempt from the payment of Florida sales tax to its vendors under Chapter 212, Florida Statutes, Certificate of Exemption # 85-8015966531C. 6. NOTICES. All notices from the County to the Contractor shall be deemed duly served if mailed or emailed to the Contractor at the following: Company Name: Ferguson Enterprises Inc. dba Ferguson Waterworks Address: 3801 Prospect Avenue Naples, Florida 34104 Authorized Agent: Mark McFalls, General Manager Attention Name & Title: Joderek Adams, Outside Sales Representative Telephone: 239-643-4970 E-Mail(s): joderek.adams@ferguson.com All Notices from the Contractor to the County shall be deemed duly served if mailed or emailed to the County to: Page 3 of 17 Fixed Term Service Agreement#2017-002(Ver.l) 16C 4 Board of County Commissioners for Collier County, Florida Division Director: Joe Bellone Division Name: Utilities Finance Operations Address: 4420 Mercantile Avenue Naples, Florida 34104 Administrative Agent/PM: Christopher Johnson, Manager-Inventory& Distribution Telephone: 239-252-5025 E-Mail(s): Christopher.Johnson@colliercountyfl.gov The Contractor and the County may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing. 7. NO PARTNERSHIP. Nothing herein contained shall create or be construed as creating a partnership between the County and the Contractor or to constitute the Contractor as an agent of the County. 8. PERMITS: LICENSES: TAXES. In compliance with Section 218.80, F.S., all permits necessary for the prosecution of the Work shall be obtained by the Contractor. The County will not be obligated to pay for any permits obtained by Subcontractors. Payment for all such permits issued by the County shall be processed internally by the County. All non-County permits necessary for the prosecution of the Work shall be procured and paid for by the Contractor. The Contractor shall also be solely responsible for payment of any and all taxes levied on the Contractor. In addition, the Contractor shall comply with all rules, regulations and laws of Collier County, the State of Florida, or the U. S. Government now in force or hereafter adopted. The Contractor agrees to comply with all laws governing the responsibility of an employer with respect to persons employed by the Contractor. 9. NO IMPROPER USE. The Contractor will not use, nor suffer or permit any person to use in any manner whatsoever, County facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Contractor or if the County or its authorized representative shall deem any conduct on the part of the Contractor to be objectionable or improper, the County shall have the right to suspend the Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. Page 4 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 10. TERMINATION. Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County as per this Agreement, the County may terminate said Agreement for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of the non-performance. In the event that the County terminates this Agreement, Contractor's recovery against the County shall be limited to that portion of the Agreement Amount earned through the date of termination. The Contractor shall not be entitled to any other or further recovery against the County, including, but not limited to, any damages or any anticipated profit on portions of the services not performed. 11. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 12. INSURANCE. The Contractor shall provide insurance as follows: A. ❑■ Commercial General Liability: Coverage shall have minimum limits of $ 1,000,000 Per Occurrence, $2,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability. B. ❑■ Business Auto Liability: Coverage shall have minimum limits of $ 1,000,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non-Owned Vehicles and Employee Non-Ownership. C. ❑■ Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $ 100,000 for each accident. D. ❑ Professional Liability: Shall be maintained by the Contractor to ensure its legal liability for claims arising out of the performance of professional services under this Agreement. Contractor waives its right of recovery against County as to any claims under this insurance. Such insurance shall have limits of not less than $ each claim and aggregate. E. ❑ Cyber Liability: Coverage shall have minimum limits of$ per claim. F. ❑ : Coverage shall have minimum limits of $ per claim. Special Requirements: Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR, Collier County Government shall be listed as the Certificate Holder and included as an "Additional Insured" on the Insurance Page 5 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 1 6 C 4 Certificate for Commercial General Liability where required. This insurance shall be primary and non-contributory with respect to any other insurance maintained by, or available for the benefit of, the Additional Insured and the Contractor's policy shall be endorsed accordingly. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. The Contractor shall provide County with certificates of insurance meeting the required insurance provisions. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. Coverage afforded under the policies will not be canceled or allowed to expire until the greater of: thirty (30) days prior written notice, or in accordance with policy provisions. Contractor shall also notify County, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverage or limits received by Contractor from its insurer, and nothing contained herein shall relieve Contractor of this requirement to provide notice. Contractor shall ensure that all subcontractors comply with the same insurance requirements that the Contractor is required to meet. 13. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor shall defend, indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, whether resulting from any claimed breach of this Agreement by Contractor, any statutory or regulatory violations, or from personal injury, property damage, direct or consequential damages, or economic loss, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 13.1 The duty to defend under this Article 13 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, County and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 13 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the County or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 14. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Utilities Finance Operations Divison Page 6 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 15. CONFLICT OF INTEREST. Contractor represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Contractor further represents that no persons having any such interest shall be employed to perform those services. 16. COMPONENT PARTS OF THIS AGREEMENT. This Agreement consists of the following component parts, all of which are as fully a part of the Agreement as if herein set out verbatim: Contractor's Proposal, Insurance Certificate(s), 0 Exhibit A Scope of Services, Exhibit B Fee Schedule, ■ RFP/ I I ITB/1-1 Other # 17-7176 including Exhibits, Attachments and Addenda/Addendum, n subsequent quotes, and n Other Exhibit/Attachment: 17. APPLICABILITY. Sections corresponding to any checked box ( ■ ) expressly apply to the terms of this Agreement. 18. SUBJECT TO APPROPRIATION. It is further understood and agreed by and between the parties herein that this Agreement is subject to appropriation by the Board of County Commissioners. 19. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any Agreement held by the individual and/or firm for cause. 20. COMPLIANCE WITH LAWS. By executing and entering into this Agreement, the Contractor is formally acknowledging without exception or stipulation that it agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to this Agreement, including but not limited to those dealing with the Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended; taxation, workers' compensation, equal employment and safety including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements at F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Page 7 of 17 Fixed Term Service Agreement#2017-002(Vcr.1) 16C 4 Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law to: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 21. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES. Collier County encourages and agrees to the successful Contractor extending the pricing, terms and conditions of this solicitation or resultant Agreement to other governmental entities at the discretion of the successful Contractor. 22. PAYMENTS WITHHELD. The County may decline to approve any application for payment, or portions thereof, because of defective or incomplete work, subsequently discovered evidence or subsequent inspections. The Contractor may nullify the whole or any part of any approval for payment previously issued and the Contractor may withhold Page 8 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 any payments otherwise due Contractor under this Agreement or any other Agreement between the County and Contractor, to such extent as may be necessary in the County's opinion to protect it from loss because of: (a) defective Work not remedied; (b) third party claims failed or reasonable evidence indicating probable fling of such claims; (c) failure of Contractor to make payment properly to subcontractors or for labor, materials or equipment; (d) reasonable doubt that the Work can be completed for the unpaid balance of the Contract Amount; (e) reasonable indication that the Work will not be completed within the Contract Time; (f) unsatisfactory prosecution of the Work by the Contractor; or (g) any other material breach of the Contract Documents. If any conditions described above are not remedied or removed, the County may, after three (3) days written notice, rectify the same at Contractor's expense. The County also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to the County, whether relating to or arising out of this Agreement or any other Agreement between Contractor and the County. 23. n CLEAN UP. Contractor agrees to keep the Project site clean at all times of debris, rubbish and waste materials arising out of the Work. At the completion of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all tools, appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. n WARRANTY. Contractor expressly warrants that the goods, materials and/or equipment covered by this Agreement will conform to the requirements as specified, and will be of satisfactory material and quality production, free from defects, and sufficient for the purpose intended. Goods shall be delivered free from any security interest or other lien, encumbrance or claim of any third party. Any services provided under this Agreement shall be provided in accordance with generally accepted professional standards for the particular service. These warranties shall survive inspection, acceptance, passage of title and payment by the County. Contractor further warrants to the County that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from the County. Contractor shall also be responsible for and pay Page 9 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which the County is entitled as a matter of law. 26. ❑ TESTS AND INSPECTIONS. If the Contract Documents or any codes, laws, ordinances, rules or regulations of any public authority having jurisdiction over the Project requires any portion of the Work to be specifically inspected, tested or approved, Contractor shall assume full responsibility therefore, pay all costs in connection therewith and furnish to the County the required certificates of inspection, testing or approval. All inspections, tests or approvals shall be performed in a manner and by organizations acceptable to the County. 27. ❑ PROTECTION OF WORK. A. Contractor shall fully protect the Work from loss or damage and shall bear the cost of any such loss or damage until final payment has been made. If Contractor or anyone for whom Contractor is legally liable is responsible for any loss or damage to the Work, or other work or materials of the County or County's separate contractors, Contractor shall be charged with the same, and any monies necessary to replace such loss or damage shall be deducted from any amounts due Contractor. B. Contractor shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. C. Contractor shall not disturb any benchmark established by the County with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the County's benchmarks, Contractor shall immediately notify the County. The County shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by the County associated therewith. 28. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials form specifications shall be approved in writing by the County in advance. 29. CHANGES IN THE WORK. The County shall have the right at any time during the progress of the Work to increase or decrease the Work. Promptly after being notified of a change, Contractor shall submit an estimate of any cost or time increases or savings it foresees as a result of the change. Except in an emergency endangering life or property, or as expressly set forth herein, no addition or changes to the Work shall be made except upon modification of the Purchase Order by the County, and the County shall not be liable to the Contractor for any increased compensation without such modification. No officer, employee or agent of the County is authorized to direct any extra or changed work orally. Any modifications to this Agreement shall be in compliance with the County Procurement Ordinance and Procedures in effect at the time such modifications are authorized. 30. AGREEMENT TERMS. If any portion of this Agreement is held to be void, invalid, or otherwise unenforceable, in whole or in part, the remaining portion of this Agreement shall remain in effect. Page 10 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 31. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this Agreement in compliance with the Procurement Ordinance, as amended, and Procurement Procedures. 32. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 33. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 34. ❑ KEY PERSONNEL. The Contractor's personnel and management to be utilized for this project shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the Agreement. The Contractor shall assign as many people as necessary to complete the services on a timely basis, and each person assigned shall be available for an amount of time adequate to meet the required service dates. The Contractor shall not change Key Personnel unless the following conditions are met: (1) Proposed replacements have substantially the same or better qualifications and/or experience. (2) that the County is notified in writing as far in advance as possible. The Contractor shall make commercially reasonable efforts to notify Collier County within seven (7) days of the change. The County retains final approval of proposed replacement personnel. ❑■ AGREEMENT STAFFING. The Contractor's personnel and management to be utilized for this Agreement shall be knowledgeable in their areas of expertise. The County reserves the right to perform investigations as may be deemed necessary to ensure that competent persons will be utilized in the performance of the Agreement. The Contractor shall assign as many people as necessary to complete required services on a timely basis, and each person assigned shall be available for an amount of time adequate to meet required services. Page 11 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 35. MI ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of solicitation the Contractor's Proposal, and/or the County's Board approved Executive Summary, the Contract Documents shall take precedence. ❑ ORDER OF PRECEDENCE (Grant Funded). In the event of any conflict between or among the terms of any of the Contract Documents and/or the County's Board approved Executive Summary, the terms of the Agreement shall take precedence over the terms of all other Contract Documents, except the terms of any Supplemental Conditions shall take precedence over the Agreement. To the extent any conflict in the terms of the Contract Documents cannot be resolved by application of the Supplemental Conditions, if any, or the Agreement, the conflict shall be resolved by imposing the more strict or costly obligation under the Contract Documents upon the Contractor at County's discretion. 36. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Contractor does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Contractor has assumed toward the County. 37. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four(4)years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPS@colliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of $500 per incident. 38. ❑ SAFETY. All Contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also, all Contractors and subcontractors shall be responsible for Page 12 of 17 Fixed Term Service Agreement#2017-002(Ver 1) 16C 4 the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non- negotiable by any division/department and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. (Intentionally left blank -signature page to follow) Page 13 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 IN WITNESS WHEREOF, the parties hereto, have each, respectively, by an authorized person or agent, have executed this Agreement on the date and year first written above. ATTEST: BOARD OF '0 U Y COMM ' r'40► ERS COLLIER •OU FLORI j • / Dwight E. Brock, Clerk of Court _ • BY ►1►_.' 1. � i By /' .% �1 Solis Chairman Dated: 11 I a i, i ift y (SEAL) A est as I Chairman's signature only. Ferguson Enterprises Inc. Contractor's Witnesses: " dba Ferguson Waterworks Contractor A—A 7 .._ +'• By. "- i " '' ``� 0 4 ntractor's First Witness SigAnature ,�� , / ca. //Az-4 4Act ui 1.'i eaf\ :Z-4— NIANrT' fr- L. i Al - 71 TType/print signature and titles' TT pe/pr' t to•ss `- / i , , . ont - ''or's Second Witness _ LLT /- 4= L . . TType/print witness nameT , ',% m . A roved :• to F. ., a d Legality: ; r County Attornqy RI;tit Print Name Page 14 of 17 _1 I Fixed Term Service Agreement#2017-002(Ver.l) �Y'! i 16C 4 Exhibit A Scope of Services ❑1 following this page (pages 1 through i ) 7 this exhibit is not applicable Page 15 of 17 Fixed Term Service Agreement 112017-002(Ver.1) 16C 4 EXHIBIT A - SCOPE OF SERVICES TO AGREEMENT #17-7176 Attachment A-Scope of Work/Services and Technical Specifications Detailed Scope of Work Supplier will provide underground utility parts including but not limited to; pipe, valves, saddles, sleeves, hydrants, repair clamps, PVC fittings, brass fittings, RPZ's etc. that will be utilized for capital projects, new installations,maintenance and repair for applications County wide. The successful proposer shall meet the following requirements: a) Furnish requested utility products within 2 - 3 business days. Purchase adequate quantities and stock to support the County utility operations. b) An urgent request will be required when a part is required to fix a service outage or any other issue that if left unaddressed would result in a service outage. The supplier shall be able to provide quick delivery to any designated site within the County. Quick delivery is defined as within 4 hours of the request regardless of holidays or weekends. This shall also include 24/7 contact and assistance for after hours, including, responding by providing parts after a natural disaster. c) Provide an on-line order system via an interne link. This on-line system must be a complete and comprehensive order system with the capability of providing real-time management reports and invoices into a downloadable Excel format. The County will determine the data requirements with the successful supplier. At a minimum, the supplier must provide quarterly spend analysis and inventory usage reports by Division.This order system must be available for all Divisions to view,order and run management reports prior to the start of the contract. d) Provide a customer service representative to serve as a single point of contact to the County to assist with contract, order, invoice, and other items relating to the contract. Vendor must provide a back up person in the event the regular customer service representative is unavailable. e) Develop a vendor managed inventory plan of the County's physical assets; propose this plan to the County. The County at its sole discretion will determine whether to enact the plan in total, or in pieces. Should the County accept the plan, it will be the sole responsibility of the successful supplier to manage and maintain the inventory plan. The County will be responsible for determining the type and quantity of inventory to stock. 0 Submit all invoices to the County with the following information clearly labeled: purchase order number, delivery location, part name and number, unit of measure and quantity, manufacturer suggested retail price (MSRP),discount applied to the part(s),unit price(MSRP— discount),and extended price. g) Conduct quarterly business review meeting to discuss: 1) Parts usage reports which must include,but are not limited to(a)type of parts purchased, (b)volume purchased by plant,(c)manufacturer, (d) fill rate,(e)price,(f)inventory turns analysis,etc. 2) To review current business processes, and consider"best practices"to help reduce future costs and maximize efficiencies in the procurement and delivery of parts. 3) Consider possible pilot program efficiencies particularly around new technology. 4) A schedule for the meetings will be set at the start of the contract of each year and submitted to the Manager of Distribution and Inventory Control. j 1 16C 4 Exhibit B Fee Schedule following this page (pages 1 through 2 ) Page 16 of 17 Fixed Term Service Agreement#2017-002(Ver.1) 16C 4 Exhibit B - Fee Schedule to Agreement #17-7176 Pricing 1. A representative list of items with list price and discount to the County was provided by the Contractor from pages 66-254 of Proposal which is incorporated herein by reference. This price list is not inclusive of all parts that will be purchased under this contract. The Contractor shall provide the Ferguson Stocked Product Price List, hereinafter "List", which includes the discount off list pricing sorted by manufacturer. This List shall be updated as needed. Pricing under this contract not only encompasses the items on the RFP response and the List, but gives the County access to all products from any manufacturer on the List with a published list price at the same discounted rate as the RFP and List items. The List shall be provided to the County and Finance in the form of an Excel spreadsheet,however, upon the request of the County,the Contractor will provide the List in CD or other acceptable format, including integration with the SAP financial system. In addition,a 1%discount will be provided if paid in 30 days or 2%if paid in 7 days. 2. Updates, revisions and/or modifications to the list may include, but not be limited to: addition or deletion of items. Additionally, any part or Specialty item that is not included in the List, or from any manufacturer on the List, hereinafter"Unlisted Items", shall be available from the Contractor for purchase by the County upon satisfactory negotiation of price between the County contract manager and the Contractor. Generally, these Unlisted Items shall be sourced by the Contractor and provided to the County at cost plus a ten percent(10%) service charge. Freight shall be FOB Destination. The Contractor may add any Unlisted Parts to the List in order to accommodate future purchases by the County. Additionally, the Contractor shall add Unlisted Items to the list upon the request of the County Contract Manager. Once an Unlisted Item is added to the List,the pricing shall be fixed at a mutually negotiated annual price and reviewed at the end of that year for price adjustments if necessary. 3. For commodity type items, such as piping, stainless steel, HDPE and other commodity based items and products that do not have a list price, the Contractor shall provide then-current pricing to the County for ordering purposes. Upon approval of the pricing provided at that time, the County will order the material. 4. For large quantity purchases, the County reserves the right to separately negotiate a more substantial pricing discount with the Contractor, which shall not necessarily affect the pricing on the List. 5. The County shall pay the Contractor for the performance of this Agreement for units ordered and furnished. Direct Material Purchases: This contract may also be used to purchase supplies and parts for capital projects as direct material purchases, after an evaluation of the cost benefit. The County, at its sole option, may choose to purchase some or all of the goods and/or materials directly from suppliers, including manufacturers or distributors in accordance with the County Direct Material Purchase procedure in effect at the time. In that instance the County may require the following information from the Contractor: 16C 4 1. Specifications relating to goods and/or materials required for job including brand and/or model number or type if applicable 2. Pricing and availability of goods and/or materials provided under Contractor's agreements with material suppliers The Contractor shall provide a negotiated cost for these purchases to the County, and the County shall issue a Purchase Order directly to the supplier,manufacturer or distributor to save sales tax. 2 16C 4 Other Exhibit/Attachment Description: ❑ following this page (pages through ) ❑■ this exhibit is not applicable Page 17 of 17 Fixed Term Service Agreement#2017-002(Ver.1) C 16C 4 A CERTIFICATE OF LIABILITY INSURANCE Page 1 of 2 01/16/2001) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME Willis of Maryland, Inc. PHONE FAX c/o 26 Century Blvd. (A/C NO,FAT). 610-964-8700 (A/r.NO) 610-254-5600 P. O. Box 305191 E-MAIL AnnRFSS. certificates@willis.com Nashville, TN 37230-5191 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: National Union Fire Ins. Co. of Pittsburg 19445-002 INSURED Ferguson Enterprises, Inc. and Subsidiaries INSURERa National Union Fire Ins. Co. of Pittsburg 19445-000 (See Attached Named Insured Schedule) INSURER C:National Union Fire Ins. Co. of Pittsburg 19445-001 12500 Jefferson Avenue Newport News, VA 23602 INSURER D:New Hampshire Insurance Company 23841-001 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:26046722 REVISION NUMBER:see Remarks THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS I TR INSR wvn _jMM/nD/YYYY) IMM/DD/YYYY) A X COMMERCIAL GENERAL LIABILITY Y GL 712-9880 5/1/2017 5/1/2018 EACH OCCURRENCE $ 2,000,000 PAHA ET ELATED CLAIMS-MADE }( OCCUR PREM ES a occurence) $ 1,000,000 MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 5,000,000 POLICY X PRO- JECT X LOC PRODUCTS-COMP/OP AGG $ 2,OQQ,00 OTHER: $ B AUTOMOBILE LIABILITY AOS 1921927 5/1/2017 5/1/2018 COa accidenMBINEDt]INGLE LIMIT (E $ 5,000,000 B X ANY AUTO MA 1921928 5/1/2017 5/1/2018 BODILY INJURY(Per person) $ C., OWNED -'SCHEDULED VA 1921929 5/1/2017 5/1/2018 BODILYINJURY(Peraccident) $ AUTOS ONLY AUTOS X HIRED X NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $ X Self- x Physical $ Insured Damage UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ D WORKERS COMPENSATION 023102516 5 1 2017 5/1/2018 X PER orH- AND EMPLOYERS'LIABILITY / / STATIITF FR ANY PROPRIETOR/PARTNER/EXECUTIVE Y/NI N/A E.L.EACH ACCIDENT $ 2,000,000 OFFICER/MEMBER EXCLUDED? (MandatoryinNH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 2,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) THIS VOIDS AND REPLACES PREVIOUSLY ISSUED CERTIFICATE DATED: 4/12/2017 WITH ID: 25418267 Workers Compensation Policy #WCO23102516 provides coverage for AL, AR, CO, CT, DC, DE, GA, HI, IA, ID, IN, KS, LA, MD, MI, MN, MO, MS, MT, NE, NM, NV, NY, OK, OR, SC, SD, TN, TX, WV. See Attached for Additional Workers' Compensation Policies: Re: For any and all work performed on behalf of Collier County. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Collier County Board of County Commissioners AUTHORIZED REPRESENTATIVE Administrative Services Division Purchasing 3327 Tamiami Trail E Naples, FL 34112 r� Coll:5167712 Tpl:2142748 Cert:26046722 ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 16C 4 AGENCY CUSTOMER ID: 031419 LOC#: A ADDITIONAL REMARKS SCHEDULE Paged of AGENCY NAMED INSURED Ferguson Enterprises, Inc. and Subsidiaries Willis of Maryland, Inc. (See Attached Named Insured Schedule) POLICY NUMBER 12500 Jefferson Avenue Newport News, VA 23602 See First Page CARRIER NAIC CODE See First Page EFFECTIVE DATE: See First Page ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Collier County Board of County Commissioners, OR Board of County Commissioners in Collier County, OR Collier County Government is included as an Additional Insured under General Liability and Auto Liability as required by written contract but only with respect to liability arising out of Named Insured s operations. ACORD 101 (2008/01) Coll:5167712 Tp1:2142748 Cert:26046722 ©2008ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD 16C 4 ADDITIONAL COVERAGE SCHEDULE COVERAGE LIMITS POLICY TYPE:Workers'Compensation &Employers Per Statute Liability-ME E.L. Each Accident: $2,000,000 CARRIER: New Hampshire Insurance Company E.L. Disease-Policy Limit: $2,000,000 POLICY TERM:05/01/2017-05/01/2018 E.L. Disease-Each Employee: $2,000,000 POLICY NUMBER:WCO23102515 POLICY TYPE:Workers'Compensation&Employers Liability Per Statute -CA E.L. Each Accident: $2,000,000 CARRIER:American Home Assurance Company E.L. Disease-Policy Limit:$2,000,000 POLICY TERM:05/01/2017-05/01/2018 E.L. Disease-Each Employee: $2,000,000 POLICY NUMBER:WCO23102514 POLICY TYPE:Workers'Compensation &Employers Liability Per Statute -FL E.L. Each Accident:$2,000,000 CARRIER: Illinois National Insurance Company E.L. Disease-Policy Limit: $2,000,000 POLICY TERM: 05/01/2017-05/01/2018 E.L. Disease-Each Employee:$2,000,000 POLICY NUMBER:WCO23102513 POLICY TYPE:Workers'Compensation&Employers Liability Per Statute -MA&WI E.L. Each Accident:$2,000,000 CARRIER: New Hampshire Insurance Company E.L. Disease-Policy Limit: $2,000,000 POLICY TERM: 05/01/2017 -05/01/2018 E.L. Disease-Each Employee:$2,000,000 POLICY NUMBER:WCO23102518 POLICY TYPE:Workers'Compensation&Employers Liability Per Statute -AK,AZ,IL,KY,NC,NH,NJ,PA,UT,VA,VT E.L. Each Accident:$2,000,000 CARRIER: New Hampshire Insurance Company E.L. Disease-Policy Limit: $2,000,000 POLICY TERM: 05/01/2017 -05/01/2018 E.L. Disease-Each Employee: $2,000,000 POLICY NUMBER:WCO23102517 16C 4 Ferguson Enterprises,Inc. and Subsidiaries. List of Named Insureds Air Cold Supply E &J Plumbing&Heating Supply Co. Air Cold Supply/Webb Distributors Economy Plumbing and Heating Supply Co. Alamo Pipe& Supply Energy&Process Corporation Alaska Pipe& Supply Equarius, Inc. dba Equarius Waterworks, Andrews Lighting Gallery, Inc. (dba Meter&Automation Group Andrews Lighting& Hardware Gallery) Factory Direct Appliance Arkansas Supply, Inc. Ferguson Bath Kitchen and Lighting Gallery Ar-Jay Building Products, Inc. (dba Ferguson Enterprises IV, Inc. The Ar-Jay Center) Ferguson Enterprises of Montana, Inc. Atlantic American Fire Equipment Company Ferguson Enterprises of Virginia, Inc. Arkansas Supply Ferguson Enterprises V, Inc. The Bath+Beyond Ferguson Enterprises, Inc. Bruce-Rogers Company Ferguson Enterprises, Inc. dba WPCC Build.com, Inc. Forwarding Builders Appliance Center, LLC Ferguson Enterprises, Inc. A Corp of Virginia CAL-STEAM, a Wolseley Company Ferguson Enterprises NY—Metro, Inc. Camellia Valley Supply Ferguson Fire &Fabrication, Inc. Castle Supply Company, Inc. Ferguson Fire& Fabrication, Inc. (fka Action CastleNorth Fire Fab & Supply, Inc.) Central Pipe & Supply Ferguson Fire &Fabrication, Inc. (fka Sierra CFP Craft, Inc.) Chadwick Ferguson Full Service Supply City Lights Design Showroom Ferguson Heating & Cooling Clawfoot Supply, LLC Ferguson Holdings, Inc. Clayton Group, Inc. Ferguson Hospitality Sales Clayton International, LLC Ferguson Industrial Plastics and Pump Cline Contract Sales Division Colgan Cabinets Ferguson Integrated Systems Division, Inc. Colgan Distributors Ferguson Intermountain Piping Crow Company Ferguson International Custom Lighting Incorporated Ferguson Process Services Custom Hardware and Accessories, Inc. Ferguson Valve &Automation D & C Plumbing&Heating Supply Ferguson Waterworks Davis &Warshow, Inc. Ferguson Waterworks - Midwest Pipe Davidson Electric Wholesale Supply Ferguson Waterworks - Municipal Pipe The Davidson Corporation, a Delaware Ferguson Waterworks - Red Hed Corporation Ferguson Waterworks EPPCO The Davidson Group Companies, Inc Ferguson Waterworks International Davidson Group Leasing Frischkorn, Inc. Davidson Pipe Company Inc., a New York Gabriel Scientific &Machine, LLC Corporation Galleria Bath&Kitchen Showplace Davidson Pipe Supply Company, Inc. Gilmour Supply Company, Inc. Davies Water Global HVAC Distributors, Inc. Dealernet, LLC dba Dealernet Ferguson Enterprises, Inc. dba Groeniger Decorative Product Source, Inc. & Company 16C 4 Ferguson Enterprises,Inc. and Subsidiaries. List of Named Insureds Gulf Refrigeration Supply Record Supply Company High Country Plumbing Supply Redlon&Johnson Home Equipment Company, Inc. Reese Kitchen, Bath&Lighting Gallery HM Wallace, Inc. RenWes Sales HP Products Corporation S.G. Supply Company HP Logistics, Inc. Indiana Plumbing Supply Co., Inc. S.G. Supply Company dba SG Supply Co., Industrial Hub of the Carolinas a Ferguson Enterprise J&G Products Sierra Craft, Inc. J.D. Daddario Company Signature Hardware Joseph G. Pollard Co., Inc. Ship-Pac, Inc. d/b/a HP Products Corp. Kandall Fabricating SOS Sales Karl's Appliances, A Ferguson Enterprise Specialty Pipe & Tube, Inc. Lane Piping Co. Specialty Pipe &Tube of Texas, Inc. Lawrence Plumbing Supply Co. Stock Loan Services LLC Lighting Unlimited, LLC Summer&Dunbar Lincoln Products Supply North Central Group Linwood Pipe and Supply Tarpon Wholesale Supplies Living Direct, Inc. T &A Valve Industries, Inc. Louisiana Utilities Supply Company The Parnell-Martin Companies LLC Louisiana Chemical Pipe, Valve &Fitting, The Plumbers Warehouse Inc. dba Wolseley Industrial Group The Plumbing Source Inc. LUSCO The Stock Market Lyon Conklin& Co., Inc. Tubeco Fabrication, Inc. Mastercraft Cabinets Underground Pipe &Valve Inc. Matera Paper Company, Inc. United Automatic McFarland Supply Co., Inc. Water Works Supplies Michigan Meter Technology Webb Distributors Michigan Pipe &Valve-Flint, Inc. Western Air Systems and Controls, Inc. Michigan Pipe &Valve-Lansing, Inc. Westfield Lighting Monotube Pile Corporation Wholesale Group, Inc. Northern Water Works Supply, Inc. WIA of California, Inc. Onda-Lay Pipe and Rental, Inc. Wolseley Industrial Group Page's Appliances Wolseley Industrial Plastics Palermo Supply Wolseley Investments Acquisitions, Inc. Park Supply Wolseley Investments, Inc. PCS Industries d/b/a HP Products Corp. Wolseley NA Construction Services, LLC Pipe Products Wolseley North America, Inc. Plumbing Decor Wolseley North American Consulting, LLC Plumb Source Wolseley North American Services, Inc. Powell Pipe & Supply Company WPCC Forwarding Power Equipment Direct Inc. P.V. Sullivan Supply Co., Inc. R Supply Company Ramapo Wholesalers 16C 4 SECRETARIAL CERTIFICATE OF AUTHORIZATION The undersigned Assistant Secretary of Ferguson Enterprises, Inc., a Virginia corporation (the "Corporation"), hereby certifies that: i) certain of the Corporation's facilities in Florida are doing business as Ferguson Waterworks and ii) Mark McFalls is General Manager of the Fort Myers, FL area and iii) that the resolutions adopted by the Corporation's Board of Directors effective July 31, 2017, duly authorize certain of the Corporation's officers, including the Assistant Secretary, to designate, and I hereby do so designate Mark McFalls as an authorized representative of the Corporation to act for and on behalf of the Corporation to prepare and submit bids and proposals to the Corporation's customers, to enter into contracts, agreements or other documents, and to execute such documents and undertake all such acts as may be deemed in the best interest of the Corporation, including the execution of bonds and in doing so, to contractually bind the Corporation. Unless withdrawn sooner, this certification of authorization shall be effective until July 31,2019. 000111!//// Dated: January 10, 201.,,$1 pN E.N Te ch 0,,, FERGUSON EN,TESES, INC. GpRl�0`9 .)' rt' "-a cn —B � f ` By. r c) D. •• N. _eeker,Assistant Secretary ./4 Gf`FAL . Commonwealth of Virg , NIA \\.\\ City of Newport News Sworn to `, l?.1i•ti,i,wpd acknowledged before me this 1051 day of January, 2018, by David N. Meet \ t e ')-, qwn to me, in his capacity as Assistant Secretary of Ferguson Enterprises, I a.' irginia x' o'i.tion, on behalf of such corporation. �c�sTRAncl - 7149100 tREs commEXP y . - _ A 12altaaal I . E "3- ''-PF t i fi11/6iiV (P��`�� Not• -Kather L. Mayes 1 My commission expires: 12/31/21