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Backup Documents 09/15/2009 Item #16D 3 16D3 MEMORANDUM DATE: September 18,2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248 Contractors: Deerbrook, Jim Duffy and S. Fla Millworks Enclosed, please find three (3) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15,2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-7240. Thank you, Enclosures ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 16 03 THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper Attach to original document. Original documents should be hand delivered to the Board Office, The completed routing slip and original documents are to be forwarded to the Board Office only after the Board has taken action on the item,) ROUTING SLIP Complete routing lines # I through #4 as appropriate for additional signatures, dates, and/or information needed. If the document is already complete with the exce tion of the Chairman's si nature, draw a line throu h routing lines # I through #4, complete the checklist, and forward to Executive Mana er on (line #5). Route to Addressee(s) Office Initials Date (List in routin order) 1. Executive Manager Board of County Commissioners 9/,)/0 I A- '" M llCH ELL 2. Minutes and Records Clerk of Court's Office PRIMARY CONTACT INFORMATION (The primary contact is the holder of the original document pending BCC approval 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 need to contact stafffor additional or missing information. All original documents need in the BCC Chairman's si ature are to be delivered to the BCC office onl after the BCC has acted to a rove the item.) Name of Primary Staff W 00(, Phone Number Contact Agenda Date Item was Agenda Item Number /~, D. A roved by the BCC Type of Document Number of Original Attached Documents Attached .~ Type of Document Jl' ~'- \J..~.f-(.. Number of Original Attached Documents Attached ......., Type of Document Number of Original Attached .... Documents Attached a. Type of Document Number of Original Attached Documents Attached Type of Document Number of Original Attached Documents Attached INSTRUCTIONS & CHECKLIST Initial the Yes column or mark "N/ A" in the Not Applicable column, whichever is Yes N/A (Not a ro riate. (Initial) A plicable) 1. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman, with the exception of most letters, must be reviewed and signed by the Office of the County Attorney. This includes signature pages from ordinances, resolutions, etc, signed by the County Attorney's Office and signature pages from contracts, agreements, etc. that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and ossibly State Officials,) 2. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other parties except the BCC Chairman and the Clerk to the Board 3. The Chairman's signature line date has been entered as the date ofBCC approval ofthe document or the final negotiated contract date whichever is a licable. 4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's si nature and initials are re uired, 5. In most cases (some contracts are an exception), the original document and this routing slip should be provided to the Executive Mgr, in the BCC office within 24 hours of BCC approval. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified, B~ aware of your deadlines! 6, The document was approved by the BCC on '(enter date) and all changes made during the meeting have been incorporat in he attached document. The Count Attorne 's Office has reviewed the chan es, if a Iicable. I: Forms! County Forms! BCC Forms! Original Documents Routing Slip WWS Original 9.03,04, Revised 126.05, Revised 2,24.05 A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Deerbrook, Inc" authorized to do business in the State of Florida, whose business address is 4061 Bonita Beach Road, Suite 203, Bonita Springs, Florida 34134 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010, This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Deerbrook, Inc. has been awarded an Agreement as an Alternate contractor, Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor, Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a, Failure to respond to three (3) separate requests for quotes b, Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d, Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed, At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes, For estimates, all Contractors awarded a primary contract will be quoted, The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work, The Contractors shall respond with the information Page -1- sought within seven (7) working days. A purchase order will be awarded to the lowest, L6~CJ~, and responsible quoter, In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion, The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation, Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s), 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Aiden J. Weir, Vice President Deerbrook, Inc. P. 0, Box 366127 Bonita Springs, Florida 34136 Telephone: 239-498-4500 Facsimile: 239-908-2550 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing, 5, 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. 6, PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor, Payment for all Page -2- 16 .,~ such permits issued by the County shall be processed internally by the County. Contractor IS nD ... responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits, Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits, All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor, 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, 7, 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 Contract 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, 8, TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance, 9, NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10, INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability, Page -3- 16 D3 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date, There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage, Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions, 11, INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS, Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13, PAYMENTS WITHHELD, Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punch list items, subsequently discovered evidence or subsequent inspections, The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense, Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14, SUBMITTALS AND SUBSTITUTIONS, Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS, 16 D3 ~ A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor, Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors, 8, Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension, C, No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner, Contractor expressly acknowledges and agrees that it shall receive no damages for delay, Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision, This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion, 16. CHANGES IN THE WORK, Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order, No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized, 17, COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes), If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner, Page -5- 1603 19, ASSIGNMENT, Contractor shall not assign this Agreement or any part thereof, without the pnor consent in writing of Owner. 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 Owner. 20, WARRANTY, Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents, Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21, 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, 22. 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 Owner 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 Owner, 23, 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 Owner or Owner'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. Page -6- 16g~ 101 C, Contractor shall not disturb any benchmark established by the Owner with respe' the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner, The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24, EMERGENCIES, In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations, If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25, COMPLETION, When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work, Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion, Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion, 26, LIQUIDATED DAMAGES, The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor, Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation, Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved, The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion, Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period, If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday, 27, CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28, COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No, 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29, 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, 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 contract held by the individual and/or firm for cause, 30, 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, 31. 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, No markup shall be applied to sales tax, 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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, Failure by Page -8- 1: 6" 01 1; ~ . -".",; the Contractor to comply with the laws referenced herein shall constitute a breaGh of this agreement and the County shall have the discretion to unilaterally terminate this agreement immediately, 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, OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written, BOARD OF COUNTY COMMISSIONERS COLLIER CO TY, FLORIDA k By ~ .J~ - :,;,. . '6f. Jft....lJ..~ Pq Donna Fiala, Chairman Dated, ,'" ., , i.-"/ "." ,.a~~) to CM~ , ~ ',lonatuN, .." 'J~ JlL..1.v By First Witness Patricia Schreiber Aidan J. Weir ::r;;;:Witness Name Typed Signature C-t- ~A_I # Vice President Second Witness Title Patrice Averell Type/Print Witness Name Approved as to form and legal sufficiency: ., L ,..,,~ Item # .J...Jl.J:):J C~~ Agenda = Assistant County Attorney Date q Colleen 6YeRf\L = ~ f lfi Print Name .~11 Page -9- EXHIBIT A 16 D3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N, Square Inc, 4. R K General Contractors 5, Florida West Construction 6. Deerbrook 7, Jim Duffy Construction 8, D, Stefano Building 9. Tyler Construction 10, E.O. Kogh Construction Page -10- EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents, The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- Client#: 52079 DEEBR 16 D3 ACORDTM CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 8/11/2009 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Gulfshore Insurance, Inc, ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 4100 Goodlette Road North ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, Naples, FL 34103 -3303 239 261-3646 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Amerisure Insurance Company Deerbrook, Inc, INSURER B: PO Box 366127 INSURER c: Bonita Springs, FL 34136-6127 INSURER D: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. N01WITHSTANDING 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TYPE OF INSURANCE POLICY NUMBER PJl..t~~1::J8~E POLICY EXPIRATION LIMITS LTR NSR DA A GENERAL LIABILITY GL2036018030009 04101/09 04/01/10 EACH OCCURRENCE $1 000 000 - DAMAGE TO RENTED x.. 5MERCIAL GENERAL LIABILITY $50 000 - CLAIMS MADE [K] OCCUR MED EXP (Anyone person) $5 000 PERSONAL & ADV INJURY $1 000 000 GENERAL AGGREGATE $2 000,000 ~'L AGGREriiE LIMIT APnS PER: PRODUCTS-COM~OPAGG $2 000,000 POLICY X ~~8T LOC A ~TOMOBILE LIABILITY CA20360160301 04/01/09 04/01/10 COMBINED SINGLE LIMIT .!.. ANY AUTO (Ea accident) $1,000,000 - ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) - .!.. HIRED AUTOS BODILY INJURY $ .!.. NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) ~RAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ A ~ESSIUMBRELLA LIABILITY CU203602003 04/01/09 04/01/10 EACH OCCURRENCE $2 000 000 X OCCUR D CLAIMS MADE AGGREGATE $2 000 000 $ ~ DEDUCTIBLE $ X RETENTION $0 $ WORKERS COMPENSATION AND I T~~i[~~s I IOJ~- EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $ If yes. describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Certificate Holder is Named as Additional Insured on a primary basis as respects to General Liability Only as needed by contract, per form CG 70 48 03 04 (Contractor's Blanket Additional Insured Endorsement). Re: Contract #09-5248 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of County DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ......1Jl.... DAYS WRITTEN Commissioners Purchasing Dept NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Attn: Purchasing/ IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR General Services Director REPRESENTATIVES. 3301 E Tamiami Trail Bldg G A THO IZED REPRESEN TI F 1 ACORD 25 (2001/08) 1 of 2 #S372661/M352801 NSA @ ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-5 (2001/08) 2 of2 #S372661/M352801 ACORQ CERTIFICATE OF LIABILITY INSURANCE ) 3 08/11/2009 PRODUCER (239)418-1100 FAX (239)418-1164 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Alan Williams & Associates Insurance Agency Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 13700-1 Ben C. pratt/ ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Six Mile Cypress Pkwy Ft.Myers, FL 33912 INSURERS AFFORDING COVERAGE NAIC# INSURED Deerbrook, Inc. INSURER A: Bridgefield Eq>loyers Insurance 10335 P.O. Box 366127 INSURER B: Bonita Springs, FL 34136 INSURER c: INSURER D: INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ~~[ TYPE OF INSURANCE POLICY NUMBER &~fJ~~~':J6~\ ~~f:f~~~~~ LIMITS LTR GENERAL L1ABIUTY EACH OCCURRENCE $ - COMMERCIAL GENERAL LIABILITY PREMISES lEa occurrencel $ - ~ CLAIMS MADE D OCCUR MED EXP (Anyone person) $ - PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ - GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPIOP AGG $ I nPRO- n POLICY JECT LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT - $ ANY AUTO (Ea accident) -- ALL OWNED AUTOS BODILY INJURY - $ SCHEDULED AUTOS (Per person) - HIRED AUTOS BODILY INJURY - (Per accident) $ NON-OWNED AUTOS - - PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ==i ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS I UMBRELLA LIABILITY EACH OCCURRENCE $ ~ OCCUR D CLAIMS MADE AGGREGATE $ $ ==i DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION 0830-26039 01/01/2009 01/01/2010 X [T~~~I~~~s I [O~~- AND EMPLOYERS' LIABIUTY Y/N 500,OOC A ANY PROPRIETOR/PARTNER/EXECUTIVED E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ 500,OOC mMtS~~~vl~?~~S below E.L. DISEASE - POLICY LIMIT $ 500,OOC OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Re: Contract #09-5248 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of County Commissioners DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN Purchasing Department NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Attn: Purchasing / General Services Director IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER. ITS AGENTS OR 3301 East Tamitami Trail REPRESENTATIVES, Building G-Purchasing AUTHORIZED REPRESENTATIVE ~~ NaRles, FL 34112 Jeff Williams/PL4 ACORD 25 (2009/01) @ 1988-2009 ACORD CORPORATION, All rights reserved, The ACORD name and logo are registered marks of ACORD *5 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed, A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s), 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), DISCLAIMER This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the pOlicies listed thereon. ACORD 25 (2009/01) A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Jim Duffy Construction, Inc" authorized to do business in the State of Florida, whose business address is 2760 - 68th Street SW, Naples, Florida 34105 (hereinafter referred to as the "Contractor"), WIT N E SSE T H: 1, COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010, This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2, STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm, Jim Duffy Construction, Inc, has been awarded an Agreement as an Alternate contractor, Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor, Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a, Failure to respond to three (3) separate requests for quotes b, Submittals to three (3) separate requests for quotes are deemed non-responsive c, Non-performance of or deficient work d, Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed, At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted, The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 1603 sought within seven (7) working days, A purchase order will be awarded to the lowest, responsive and responsible quoter, In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion, The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation, Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4, NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: James p, Duffy, President Jim Duffy Construction, Inc, 2760 - 68th Street SW Naples, Florida 34105 Telephone: 239-272-6881 Facsimile: 239-261-4338 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen y, Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing, 5, 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. 6, PERMITS: LICENSES: TAXES: In compliance with Section 218,80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor, Payment for all Page -2- 16 D3 such permits issued by the County shall be processed internally by the County, Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits, Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor, 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, 7, 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 Contract 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, 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance, 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin, 10, INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability, B, Business Auto Liabilitv: 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 $500,000 for each accident. Special ReQuirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 10 0 ~ .- Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent ":0 the County thirty (30) days prior to any expiration date, There shall be a thirty (301 day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insUl"ance meeting the required insurance provisions. 11, INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS, Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13, PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections, The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense, Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner, 14, SUBMITTALS AND SUBSTITUTIONS, Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15, CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor, Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. 8, Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C, No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay, Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision, This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16, CHANGES IN THE WORK, Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally, Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized, 17, COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes), If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18, 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 and ready for occupancy by Owner, Page -5- 19, ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, Withl Re 03 consent in writing of Owner, 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 Owner. 20, WARRANTY, Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner, Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law, 21, 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, 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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, 8, 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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner with resp!ctqo Q3 Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith, 24. EMERGENCIES, In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25, COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion, If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor, If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punch list of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion, Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES, The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner, Contractor shall commence the work within five (5) calendar days from the Commencement Date, No Work shall be performed at the Project site prior to the Commencement Date, Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor, Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved, The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion, Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner, When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period, If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday, 27, CONTRACT ADMINISTRATION, This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28, COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders, 29, 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, 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 contract held by the individual and/or firm for cause, 30. 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. 31. 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, No markup shall be applied to sales tax, 32, IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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, Failure by Page -8- 16 D3 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, 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written, BOARD OF COUNTY COMMISSIONERS COLLIER C*' FLORIDA _ By: ~ J~ Donna Fiala, Chairman By: ture LANA Ft:J57/E,e JA.M.ES P, DtlFFY' Type/Print Witness Name Typed Signature szr~ ~/ PJ2es/ D1=HT Second Witness Title GLoR-/r:; CQ:)L.E y . Type/Print Witness Name Approved as to form and legal sufficiency: Item # li..D..3 (( ((~(L{- rvl }Jl'{Q i'--L ~~~da Cf II s-tOf Assistant County Attorney CU kt'n nl. (~fP nE2.- ~~ Print Name Page -9- Deputy Clerk 1,603 EXHIBIT A Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3, N, Square Inc. 4, R K General Contractors 5. Florida West Construction 6, Deerbrook 7. Jim Duffy Construction 8, D. Stefano Building 9, Tyler Construction 10. E,Q, Kogh Construction Page -10- EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents, The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- 08/14/2069 10:14 2396431354 1ST FL INS GROUP PAGE 01/01 16JlJ 3 ACORDm CERTIFICATE OF LIABILITY INSURANCE I OATi (MMIOO/'M'V) 08/14/2009 Pll.OOUCM THIS CI:RTIfICATe 18 IsaVED AS A MATTER Of INFORMATION 1st Florida Insurance Group ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOl.DER. THIS CERTIfiCATE DOES NOT AMeND, WEND OR 971 AitpOrt Rd N #4 AL T!!R. TH~ COV!RAG! AfIfORDED BY THE POUCIES BELOW. Naples, FL 34104 . I 239-261-1352 (Phone) 239-643-1354 (Fax) INSURERS AFFORDING COVERAGE i NAle # 1IiISl./R5P IN$UR~R"" Westport Insurance Corporation -.-..... Jim Duffy Construction Inc, INsuA&RD: 28~O 68th St SW INSURER c, NClples, FL 34105 INSURER D: INSUl'\ER E: COVERAGES TI-lE POUC1ES OF INSURANCE; LISTED aELOW HAVE BEEN ISSUED TO THE INSUREO NAMED ABOVE FOR THE POLICY PER.lOO INOICATED, NOTWITHSTANDING ANY REQVIReMEIIlf, TERM OR CONDrTlON OF ANV CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATe: MAY Bf: ISSUED OR MAY PSRTAIN, -rHE INSURANCE A,FI=OROEO BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONOmON$ OF SUCH POliCIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. FfECTM ~ ~~ : POlICY NUM!lI:JII. LIIIUT8 , ~NaW UABIlJTY EACH OCCURRENCE $ OAM' oel is I-- '~=r"~IAL GE~EAALLII\BlUTY PRFI.AI CI.AJMS I.AAOE 0 OCCUR : MED Q(P (Ally one """",n) '5 I-- , : PERSONAL &ADVINJU~ $ I-- : GS~El\AlAGGREGAn: $ I-- \ ~LAGGReGATEUl.Arr An PER: PRODUCTS- COMPIOP' AGG $ I POllOVrI ':~ LOO ~M08ll.E llAlllUTY COMeINED SINGLEtlMIT $ ANY IWTO (E<< QCC1(lC!nl) I-- AU-OWNe.ClAUTOS SOOlL Y IHJIJRV I I-- (Fer person) $ SCHEDULED AUTOS i I-- 1--' HlRliO AU1'OS 600lL V INJURY ; $ NON.OWNED AUTOS (P", <lCcl<lenI) I-- I-- , fOROPE;ATV OAMAGS , (p..-llCcidtf\\) $ ; R~ LIABILITY AUTO ONL V -EA ACCIDENT $ ANVt.UTO OTHER THAN l!JI ACe S AUTOONlV: AGG S , EXIlESt/UMllltEUA UA8lUTY . eACH OCCURRENCE $ tJ OCCUR D ClAIMS MADE AGQREGATS \ $ S R OEOUCT19tS s , ReTeNTION II :l WCIf{~sOOW!HSATlOIlAHO I WCSTAn;-s I IO.m-. TOBY-t.'M'" : ; EW'L.O'l'e1l.S' UA8lll'TY Sol. EACH ACClOENT $ 1,000,000 i ANY PROPR1ETORJPAATNeM;XECUTIVS WCX 0034452 03/13/2009 03/13/2010 OFFlCEM>lG;MllISR EXC\.UJ)fD? E'.L OlSI2ASE - EA EMPl.OYEe . 1,000,000 l1'y*.~und... i S.L DISEASE. POUCY LIMIT $ 1 000.000 Sl'CCIN.. PROVISIONS~_ 01ltER I I i ~1'1lOA OF Ol'ERATlONS /lOCATlONS/ YaIlC&.a; / EXCLUSIONS JI.DOI!D SYfN1)ORSfllfNT IlW~l PIWYISIONS CERTIFICATE HOLDER CANCELLATION SHOULD AH'I' OF Tl4! AI!IOYE DESCRIBED PO~E;a Be CAAceu.eo BeFOtUO""E E'XP~TION Collier County Board of County Commi$sioners OATE TllEJttOF, TH!; ISSUING IHSURER WI\..L ENDEAVOR TO I4All ~ DAYS WRlTTEJf Purchasing Department NOT1~ TO E C\:itTIF1CA1'1; HOLDEii NAMED TO THE LEFT, BUT "AllURe TO 00 SO SltALl 3301 East Tal1'liami Trail Iff KlNO uPON Tl4E INSUReR, ITS AGePml OR Purchasing building G Naples, Florida 34112 A.CORD 25 (2001/08) 161}~ ,. f Aug-21-09 IO:59A ACORD_ CERTIFICATE OF LIABILITY INSURANCE OPID AD I DATIE fMrIIDD/YYYY) JIMDU-l 08/19/09 PRODUCER THIS CERTIFICATE IS ISSUED AS J MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS PON THE CERTIFICATE Oswald Trippe . Company, Inc. HOLDER, THIS CERTIFICATE DOE: NOT AMEND, EXTEND OR 3451 Bonita Bay Blvd, #J03 ALTER THE COVERAGE AFFORDE P BY THE POLICIES BELOW. Bonita Springs PL 34134 Phone: 239-498-9441 Pax:239-444-2899 INSURERS AFFORDING COVERAGE NAlCtI "=-.-.-. ,,-...-.. _. --. - .. -.-..,.--,.------.-- -- '1--'" 'P'~-_.,.,-., - ___ __._.___ --'---'-- INSURED INSURER A; Mid-Continent ~~_~~..l~:r,Co . 23418 INSURER B: J~ DUfff Construction Inc --,- .._--... -- ---- ------- Jamr Du fl ' INSURER c: --'----- -.---.-. - 1-----.- 276 68t treet SW , INSURER D: Nap es PL 4105 "---- ...- -.. ..--_.,__-.J.-.-.___._.._ i INSURER E: I COVERAGES THE POLICIES OF INSURANCE LIST t:D ElELOW f-<AVE BEEN IssueD TO THE INSURED NA'-"D /ISOVE FOR THE POLICY PERIOD INDICATEO, NOTWITHS rANDING ANY REQUIREMENT, TERM OR CONDiTION Of ANY CO'lTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE IS5UEl> OR MAY PERTAIN. THE INSURANCE AFFORDED BY HiE POLICIES DeSCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LII,lITS SHOWN IoIAY HAVE BEEN REOUCED BY PAID CLAlIAS '-~--- ---r-' ~ --.- - --,. - LTR Na TYPE OF INSURNlCE POLICY NUMBER. LIMITS GENERAL LIABILITY CURRENCE q,OOO,OOQ tU Mt:;NIt:.U A X X COMMERCIAL GENERAL lIABIL!1 '( 04GLOO0744587 ~~M!... ,5 (~.._~"",,~ SlOO,OOO CLAIMS MADE jOJ OCCUR I .IVI~ EJ! (~Y_Clr\e_p~~ S Bxcluded PERSOIIIAL & Af:N INJURY S 1, OO~, 000 --'-~-._--- -- .--- ___...n __._,...~._ _.__,._ OENERALAGGREGATE s~,OOO,OOO --0-,---,...-. _,___._. PROOU(;TS ' COMPIOP AGG S2,gOO,~ ---~.-.--...._.- LOC - COMBI~ SINGLE LIMIT S 1,000,000 ANY AUTO (Ea .cd I) ----......-. -- -+-----. ALL OWNED AUTOS , eOOILYINJURY is SCHEDULED AUTOS (P..-pet'tool - ---- -,._--~.._- X HIRED AUTOS HIRED & NON OWNED 01/23/09 01/23/10 i BOOILYINJURY .- ! (I>er aeddenl) S X ' NON.OWNEO AUTOS I'~~-." -..---- --~.._-------. PROPEltrv DAMAGE $ ('''''' acct1enl) GARAGE LIAIIILITY AUTO ONLY - EA ACCIDENT $ -----. - .--- --..-.---. ANY AUTO QTHER LHAN EANX $ AUTO 0 LY: AGG S EXCESSlUMBRELLA UA81UTY EACH OCCURRENCE $ =J CUIlMS MADE --_.~~._. -". ---- OCCUR AGGREGATE $ --. ~.---.- ~ ~--- -'---'- --'- $ --.-..-, --- -- DEDUCTIBLE $ ------ . -.-- .-------. RETENTION $ S WORKERa COMPENSATION N<<J i~~l~~_~~~~~NT' $ '-_.~ EMPLOYlERS' LIAIlI.lTY ANY PROPRIETORIPARTNERiEXE:CUTlVE OFflCERlMEMBER EXCLUDED? ,----.-..-.. .__._._._-~ .---..-.... E L DISI\ASE . EA EMPLOYEE: $ ~1:=V=NSbeIOw -__,to _.,-,. _._--~.---r--'--~_..~~_ E L, DISElAsE ' POLICY LIMIT S OTHER DESCRIPTION OF OPERATIOH81LOCATIONS I VEHICLES I EXCLU8lONS AIlOED BY ENDORSEMENT I SF'ECIAl F'ROVlSlOHS Certificate Holder is added as Additional Insured CERTIFICATE HOLDER CANCELLATION COL3301 SHOULD ~Y Of' THE ABOVE Dl!SCRIa!O I'OlKlles BE C~CELI.ED B!FORI!! THE EXPIRATION DATE THl!REOF, THE ISSUING INSURER WILL ElfDEAVOft TO MAIL ~ DAYS WlUTTEN Co~li.r County Board NOTICE TO THE! C1ERTlFlCATE HOlDER HAMED to THE LEFT. sur fAILURE TO DO so SHALL of County Commissioners IMI'OSE HO OBLIGATION OR UA8lL1TY OF ANY KIND UPOH THE INSURER, ITS _NTS OR 3301 East Tamiami Trail Naple. PL 34112 REPRESENTATlVU. AUTHO PRI!SIE," ACORD 25 (2001108) @ACORD CORPORATION 1988 -.." IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) 1~n3 . A G R E E MEN T 09-5248 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and South Florida Millworks & Contracting, Inc., authorized to do business in the State of Florida, whose business address is 14955 Technologt Court, Fort Myers, Florida 33912(hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1, COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010, This contract shall have two (2) one (1) year renewals, renewable annually, 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2, STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm, South Florida Millworks & Contracting, Inc, has been awarded an Agreement as an Alternate contractor, Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor, Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a, Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c, Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed, At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes, For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work, The Contractors shall respond with the information Page -1- .3.4> Dj sought within seven (7) working days, A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued, 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s), 4, NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Mark 0, Seitz, President South Florida Millworks & Contracting, Inc, 14955 Technologt Court Fort Myers, Florida 33912 Telephone: 239-273-2822 Facsimile: 239-790-3041 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen y, Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5, 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, 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 1603 such permits issued by the County shall be processed internally by the County, Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits, Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits, All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor, 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, 7, 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 Contract 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, 8, TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance, 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10, INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B, Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- Current, valid insurance policies meeting the requirement herein identified shall b~ ~inQin~ by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date, There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage, Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions, 11, INDEMNIFICA TION: To the maximum extent perm itted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS, Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days, Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13, PAYMENTS WITHHELD, Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense, Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner, 14, SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15, CONTRACT TIME AND TIME EXTENSIONS, 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors, B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C, No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner, Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision, This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order, No officer, employee or agent of Owner is authorized to direct any extra or changed work orally, Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17, COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18, 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 and ready for occupancy by Owner, Page -5- 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, !t~uRJrior consent in writing of Owner. 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 Owner. 20, WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents, Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law, 21, 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, 22, 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 Owner 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 Owner, 23. 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 Owner or Owner'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, 8, 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. Page -6- 1603 c, Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner, The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24, EMERGENCIES, In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss, Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25, COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work, Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion, If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor, If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion, Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion, 26. UQUIDA TED DAMAGES, The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date, No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 16 n3 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation, Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved, The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion, Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner, When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period, If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27, CONTRACT ADMINISTRATION, This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT, This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause, 30, 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. 31. 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, No markup shall be applied to sales tax, 32, IMMIGRA TION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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, Failure by Page -8- 1603 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. 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, OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer, 35, 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written, BOARD OF COUNTY COMMISSIONERS COLLIER COU irY, FLORIDA kof Courts ~ ~ By: " -, " Dated:~; ~~M1 Donna Fiala, Chairman ~tt.t' t " ,.,~~;.fW" . ~." '. '~.T. I~'!')\ South Florida Millworks & Contracting, Inc. '1~'~,~ti.' c:ntract:fr U~, ^ .') 0 AAYP^ 1 By: Jif.'13 t - First Witness Igna ure C. 1\)zvJ l{~< Ie IH Il/ l' < ~/-/7.-/ J",-(, s +~ (\(~ . Type/Print Witness Name Typed Signature ~ ~, JJa es J iJ(.;j ~ ~ondWit~ , Title ./ Jdl SG~ -t-,~ Type/Print Witness Name Approved as to form and Ih'D3 '&;.i7k? )~L Item # Agenda ~P9 Date /\o5istant County Attorney Date t{j#tiI D,,,~ ~~If IJ2 4eL ~Qc4rr Print Name Depu C Page -9- EXHIBIT A r 6 n 3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3, N, Square Inc, 4, R K General Contractors 5, Florida West Construction 6. Deerbrook 7, Jim Duffy Construction 8. D, Stefano Building 9. Tyler Construction 10, E,Q, Kogh Construction Page -10- t EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on I 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on I 20 - OWNER By: Type Name and Title Page -11- , 16D3 Client#: 40635 SOUFL9 ACOROTM CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 8/25/2009 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Gulfshore Insurance, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 4100 GoodleUe Road North HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples, FL 34103 -3303 239 261-3646 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Cincinnati Insurance Co, South Florida Millwork INSURER B: Bridgefield Employers Ins Horner Millwork Corporation dba INSURER C: 1255 GAR Highway INSURER D: Somerset, MA 02726 INSURER E: COVERAGES 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, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR DD'l PDO}f~~&~f6'8~IE P~~il i~"xJtI~~N LTR NSR[ TYPE OF INSURANCE POLICY NUMBER LIMITS A ~NERAL LIABILITY CAP5873255 05/13/09 05/13/10 EACH OCCURRENCE $1 000000 X COMMERCIAL GENERAL LIABILITY ~~~~~~J9t.~~J~?~nc~\ $500 000 I CLAIMS MADE [Xl OCCUR MED EXP (Anyone person) $10 000 - PERSONAL & ADV INJURY $1 000.000 GENERAL AGGREGATE $2.000,000 - GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $2,000,000 ~ tl- PRO- n POLICY JECT LOC A ~TOMOBILE LIABILITY CAP5873255 05/13/09 05/13/10 COMBINED SINGLE LIMIT ~ ANY AUTO (Ea accident) $500,000 - ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) - ~ HIRED AUTOS BODILY INJURY $ ~ NON-OWNED AUTOS (Per accident) I-- PROPERTY DAMAGE $ (Per accident) RAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ A @ESS/UMBRELLA LIABILITY CAP5873255 05/13109 05/13/10 EACH OCCURRENCE $2 000 000 X OCCUR D CLAIMS MADE AGGREGATE $2 000 000 $ @ DEDUCTIBLE $ X RETENTION $0 $ B WORKERS COMPENSATION AND 83026067 11/04/08 11/04/09 X I T';';~S'i~W~ I IOJ~- EMPLOYERS' LIABILITY $500,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT OFFICER/MEMBER EXCLUDED? E.L DISEASE - EA EMPLOYEE $500,000 If yes, describe under $500,000 SPECIAL PROVISIONS below EL DISEASE - POLICY LIMIT OTHER DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Certificate Holder is Named as an Additional Insured on a Primary Basis as Respects to General Liability Only as Needed by Contract, per form GA233 0207, Including Waiver of Subrogation Under General Liability in Favor of Certificate Holder. Umbrella is Excess over all Coverages shown on this Certificate. 30 Day Notice of Cancellation, except 10 days for non-payment. CERTIFICATE HOLDER CANCELLATION 10 Davs for Non-Pavment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of County DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ DAYS WRITTEN Commissioners NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL 3301 E. Tamiami Trail IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Naples, FL 34112 REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ~ d 1<'--" ~l.V ACORD 25 (2001/08) 1 of 2 #S375256/M355447 EMM @ ACORD CORPORATION 1988 16 03 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S (2001/08) 2 of2 #S375256/M355447 16D~ MEMORANDUM DATE: September 18,2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248 Contractors: BCBE Const., Freeman & Freeman, Heatherwood Const., Herman Strackbein and Kaye Homes Enclosed, please find five (5) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15, 2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-7240. Thank you, Enclosures ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 1603 TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. Original documents should be hand delivered to the Board Office. The completed routing slip and original documents are to be forwarded to the Board Office only after the Board has taken action on the item) ROUTING SLIP Complete routing lines #1 through #4 as appropriate for additional signatures, dates, and/or information needed. If the document is already complete with the exce tion ofthe Chairman's si nature, draw a line throu h routing lines #1 throu #4, com lete the checklist, and forward to Executive Mana er on (line #5). Route to Addressee(s) Office Initials Date (List in routing order) . 1. Executive Manager Board of County Commissioners 9J,S I A I'l tJ\, tl c H 8L--L- 2. Minutes and Records Clerk of Court's Office - PRIMARY CONTACT INFORMATION (The primary contact is the holder of the original document pending BCC approvaL 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 need to contact staff for additional or missing information, All original documents needin the BCC Chairman's si ature are to be delivered to the BCC office onl after the BCC has acted to a rove the item.) Name of Primary Staff Phone Number Contact X ';;Ut? Co Agenda Date Item was Agenda Item Number I~,D, 3 A roved by the BCC 200 Type of Document E C~.~+. Number of Original Attached G; Ott- 524-Z Documents Attached 1- Type of Docum~nt , --- Number of Original Attached h ~ 'fr"ef: t'-l Documents Attached ;J. Type of Documt:nt C~,:.-I Number of Original Attached Documents Attached ~ Type of Document Number of Original Attached G-h Documents Attached Type of Document Number of Original Attached U'l1-; Documents Attached d- INSTRUCTIONS & CHECKLIST Initial the Yes column or mark "N/A" in the Not Applicable column, whichever is Yes N/ A (Not a ro riate. (Initial) A plicable) 1. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman, with the exception of most letters, must be reviewed and signed by the Office of the County Attorney. This includes signature pages from ordinances, resolutions, etc. signed by the County Attorney's Office and signature pages from 2{J contracts, agreements, etc. that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and possibl State Officials,) 2. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other arties exce t the BCC Chairman and the Clerk to the Board 3, The Chairman's signature line date has been entered as the date ofBCC approval of the document or the final ne otiated contract date whichever is applicable. 4, "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's signature and initials are required. 5, In most cases (some contracts are an exception), the original document and this routing slip should be provided to the Executive Mgr. in the BCC office within 24 hours ofBCC approval. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCe's actions are nulli ed. e aware of your deadlines! 6, The document was approved by the BCC on (. ,,< () (enter date) and all changes made during the meeting have been incorpora ed in the attached document. The Count Attorne 's Office has reviewed the chan es, if a Iicable. I: Forms! County Forms! BCC Forms! Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26,05, Revised 2,24,05 A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Boran Craig Barber Engel Construction Co" Inc., authorized to do business in the State of Florida, whose business address is 3606 Enterprise Avenue, Naples, Florida 34104 (hereinafter referred to as the "Contractor"), WIT N E SSE T H: 1, COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010, This contract shall have two (2) one (1) year renewals, renewable annually, 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2, STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm, Boran Craig Barber Engel Construction Co" Inc, has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09- 5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor, Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b, Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d, Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed, At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted, The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- sought within seven (7) working days, A purchase order will be awarded to the lowest, res~n$'eD 3 and responsible quoter, In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion, The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3, COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation, Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s), 4, NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Melvin Engel, President Boran Craig Barber Engel Construction Co" Inc, 3606 Enterprise Avenue Naples, Florida 34104 Telephone: 239-643-3343 Facsimile: 239-643-4548 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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, 6. PERMITS: LICENSES: TAXES: In compliance with Section 218,80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 1603 such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits, Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor, 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, 7, 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 Contract 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, 8, TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance, 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin, 10, INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: 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 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 $500,000 for each accident. Special Reauirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability, Page -3- 160: ., Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date, There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage, Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions, 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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, 12 PAYMENTS, Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days, Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13, PAYMENTS WITHHELD, Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections, The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense, Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14, SUBMITTALS AND SUBSTITUTIONS, Any substitution of prod u cts/m ate ria Is from specifications shall be approved in writing by Owner in advance, Page -4- 15, CONTRACT TIME AND TIME EXTENSIONS, 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor, Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B, Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension, C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay, Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK, Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17, COMPLIANCE WITH LAWS, Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes), If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing, 18. 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 and ready for occupancy by Owner, Page -5- 16031 19, ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner, 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 Owner, 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents, Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law, 21. 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. 22. 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 Owner 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 Owner, 23. 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 Owner or Owner'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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner with refp2 Q J ~ Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES, In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss, Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby, If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time, 25. COMPLETION, When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work, Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion, If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor, If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion, Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion, 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner, Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date, Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 1'6 Owner and Contractor recognize that since time is of the essence for any work under JJ y Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation, Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion, Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner, When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period, If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday, 27, CONTRACT ADMINISTRATION, This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29, 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, 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 contract held by the individual and/or firm for cause. 30, 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, 31, 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, No markup shall be applied to sales tax. 32, IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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, Failure by Page -8- 16D~ the Contractor to comply with the laws referenced herein shall constitute a breach of this oJ agreement and the County shall have the discretion to unilaterally terminate this agreement immediately, 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, OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35, 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. . f BOARD OF COUNTY COMMISSIONERS " J, ::LLlER CW::::R'~ r ,:..., - ittltif~ Donna Fiala, Chairman Dated: ~eal) Att. "to 0-.,...... . s hmatt!r~ I)f.l,. Boran Craig Barber Engel Construction Co., Inc. ~s ev~~ Contractor \ By: 6\w /....) A'. f"t~}t 'ft-;' Signature '/ Tonya D. Rodriguez Melvin L. Engel, Jr. Ty e/Print Witness Name Typed Signature ~ President/CEO Title Allan S. Milne Type/Print Witness Name Approved as to form and Item # J1? D3 legal sufficiency: ~JJ~ Agenda 9j.rs:LCft - Date Assistant County Attorney q Colleen 6reene... Print Name Page -9- EXHIBIT A 16Dj Alternate Firms 1. Construction Professionals 2, South Florida Millworks 3. N, Square Inc, 4. R K General Contractors 5, Florida West Construction 6, Deerbrook 7. Jim Duffy Construction 8, D, Stefano Building 9, Tyler Construction 10, E.O. Kogh Construction Page -10- 16>03 EXHIBIT B CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents, The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on I 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- 16D~ ACORD,.. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDfYYYY) 8/11/2009 PRODUCER (239)280-1919 FAX: (239) 280-2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE BCBE Client Services Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 3606 Enterprise Avenue ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Suite 100 Naples FL 34104 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Arch Insurance Company 11150 Boran Craig Barber Engel Construction INSURERB: Insurance Co of State PA 19429 Company I Inc. INSURER c:American International Sp 26883 3606 Enterprise Avenue INSURER D: Naples FL 34104 INSURER E: 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, IMITS RY D"'n ('I "I""'. I~~: ADD'L TYPE OF INSURANCE POLICY NUMBER P~.k+~~~~~8tWIE Pg~'flr~':m:~N LIMITS ,......n GENERAL LIABILITY 31PKG2248601 4/1/2009 4/1/2010 EACH OCCURRENCE $ 1,000,000 - ~~~~~~J9E~~~Jir?ence\ 100,000 ..!. SMMERCIAL GENERAL LIABILITY $ A - CLAIMS MADE [!] OCCUR MED EXP (Anv one nerson\ $ 5,000 - PERSONAL & ADV INJURY $ 1,000,000 - GENERAL AGGREGATE $ 2,000,000 ~'L AGGRErilE LIMIT AFlES PER: PRODUCTS-COM~OPAGG $ 2,000,000 POLICY X ~r8T LOC ~TOMOBILE LIABILITY 31PKG2248601 4/1/2009 4/1/2010 COMBINED SINGLE LIMIT 1,000,000 (Ea accident) $ ..!. ANY AUTO A ALL OWNED AUTOS BODILY INJURY - (Per person) $ SCHEDULED AUTOS - X HIRED AUTOS BODILY INJURY - $ X NON-OWNED AUTOS (Per accident) - - PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ==1 ANY AUTO OTHER THAN FA AN' $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY 7275562 4/1/2009 4/1/2010 EACH NCE $ 25,000,000 :!J OCCUR D CLAIMS MADE AGGREGATE $ 25,000,000 $ B ~ DEDUCTIBLE $ X RETENTION $ 0 $ A WORKERS COMPENSATION AND 31WCX2248501 4/1/2009 4/1/2010 X I T~~~IfJH~ I OTH- EMPLOYERS' LIABILITY ER ANY PROPRIETOR/PARTNER/EXECUTIVE SELF INSURED E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? RETENTION $500K. E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $ C OTHER Pollution Liability CP04062583 4/1/2009 4/1/2010 Each Loss Limit $10,000,000 Policy Aggregate $10,000,000 DESCRIPTION OF OPERATlONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS The General Liability Policy Includes Endorsement #00ML0019 00 0806 Additional Insured-Automatic Status When Required By A Construction Agreement. Also Included Is Endorsement #CG 24 04 1093 Waiver of Recovery/Subrogation & Additional Insured AUTO Endorsement #00CA0070 00 0906 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE Collier County Board of EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL County Commissioners ~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT 3301 E Tamiami Trail Naples, FL 34112 FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES, AUTHORIZED REPRESENTATIVE ~~~~-~~ Alicia Poole/NAP ACORD 25 (2001/08) @ACORD CORPORATION 1988 It.Jctn?J::. In-1"O\ no~ P"'....'" 1 ....f? 1603 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) INS025 (0108).08a Page 2 012 A G R E E MEN T 09-5248 16D3 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Freeman & Freeman, Inc" authorized to do business in the State of Florida, whose business address is 324 S, 2nd Street, P,O, Box 664, Immokalee, Florida 34143 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually, 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2, STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm, Freeman & Freeman, Inc, has been awarded an Agreement as a Primary contractor, Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a, Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c, Non-performance of or deficient work d, Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed, At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted, The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work, The Contractors shall respond with the information Page -1- sought within seven (7) working days, A purchase order will be awarded to the lowest, ~s6n{Je3 and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3, COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation, Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s), 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Ernest N, Freeman, Jr" President Freeman & Freeman, Inc. 324 S. 2nd Street P,O, Box 664 Immokalee, Florida 34143 Telephone: 239-657-2410 Facsimile: 239-657-4093 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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 Cou nty, Page -2- 6, PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all p!r2sD ~ necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all such permits issued by the County shall be processed internally by the County, Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits, Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits, All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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, 7, 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance, 9, NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin, 10, INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 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 $500,000 for each accident. Page -3- Special Reauirements: Collier County Board of County Commissioners shall be li~e?asQ3 Certificate Holder and included as an Additional Insured on the Comprehensive General Liability, Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions, 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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, 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD, Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections, The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. Page -4- 1603 J 14, SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance, 15. CONTRACT TIME AND TIME EXTENSIONS, A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor, Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors, 8, Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension, C, No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner, Contractor expressly acknowledges and agrees that it shall receive no damages for delay, Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision, This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion, 16, CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally, Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17, COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18, 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, Page -5- 1603 appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean and ready for occupancy by Owner. 19. ASSIGNMENT, Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner, 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 Owner, 20. WARRANTY, Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents, Contractor further warrants to Owner 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 Owner, Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law, 21, 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. 22, 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 Owner 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 Owner, 23, 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 Owner or Owner'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, Page -6- 1603 8, 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 Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner, The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith, 24, EMERGENCIES, In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss, Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby, If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations, If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time, 25, COMPLETION, When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work, Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion, If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion, Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion, 26, LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner, Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site Page -7- 16D .. I Any Work performed by Contractor prior to t3 prior to the Commencement Date, Commencement Date shall be at the sole risk of Contractor. Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved, The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion, Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27, CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT, This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No, 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders, 29. 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, 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 contract held by the individual and/or firm for cause, 30, 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. 31. 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, No markup shall be applied to sales tax, Page -8- 1603 32, IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. 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. 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, OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written, BOARD OF COUNTY COMMISSIONERS COLLIER CO TY, FLORIDA By: ~ ~~ Donna Fiala, Chairman Freeman & Freeman, Inc. By: ~rnctor ~ ------- Ignature Ernest N. Freeman Jr. ... Typed Signature President Title Approved as to form and Item # lb""D3 legal sufficiency: Agenda qllr{~ ~~~ Date ASSiS&n} CountY Attorney Date 'f../1S.LtPI I ~ Greer&- ~ Print Name epu~ Clerk Page -9- 16103 EXHIBIT A Alternate Firms 1, Construction Professionals 2, South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6, Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10, E,Q. Kogh Construction Page-10- EXHIBIT B 16 D3 J CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents, The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- CERTIFICATE OF LIABILITY INSURANCE "'1 ACORDN OP 10 MW E'REEM- 6 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Oswald Trippe & Company, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 3451 Bonita Bay Blvd, #203 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Bonita Springs FL 34134 Phone: 239-498-9441 Fax:239-444-2899 INSURERS AFFORDING COVERAGE NAlC# INSURED INSURER A: ~d-Continent Casualt Co 23418 INSURER B: Freeman & Freeman Inc. INSURER C: PO Box 664 324 S 2nd Street INSURER D: Immokalee FL 34143 INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSRI TYPE OF INSURANCE POLICY NUMBER PJ~Jlq~IEFF~E P8k~Cl/~~b~J!.RN LIMITS LTR DATE MM/DD GENERAL LIABILITY EACH OCCURRENCE $ 1/000 I 000 - A X ~ COMMERCIAL GENERAL LIABILITY 04GLOO0733970 10/12/08 10/12/09 PREMISES lEa occurence\ $ 100 I 000 - tJ CLAIMS MADE ~ OCCUR MED EXP (Anyone person) $ Excluded PERSONAL & ADV INJURY $1,000,000 f---- GENERAL AGGREGATE $ 2 I 000 I 000 f---- GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2 1000 I 000 !xl -Fi PRO- n X POLICY JECT LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT f-- (Ea accident) $ ANY AUTO f-- ALL OWNED AUTOS BODILY INJURY f-- $ SCHEDULED AUTOS (Per person) f-- HIRED AUTOS BODILY INJURY f-- $ NON-OWNED AUTOS (Per accident) f-- PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ R ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ tJ OCCUR D CLAIMS MADE AGGREGATE $ $ R DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND ITb'~Y~~I~:~S I IUJ~- EMPLOYERS' LIABILITY I I E.L. EACH ACCIDENT $ ANY PROPRI ETOR/PARTNER/EXECUTIVE OFFICERIMEMBER EXCLUDED? E.L DISEASE - EA EMPLOYEE $ ~~~21~tS~~~v~g?~~s below EL DISEASE - POLICY LIMIT $ OTHER I DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Certificate holder is named as additional insured with respects to General Liability per blanket additional insured endorsement ML1081. ~ ... --- . CERTIFICATE HOLDER CANCELLATION BOA3301 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ DAYS WRITTEN Board of County Commissioners I NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Collier County Florida IMPOSE NO OBLIGATION OR LIABILITY OF ANY KINO UPON THE INSURER,ITS AGENTS OR 3301 Tamiami Trail East Naples FL 34112 REPRESENTA nVES, AUTHO REPRESENT ACORD 25 (2001/08) @ACORD CORPORATION 1988 PRO AMERICA INS AGY PRDGRHIIV46 D 3 2366 PINE RIDGE RD NAPLES, FL341 09 239-434-5~ Policy number: 0443'306-9 UndenNritten by: PROGRESSIVE EXPRESS INS COMPANY August 11, 2009 Page 1 of 1 Certificate of Insurance Clrtificnt Hold. InslInd Agent -r Acjd'iti()riai'"risij~(L;f''' ........... .....,.. .., .,. .... FRW.:iAtr,fFREEMAN iNC''' .........",.., ..,.. '''PRoAM'ERICAiNSAGY'' ........ ...... ......... ,.. ..... COLLIER COUNTY BOCC PO BOX 664 2366 PINE RIDGE RD 3301 TAMIAMI TR IMMOKALEE, FL 34143 NAPLES, FL 34109 NAPLES, FL 34112 This document certifies that insurance policies identified below have been issued by the designated insurer to the insured named above for the period(s) indicated, This Certificate is issued for information purposes only, h confers no rights upon the certificate holder and does not change, alter, modify, or extend the coverages afforded by the policies listed below. The coverages afforded by the policies listed below are subject to all the terms, exclusions, limitations, endorsements, and conditions of these policies. ........, ....,.......,'.......................... ........................................... ...,.,................................ ,.,................................. Policy Effective Date: Nov 9,2008 Policy Expi ration Date: Nov 9, 2009 InsIIranClt awerage(s) Linlls BODiL;f'I.~.iiiRYip.ROPE'RTY. DAMAGE" ,.,....... ,...,..., '$''-;000;000' cbf.i~N'Eb 'S'ING'LE LIMiT.........,..... ........ ,.,................... ...., .,.........................................,..... ..... ..$10,ooowj$6.DED~NAMED.INSb'&.RELATIi,i( .. ..... . ............. .. ......, PERSONAL INJURY PROTECTION Description of LocationNehideslSpecialltems ~e.~~~.~.~~..~~Iy.. ..,......."...... ....................,........ ....., ,.."". '...... .,. .......................... ,. .......'.......... ........ 1997 FORD F150 1FTDX1769VNA49284 Stated Amount $7,000 COMPREHENSIVE $500 DED COLLISION $500 DED Certificate number 22309NET306 Please be advised that additional insureds and loss payees will be notified in the event of a mid-term cancellation. ~r- Form 5241 (10.02) 16 03 ACORqM CERTIFICATE OF LIABILITY INSURANCE I 03/06/2009 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Risk Concepts Corporation ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 410 43rd Street West Suite N ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, Bradenton FL, 34209 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Southern Eagle Insurance Company I DISI Adminstrative Concepts Corporation INSURER B: L10yds of London AA-1122000 406 43rd Street West INSURER C: Aspen Reinsurance AA-1120337 Bradenton FL, 34209 INSURER D: Max Re Bermuda AA-3190829 INSURER E: Odyssey Re 23680 COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAME 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR ADD'L Pgi~i~~:~g~E Pg~~:t~~~~~N LTR INSRD TYPE OF INSURANCE POLICY NUMBER LIMITS GENERAL LIABILITY EACH OCCURRENCE $ f-- I~~~~ISES lEa occurrence\ COMMERCIAL GENERAL LIABILITY $ f-- ~ CLAIMS MADE DOCCUR MED EXP (Anyone person) $ PERSONAL & ADV INJURY $ f-- GENERAL AGGREGATE $ f-- GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ I1f n,PRO- n, POLICY JECT LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT f-- $ ANY AUTO (Ea accident) f-- ALL OWNED AUTOS BODILY INJURY f-- $ SCHEDULED AUTOS (Per person) f-- HIRED AUTOS BODILY INJURY f-- $ NON-OWNED AUTOS (Per accident) f-- f-- PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONL Y-EA ACCIDENT $ R ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCURRENCE $ o OCCUR D CLAIMS MADE AGGREGATE $ $ ==i DEDUCTIBLE $ RETENTION $ $ A VVORKERS COMPENSATION AND X IWI,.;:JIAIU-I IO~H- EMPLOYERS'L1ABILlTTY WC0272682-00 01/01/2009 12/31/2009 TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ 1,000,000.00 OFFICER/MEMBER EXCLUDED? EL DISEASE-EA EMPLOYEE $ 1,000,000.00 If yes, describe under SPECIAL PROVISIONS below E,L. DISEASE-POLICY LIMIT $ 1,000,000.00 I OTHER Please note that Southem Eagle Insurance Company has reinsured irs liabilities in excess of $250,000 under the policies of BC Workers Compensation Insurance listed above with the underwriters listed A- or better at the time of placement of such reinsurance. Such reinsurance DE Excess Coverage are subject to their own terms, conditions and limits. This is for informationa purposes and nothing shall create any right under such reinsurances. DESCRIPTION OF OPERA TrONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Effective: 07/30/2003 021438 Coverage is extended to the leased employees of alternate employer (Florida Operations Only): Freeman & Freeman Inc. DBA DISCLAIMER: This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder nor does it affirmitivelv or neaativelv amend extend or alter the coverane afforded bv the nolicies listed thereon. CERTIFICATE HOLDER CANCELLATION Board of County Commissioners SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL 3301 East Tamiami Trail IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Naples FL, 34112 REPRESENTATIVES. AUTHORIZED REPRESENTATIVE V ~ FaX# \ ~~.\ ACORD 25 (2001/08) 655 - 20090306 @ACORDCORPORATION 1988 A G R E E MEN T 09-5248 1603 I for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Heatherwood Construction Company, authorized to do business in the State of Florida, whose business address is 8880 Terrene Court Bonita Springs, Florida 34135 (hereinafter referred to as the "Contractor"), WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2, STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Heatherwood Construction Company has been awarded an Agreement as a Primary contractor, Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c, Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed, At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes, For estimates, all Contractors awarded a primary contract will be quoted, The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- sought within seven (7) working days. A purchase order will be awarded to the 10west,~e~oQv? and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation, Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s), 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Walter M, Crawford IV, President Heatherwood Construction Company 8880 Terrene Court Bonita Springs, Florida 34135 Telephone: 239-949-6855 Facsimile: 239-949-6856 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen y, Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing, 5. 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, 6, PERMITS: LICENSES: TAXES: In compliance with Section 218,80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor, Payment for all Page -2- such permits issued by the County shall be processed internally by the County. contract! i~OP 3 responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits, Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits, All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor, 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, 7, 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 Contract 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. 8, TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance, 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10, INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- . . r . . Ih . I h "d IT d h II b 1 6 P ~ Current, valid Insurance po ICles meeting e requlremen ereln I en I Ie s a e main alne by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date, There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage, Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions, 11, INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS, Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13, PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections, The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner, 14, SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor, Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors, B, Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner, Contractor expressly acknowledges and agrees that it shall receive no damages for delay, Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision, This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16, CHANGES IN THE WORK, Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order, No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized, 17. COMPLIANCE WITH LAWS, Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing, 18, 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 and ready for occupancy by Owner. Page -5- ,F6D3 19, ASSIGNMENT, Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY, Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents, Contractor further warrants to Owner 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 Owner, Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21, 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, 22. 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 Owner 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 Owner, 23, 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 Owner or Owner'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, 8, 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. Page -6- 1603 c, Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner, The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith, 24, EMERGENCIES, In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss, Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Doc,uments have been caused thereby, If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations, If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time, 25, COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work, Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion, If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor, If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punch list of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion, 26, LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date, No Work shall be performed at the Project site prior to the Commencement Date, Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor, Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation, Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not ,as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved, The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27, CONTRACT ADMINISTRATION, This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28, COMPONENT PARTS OF THIS CONTRACT, This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No, 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders, 29, 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, 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 contract held by the individual and/or firm for cause, 30, 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, 31. 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. No markup shall be applied to sales tax, 32, IMMIGRA TION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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, Failure by Page -8- 1603 " 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, 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, OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer, 35, 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS COLLIER COU JY, FLORIDA By: ~ d~ Donna Fiala, Chairman onstruction Comany actor By: Signature ,.J(co~ C~ W '\L "'n~ (2.- C~ AvJ~"" (\0 ~s Name Typed Signature ~---prZ 'f s \ O~ l Second Witness Title ) 5~T( CJ (-+c--n--"L~~ Type/Print Witness Name Approved as to form and legal sufficiency: Item # !..ltiI23. ~~ ~;~;da q 11~1'i Assistant County Attorney Cp lleen (sy~ Date ~ Print Name ~ Page -9- -Deputy C erk EXHIBIT A 1603 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N, Square Inc. 4, R K General Contractors 5, Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8, D. Stefano Building 9, Tyler Construction 10. E,Q, Kogh Construction Page -10- EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents, The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DA TE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- eRb- CERTIFICATE OF LIABILITY INSURANCE PRODUCER ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Bouchard-Fort Myers HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 8191 College Pkwy Suite 202 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW Fort Myers FL 33919 Phone: 239-489-3232 Fax:239-489-1084 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Amerisure Insurance Conpany 19488 INSURER B: Amerisure Insurance Company 19488 Heatherwood Construction INSURER C: 8880 Terrene Ct INSURER D Bonita Springs FL 34135 INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR[ POLICY NUMBER C~fJ1~~rJ6~1 i>Qhlf~ EXPIRAT!QN LIMITS LTR TYPE OF INSURANCE DATE MM/DD/YYYY GENERAL LIABILITY EACH OCCURRENCE $ 1000000 I---- ~~'U"':I"~U A X ~ COMMERCIAL GENERAL LIABILITY GL2052621 03/19/09 03/19/10 PREMISES (Ea occurence) $ 300000 :=J CLAIMS MADE ~ OCCUR MED EXP (Anyone person) $ 10000 I---- PERSONAL & ADV INJURY $ 1000000 I---- GENERAL AGGREGATE $2000000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2000000 II POLICY !xl ~~8T n LOC Emp Ben. 1000000 AUTOMOBILE LIABILITY , COMBINED SINGLE LIMIT I---- $ 1000000 A ~ ANY AUTO CA 2052618 03/19/09 03/19/10 (Ea accident) ALL OWNED AUTOS BODILY INJURY I---- $ SCHEDULED AUTOS (Per person) I---- HIRED AUTOS BODILY INJURY I---- $ NON-OWNED AUTOS (Per accident) I---- I---- PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ R ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS / UMBRELLA LIABILITY 03/19/09 I EACH OCCURRENCE $ 2000000 A [J OCCUR D CLAIMS MADE CU 2052622 03/19/10 AGGREGATE $2000000 I I $ 8 DEDUCTIBLE $ X RETENTION $0 $ WORKERS COMPENSATION TTORYLlMITS-T xIUJ~- AND EMPLOYERS' LIABILITY Y/N B ANY PROPRIETOR/PARTNER/EXECUTIVO 2059588 01/01/09 01/01/10 E.L. EACH ACCIDENT $ 500000 OFFICER/MEMBER EXCLUDED? (Mandatory In NH) EL. DISEASE - EA EMPLOYEE $ 500000 ~~~MtS~~'i5v~~16~s below E.L. DISEASE - POLICY LIMIT $ 500000 OTHER A Rented/Leased Equi IM2059784 03/19/091 03/19/10 Rent/Leas $15,000 I DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS IS AN ADDITIONAL INSURED AS RESPECTS TO GENERAL LIABILITY SUBJECT TO THE TERMS, CONDITIONS, AND EXCLUSIONS OF THE POLICY. *TEN DAYS WRITTEN CANCELLATION FOR NON PAYMENT* CERTIFICA TE HOLDER CANCELLA TION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION BOCCCOL DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 * DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL COLLIER COUNTY BOARD OF IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR COUNTY COMMISSIONERS 3301 E TAMIAMI TRAIL REPRESENTATIVES. NAPLES FL 34104 A NTATIVE \ ACORD 25 (2009/01) @1988-2009ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 1~"6'1J 3., IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER This Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2009/01) A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Herman Strackbein Construction, Inc., authorized to do business in the State of Florida, whose business address is 1827 Trade Center Way, Suite 1, Naples, Florida 34109 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Herman Strackbein Construction, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 1603 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: David P. Herman, Director Herman Strackbein Construction, Inc. 1827 Trade Center Way, Suite 1 Naples, Florida 34109 Telephone: 239-593-5200 Facsimile: 239-592-6200 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 1&0 3~ such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer dOGuments to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are nct issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Reauirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 16D3 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any s u bstitutio n of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. [-6'0 3" .' A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, ltaL13ior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner with !s~c~~e Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages. but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- the Contractor to comply with the laws referenced herein shall constitute a brtg .0113 agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS lerk of COUrlk COLLIER C~' FLORIDA _ By: ~ .J.~ Dated:' :.u ~ I~ Donna Fiala, Chairman ...It o.a~' Strackbein Construction, Inc. 1 ()l> . .''" ntractor Signature - '\ ~d4 ~ \Y^L~ ~ e. ~ r\.. 0,.." 'D "p K E.R.H~r-.J Ty e!Print Witness Name Typed Signature _~~ S I \':> E.N"' Title ----?;wi~.t ~~ Type! int Witness Name Approved as to form and legal sufficiency: Item# {biJ3 ~~ Agen~ ~ Assistant County Attorney Date (~ ~ COlleen frreenR-- Date 9 Rec'd Print Name De Page -9- EXHIBIT A Alternate Firms 16D3 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 16D3 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- . 4 .l.,. .~ . ~ ACORDN CERTIFICA TE OF LIABILITY INSURANCE OP IDNe I DATE · .~ IJ ., .... .- BBRMA-2 08/14/09 PllOIlIJC&R THIS CERnFICATE IS ISSUED AS A MATTER OF INFORMAnON Insurance and Risk Management ONLY AND CONFERS NO RIGHTS UPON THE CERnFICATE Servi.ces, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 8950 Fontana Del Sol Way '200 ALTER THE COVERAGE AFFORDED BY THE POUCIES BELOW. Naples PI. 34109-4374 Phone: 239-649-1444 Fax: 239-649-7933 INSURERS AFFORDING COVERAGE NAIC# ........, INSURER A:. 16691 a-t ~ I-.-- Co. INSURER B: Heraan Strackbein Construction, Inc. INSURER c: 6000 Taylor Road, Suite 1 INSURER D: Naples PI. 34109 INSURER E" COVERAGES l1fE fIIOlJCIES OF INSURANCE lISTED IELOW HAVE BEEN BSUEDTOTHE JNSURED NAllEDAIIOVE R:lR THE POIJCY PERIOD INDICATED. NCJ1'WTHSTANOING MY REClUIREUEHT, TERM OR 00NDn10N OF ANY CONTRAcT OR OTHER lXJCUUENTwmt RESPECT TO.....ICH THIS C2R1lF1CATE MAY BE ISSUEDOR MAY PERTAIN. THE INSlJRAHCE AFFORDED fS'i TIfE POI.JCEs 0ESCRt8ED HEREIN IS SUBJECT TO AlL THE TERMS. EXClUSIONS AHDCONDIl1ON8 OF SUCH PClUCES. AGGREGATE UMfTS SHCMIf MAY HAVE BEEN ReDUCED BY PAl) ClAIII$. ..... :: PClUCY 8'RCTIVE --- LlR ""'" 01' INSURAIlCl! __ DATE....,."." """'~ UIOTS _UAMJ1Y EACH OCCURRENCE . 1,000,000 - OI\IMGE TO RENTED A X X COIIIMERCIAL. GENERAl LIABIlITY 8EP09161 09/21/08 09/21/09 PREIIISES(EaI~) . 100,000 - ~ ClAIMS...DE [!] OCCUR MEDEXP~or.-petIOni . 5,000 - - PERSONAl., MN INJURY .1,000,000 GENERAL N3GREG.\TE .2,000,000 ~AGGR.""TEUMIT~PER n PRODucTs. 00IIPl0P AGO .2,000,000 POUCy n JECT LOC -........",. COIIIINED SINGlE UMfT I--- . 1,000,000 A AAY AUTO 08EP09161 09/21/08 09/21/09 lEa_ l--- AU CMlNeo AlITOS BODfLY INJURY I--- . SCHEOU\.ED AUTOS (Per .....) I--- ~ HIRED AUTOS BODIly INJURY . e-!- NOH-ONNED AVTOS (PerIlC:dderC) ~ PROPERTY DAMAGE . -- """""" UAMJ1Y AU'TOONLY. EA ACCIDEHT . RAAYAUTO OI1tER THAN EANX . AUTOQHt.v: I\GG . ~D ClAIMSMADE EACH lXCUAllEHCE . AGGREGATE . . =i DE~ . RETENTlOH . . I. VlCSTATU- I I~ 'M:lRKEIIS ~1ION AND TORY UMml -..ov..- .......",. AllY PROPRIETORIPARTNERlEXECUT'M E.L EACH ACaOENT . OFAl::eR.WfII8ER EXCLUDED? E.L DISEASE - fA EUPlOYEE . . yes, deeaIle under SPECIAL PRCMSION8 "'- E.L DISEASE. POlICY UIIT . OTHER DESCRI'llOIif OF OPERATIONS I LOCAnoHS, YEHlCl..ES I EXCI...UIION& ADDED BY BIOORIEIIBfr 1 SfI'ECW.. PROVaIIONI Re: Contract '09-5248. General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Collier County Board of County C01IIIIIissioners is named as Adcli tional Insured and Certificate Holder. *10 days cancel..lation notice for non-pa~t of preaiwa. CERnFICATE HOLDER CANCELLAnON COLLC31 SHOlA.D /lIlY OF nE A80YE ~POUCIB RCANCI!l.UD IIEFORE 11IE EXPItAnoM DATE 'THEREOF, lME .......IIISURER WIU. ENDEAVOR TO IMIL 30* DAYS-.mo Collier County Board of NOnCE TO THE CER1..cAlE HOl..D8l NAIEO TO 1ME LEFT, BUTFALURE TO DO so SHALL County CaBaissioners MIOSI! NO OILICMl1OtfOR LJMIUIY OF MY KIID UPOIrI ntE IUUREJt.ITS NJBnS OR 3301 Taaiaai Trail East Naples PI. 34104 REPRESBrTAlIVU. r COt:::'" .~ .... \. ACORD 25 (2001/08) @ACORDCORPORAnON 1988 ~ '" 16D3 I . IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) 8/14/2009 3:07 PM FROM: Fax AMS Staff Leasing TO: 12395926200 PAGE: 001 OF 001 16 [1 ~ I CERTIFICATE NO./OATE ACORD.. CERTIFICA TE OF LIABILITY INSURANCE AC09-15400124-819189 OB/14/2009 D3:04 l'M P_UCER THIS CERTIFICATE IS ISSUED AS A IMTlER OF .FORIMTION Highpoint Risk Services LLC ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 14160 Dallas Parkway '500 HOLDER. THIS CERTIFICATE DOES, :,OT AMEND, EXTEND OR Dallas, TX 75254 AL TEll THE COVERAGE AFFORDED Y THE PoUCIES BELOW. (800) 632 -509 6 (972) 715-0959 Fax: (972 ) 404-4450 INSURERS AFFORDING COVERAGE INSURED: JSqulty Group Leaslng .1, .1nc .1/ c/ r: INSURER A: Companion Property and Casual ty Insurance Comp HERMAN STRACKBEIN CCNSTRUCTION, IN<:: INSURER B: 1827 TRADE CENTER WAY, SUITE 1 NAPLES, FL 34109 INSURER C: (239) 566-2505 Fax: (239) 566-3848 INSURER 0 INSURER E: THE POUCIES OF ~NCE LISTEDBB.OW W.VEBEEN ISSUED 10 nI: INSlRB) _ED ABOVE FORni: POUCY PERlODIIOCATED. NOlWlTHSTAIONG ANY REQURSIENT, TERM OR COI\DITlONOF AN'( CONTRACT OR OllER DDCIMENTWlTHRESPECTTDWHCHTHIS CERTIFICATE MAY BEISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLIOES DESCRIBED HEREIN IS SUBJECT TO All THE TERMS, EXClUSIONS AKl CONlllTJONS OF SUCH POUCES. AGGREGATE UMITS SHOWN MAY HAVE BEENREDUCEoBY PAID CLA"'S. ~R T\'PE OF INSUlUNCE PDLICY NU_R POLICY EFFECTIVE POLICY EXPlRAllON LIIWTS ...!!!NERAL UABILrry EACH ClCCIlAlEIICl: S Co.tMERCIAl Gl'NEAAL UABtUTY ARE llMIAGE (MyOne FR) S - ::J ClAIMS hIAIJE o OCCUR MEDEl<P ("'YII1e_) S - f'ERSDNAL & NN IlJURY S GENERf\LAGGREG\ TE S GEN'LAGGREGATE UMlT APf'UES PER: PROIJUClS . COMPIDP JG3 S h POUCY n m?r nLOC AUTOMDBlUi LIABLITY COMBIIEDSlNG.E UMIT S '-- IWY AUTO (Ea_) f- ALL OIMIED AUTDS SOOLYINJURY f- (Per petSOI1) S SCHEDlA.ED AU TOS f- HIREDAUTOS I- SOOL Y INURY S NClO-ONNEO AU TOO (Pl!raccldert) I- PRO'ERTY DAMAGE S (Peroctlli!rtJ GARAGE LlA8Il.ITY AUTO CWl Y - EAACOIlEHT S R AHY AUTO OTHER THAN EA ACe s AUTOCWLY: AGG S EXCESS UA8ILrry EACH OCCIJRRENCl: S - OCCUR DCWMSMADE AGGlEGAre S - S DEO\JCTIlLE S - RETEN nON s S WORKERS COWENSATION AND WC77779990901 X I TORYUM.1S I I~W' EIlPLOYERS'LIABILrry 04/01/2009 04/01/2010 E.L EACH ACOOENT S 1000000 A E L OlSEASE - EA EMPLOYEE S 1000000 E.L OlSEASE . POllCY UM'T S 1000000 OTHER -, LIMITS S LIMITS S OESC1lIPllON OF OPfRAllONSIlOCATIDllSNEtIClESlEXClUSIOIISADOED BY ENDORSE.EMTISPECIAl PROVlSlOMS 1. This certificate remains in effect, provided the client's account is in good standing with Equity Group Leasing I, Inc. Coverage is not provided for any employee for which the client is not reporting WBges to Equity Group Leasing I, Inc. Applies to 100\ of the employees of Equity Group Leasing I, Inc leased to HERMAN STRACKBEIN CONSTRUCTION, INC, effective 04/01/2009 2. Insured is afforded Workers Compensation & Employers liability as a co-employer under the policy for employees leased from Equity Group Leasing I, Inc. 'wnln..D I I AODmONAL IIISURED; "SURER lmER: -- SHOUlD AIf'( OF THE ABOVf DESCR.ED POlICES Bf CANCELLED BEFORE 11tE EXPIRATION DATE tHEREOF, TIlE ISSUIIG IIISURfR WIll EIlDEAVOR TO"''' 3.2... DAYS WlUTTEN Collier County Board of County Commissioners . NOTICE TO tHf ClRTlFICAn HOLDER HAIlED TO THE lEFT, BIITFAI.URf TO DO SO SltALL 3301 East Tamiami Trail Naples. FL 34112 IMPOSE NO OBLIGATION OR LIABa.rTY OF AllY KilO UPON tHEINSURfR. ITSAGfNTSOR ..p AUJ1tOAlZfD RfPRfSENTATM .t. ~ ... " ACORD 25.8 (7/97) ~ACORD CORPORATION 1988 A G R E E MEN T 09-5248 16D3 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Kaye Homes, Inc., authorized to do business in the State of Florida, whose business address is 5979 Pine Ridge Road Naples, Florida 34119 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Kaye Homes, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 1603 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Stuart O. Kaye, President Kaye Homes, Inc. 5979 Pine Ridge Road Naples, Florida 34119 Telephone: 239-304-3314 Facsimile: 239-304-3302 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 16D ~ ,.J such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. ; TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 1003 II Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punch list items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of prod ucts/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 16D3 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner with rf.p2t Q ~ Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRA TION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 1603 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS lerk of Courts COLLIER cr;p,TY' FLORIDA _ k By: ~~ J~ Donna Fiala, Chairman Kaye Homes, Inc. .contracto]. f\ \e.-U5~^-- By: J'1<J (!) 'l= Firs Itness Signatu e ~~U.s~c. Ahr'vn 'S-l v~d (9, KOtj-f: Type/Print Witness Name Typed Signature ~l PI -e) I J~'l i , Second Witness Title ~re2 Ty /Pnnt WItness Name Approved as to form and Item# 1 ~ 1)3 legal sufficiency: ~A^- ErfJ2t.& Agenda~ Date Assistant County Attorney Date ~ Cnlleen fsy(}e;JL. Rec'd ~ Print Name ~l~ De lerk Page -9- ., 1603 . EXHIBIT A Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- ACORD.. CERTIFICATE OF LIABILITY INSURANCE OP ID MN [ KAYEH-1 06/17/09 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Dawson of F~orida; Naples HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 6609 Willow Park Drive ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples FL 34109 Phone: 239-261-6116 Fax:239-261-2803 INSURERS AFFORDING COVERAGE NAlC# INSURED INSURER A: Cincinnati J:nluroilnce Com.pany 10677 INSURER B: Michiqan Commercial Insurance (D t1 Ka~e Homes Inc. INSURER C 59 9 Pine Rid~e Road INSURER D' Naples FL 341 9 INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR NSRC TYPE OF INSURANCE POLICY NUMBER DATE (MMIDDNY) -[:)~t1,r (MM/DDNY) LIMITS GENERAL LIABILITY EACH OCCURRENCE $1,000,000 - A X X COMMERCIAL GENERAL LIABILITY CAP5162919 06/15/09 06/15/10 u"'v..."'~ $ 500 ,000 PREMISES (Ea occurence) I CLAIMS MADE ~ OCCUR MED EXP (Anyone person) $10,000 PERSONAL & ADV INJURY $1,000,000 - GENEflAl AGGREGATE $2,000,000 - GEN'L AGGREGP,TE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $2,000,000 I n PRO- nLOC POLICY JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT - $ ANY AUTO (Ea aCGident) - ALL OWNED AUTOS BODIL Y INJURY - $ SCHEDULED ,",UTOS (Per pEirson) - I- HIRED AUTOS BODILY INJURY (Per accident) $ I- NON-OWNED AUTOS PROPE'RTY DAMAGE $ (Per ac'cident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ R ANY.AUTO OTHER THAN EA ACC $ AUTO ONL Y: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $1,000,000 A ~ OCCUR D CLAIMS MADE CAP5162919 06/15/09 06/15/10 AGGREGATE $1,000,000 I $ ~ iDEDUCTIBLE $ X RETENTION $0 $ WORKERS COMPENSATION AND X IT~;;'\t:~IT"s I IOJ~- C EMPLOYERS' LIABILITY 12945 01/01/09 01/01/10 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCiDENT $1,000,000 OFFICER/MEMBER EXCLUDED? E.L. DISEASE, EA EMPLOYEE $ 1 , 000, 000 Ir yes, describe under SPECiAl PROVISIONS b810w E.L DISEASE - POLICY LIMIT $ 1,000,000 OTHER A property Section CAP5162919 06/15/09 06/15/10 Prop Blkt 1,552,500 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Collier County Board of County Cammissi~ners is listed as Additional Insured with regard to General Liability per for.m GA233 0207. *30 days notice of cancellation except ~or non-payment of premium CERTIFICATE HOLDER CANCELLATION COLLl12 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10* DAYS WRITTEN Collier County Board of County - Commissioners NOTICE TO TI-'E CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO 09L1GATlON OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Naples FL REP RESENT A T1VES. AU~D REPRES\~ ~ """""'-.. ,~ ... ~. ACORD 25 (2001/08) @ACORD CORPORATION 1988 1603 .. IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) ACORD~ CERTIFICATE OF LIABILITY INSURANCE OP IDDU KAYEH-1 08/12/09 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Insurance and Risk Management ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Services, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 8950 Fontana De~ Sol. Way #200 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples FL 34109-4374 Phone: 239-649-1444 Fax: 239-649-7933 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Banc:wer J\meriean Irw Clr:lIlp-.ny -- b j){, " INSURER B: Kaye Homes, Inc. INSURER c: 5979 Pine Ridge. Road INSURER 0: Naples FL 34119 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOlVvtTHSTANDING AtN REQUIREMENT. TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENTWTH RESPECT TO 'MilCH TI-lIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN]S SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDlTIONS OF SUCH POliCIES. AGGREGATE LIMITS SHO\NN MAY HAve BEEN REDUCED BY PAID CLAIMS. INSR DO'L powey EFFECTIVe powey EXPlRATtON LTR NSRD TYPe OF INSURANCE POUCY NUMBER DATE (MMIODIYVl DATE (MMlDOJYY) LIMITS GENERAL UABIUTY EACH OCCURRENCE , - DAMAGE TO RENTED COMMERCIAL GENERAL LIABILlTY PREMISES (Ea occurenOll) , - ~ CLAIMS MADE D OCCUR MED EXP (Anyone per&on) , - PERSONAL & ADV INJURY , - GENERAL AGGREGATE , OEN'LAGGREGATE LIMIT APPLIES PER: PRODUCTS. COMPtOP AGO , I POLley n PRO- nLOC JECT AUTOMOBILE UABILlTY - COMBINED SINGLE LIMIT , 1,000,000 A ~ ANY AUTO AZJ332880602 06/15/09 06/15/10 (Ellccldlnt) ALL OI/oAllED AUTOS - BOOlL Y INJURY , SCHEDULED AUTOS (Per person) - HIRED AUTOS BODILY INJURY - , NON.Q~ED AUTOS {Per accIdent) - - PROPERTY DAMAGE , (Poraccldent) GARAGE UABILITY AUTO ONLY. EA ACCIDENT , ~ ANY AUTO OTHER THAN EAACC , AUTO ONLY; AGO , EXCE;SSIUMBRELLA LIABILITY EACH OCCURRENCE , :=J OCCUR D CLAIMS MADE AGGREGATE , , ==1 DEDUCTIBLE , RETENTION . , WORKERS COMPENSATION AND I. WCSTATU- I 10TH- TORY LIMITS ER EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERlEXECUTlVE E.l. EACH ACCIDENT , OFFICERlMEMBER EXCLUDED? E.L DIsEAse. EA. EMPLOYEE , If yea. describe under SPECIAL PROVISIONS below E.l. DISEASE. POLICY LIMIT , OTHER DESCRIPTION OF OPERATIONS J LOCATIONS I VEHICLES J EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION COLLC02 SHOULD ANY OF TIiE ABOVE DESCRIBED POUCIES BE CANCELLED BEFORE TIiE EXPIRATION DATE TltEREOF. TIiE f'SUINO INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN Collier County Board of County NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO 00 SO SHALL Commiss:i.oners 3301 East Tamiami Trail IMPOSE NO OBLIGATION OR UABILITY OF ANY KIND UPON TliE INSURER, ITS AGENTS OR Naples FL 34112 REPRESENTATIVES. ACORD 25 (2001/08) @ACORD CORPORATION 1988 1.6 D 3 ~ MEMORANDUM DATE: September 18, 2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248 Contractors: Marzucco's, N Square, PBS, Pinnacle Bldrs and Kraft Const. Enclosed, please find five (5) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15,2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-7240. Thank you, Enclosures ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP 16 D TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 3 THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. Original documents should be hand delivered to the Board Office. The completed routing slip and original documents are to be forwarded to the Board Office only after the Board has taken action on the item.) ROUTING SLIP Complete routing lines # I through #4 as appropriate for additional signatures, dates, and/or information needed. If the document is already complete with the exce tion of the Chairman's signature, draw a line throu h routin lines # I through #4, com lete the checklist, and forward to Executive Mana er on (line #5). Route to Addressee(s) Office Initials Date (List in routin order) 1. Executive Manager Board of County Commissioners lit f\J r1-1IILHe:LL- 2. Minutes and Records Clerk of Court's Office PRIMARY CONTACT INFORMATION (The primary contact is the holder of the original document pending BCC approval. Normally the primary contact is the person who created/prepared the executive summary. Primary contact information is needed in the event one ofthe addressees above need to contact staff for additional or missing information. All original documents needin the BCC Chairman's si ature are to be delivered to the BCC office onl after the BCC has acted to a rove the item.) Name of Primary Staff Phone Number "19- Contact Agenda Date Item was Agenda Item Number I~. D. A roved b the BCC Type of Document Number of Original Attached Documents Attached ~ Type of Document Number of Original Attached Documents Attached .~ Type of Document Number of Original ~ Attached ("I\'inl. --f Documents Attached Type of Document Number of Original J... Attached {;; . Documents Attached Type of Document Number of Original Attached G ,rh Documents Attached ~ INSTRUCTIONS & CHECKLIST Initial the Yes column or mark "N/ A" in the Not Applicable column, whichever is Yes N/A (Not a ro riate. (Initial) Ap licable) 1. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman, with the exception of most letters, must be reviewed and signed by the Office of the County Attorney. This includes signature pages from ordinances, -Pi resolutions, etc. signed by the County Attorney's Office and signature pages from contracts, agreements, etc. that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and ossibly State Officials.) 2. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other parties exce t the BCC Chairman and the Clerk to the Board 3. The Chairman's signature line date has been entered as the date ofBCC approval of the document or the final negotiated contract date whichever is ap licable. 4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's si nature and initials are re uired. 5. In most cases (some contracts are an exception), the original document and this routing slip should be provided to the Executive Mgr. in the BCC office within 24 hours of BCC ,J!A approval. 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! 6. The document was approved by the BCC on q -/S""-O<}enter date) and all changes made during the meeting have been incorporated in the attached document. The Count Attorne 's Office has reviewed the chan es, if a Iicable. ~ l: Forms/ County Forms/ BCC Fom1s/ Original Documents Routing Slip WWS Original 9.03.04, Revised] .26.05, Revised 2.24.05 A G R E E MEN T 09-5248 for 16D3 General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Marzucco's Painting, Inc., authorized to do business in the State of Florida, whose business address is 12455 Collier Boulevard, Naples, Florida 34116 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Marzucco's Painting, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 16 DJ '1 sought within seven (7) working days. A purchase order will be awarded to the lowest, res nsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Joseph Marzucco Marzucco's Painting, Inc. 12455 Collier Boulevard Naples, Florida 34116 Telephone: 239-455-7242 Facsimile: 239-455-7048 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all such permits issued by the County shall be processed internally by the County. Contractor is not Page -2- responsible for paying for permits issued by Collier County, but is responsible f19q~}all .c,~ permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- Current, valid insurance policies meeting the requirement herein identified shaul QJl3.d by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punch list items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, witJ~nri consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner with reJeR tDu3 . Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punch list of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. L1QUIDA TED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- Owner and Contractor recognize that since time is of the essence for any woJ 9deO t1~ Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 1603 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS " "',1\ COLLIER ~TY' FLORIDA _ I: '\ ('j, (' le~~f Courts B' ,.,";" k By: ~ d~ Dated: .. tt ft tziJ? Donna Fiala, Chairman Attelt;.,~~~,;,.... . ., Qft.t."., Oft I' . Marzucco's Painting, Inc. J 1/}:;ifl .) Contractor By: ~~~ First Witness as to Contractor ~gna~e .~ ~ tQk-ll2.-lc - (Y) c..-- -z.A) <:..... <:...<:,) ~~'br:::... Type/Print Witness Typed Signature - '-J? Title vTYlNlitG SeD IL~ Type/Print Witness Name Approved as to form and legal sufficiency: J (01)3 ~~ It ern # ~:da ~ci1 Assistant County Attorney CD/I een GreetLL Print Name Page -9- EXHIBIT A 16 n3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.G. Kogh Construction Page -10- EXHIBIT B 16 D3 I CERTIFICA TE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DA TE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- 1 cOt 0537 f~ ACORDrn CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIDDNYYY) 8/21/2009 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Wells Fargo Insurance Services, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE P.O. Box 31666 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Tampa FL 33631 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. (727 ) 796-6666 (727) 799-5191 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Southern Owners Insurance Comp 10190 Marzucco's Painting Inc. INSURER B: 12455 Collier Rd. INSURER C: Naples FL 34116 INSURER D: I INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR iN~g} POLICY NUMBER Pr?}+~~~~iggtW~ Pg~'f:I~~b~~N LIMITS LTR ~~NERAL LIABILITY EACH OCCURRENCE $ 1 000 000 A X COMMERCIAL GENERAL LIABILITY 2072131109 6/30/2009 6/30/2010 ~~~~~~J9E~~~~~~nce\ $ 300,000 ~- U CLAIMS MADE W OCCUR MED EXP (Anyone person) $ 10,000 -- PERSONAL & ADV INJURY $ 1,000,000 _J GENERAL AGGREGATE $ 2,000,000 ~l'L AGGRnE LIMIT APFlS PER PRODUCTS - COM PlOP AGG $ 2,000,000 X POLICY ~rp.,: LOC ~lJTOMOBILE LIABILITY COMBINED SINGLE LIMIT S A ANY AUTO 2072131109 6/30/2009 6/30/2010 (Ea accident) 1,000,000 - -- ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) ~. ~ HIRED AUTOS 1 BODILY INJURY $ ~- NON-OWN ED AUTOS (Per accident) 1--- -----~ PROPERTY DAMAGE $ (Per accident) ~iGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ : EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ ~J Dew, II e~'.",o, AGGREGATE s $ R DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND I T~-7T~JI~~ I IOJ~- EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ --- OFFICER/MEMBER EXCLUDED? EL DISEASE - EA EMPLOYEE $ If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $ OTHER I I DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS FL statute mandates 10 days notice of cancellation for nonpayment of premium. Collier County Board of County Commissioners are additional insured with respects to the above General Liability policy. CERTIFICA TE HOLDER CANCELLA TION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of County Commissioners DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Purchasing Building IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR 3301 E Tamiami Trail REPRESENTATIVES. Naples FL 34112 AUTHORIZED REPRESENTATIVE A ' I Jf.--1/l1tJf4,/ ACORD 25 (2001/08) @ ACORD CORPORATION 1988 Page 1 of <1 From: Janis Morton At: OMS Insurance Group FaxlD: OMS GROUP To: Collier County Date: 08/24/09 04:43 PM Page: 2 of 2 ACORD~ CERTIFICA TE OF LIABILITY INSURANCE OPID J11 MARZU-1 08/24/09 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE OMS Insurance Group HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR P.O. Box 2 AL TER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Lake1and FL 33802-0002 Phone: 863-683-1011 Fax:863-683-0521 INSURERS AFFORDING COVERAGE NAlC# INSURED INSURER A- Wl!> I Bridgefield Employers Ins CO INSURER B: MARZUCCO'S CONSTRUCTION INSURER C Services 12455 Collier Blvd. INSURER D Naples FL 34116 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW WIVE BEEN ISSUED TO THE INSURED NAMEO 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS LTR NSRC TYPE OF INSURANCE POLICY NUMBER rD'ATE (MM/DDIYY) DATE (MM/DDIYY) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ - ~~~::;~~S lEa occurence) COMMERCIAL GENERAL LIABILITY $ - II CLAIMS MADE D OCCUR MED EXP (Anyone person) $ PERSONAL & ADV INJURY $ - GENERAL AGGREGATE $ - GEN'L AGGREGATE LIMIT APPLIES PER' PRODUCTS - COMP/OP AGG $ I n PRO- nLOC POLICY JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT - $ ANY AUTO (Ea accident) - ALL OWNED AUTOS BODIL Y INJURY - $ SCHEDULED AUTOS (Per person) -- HIRED .AUTOS BODIL Y INJURY - $ NON-OWNED AUTOS (Per accident) - - PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONL Y - EA ACCIDENT $ =l ANY AUTO OTHER THAN EA ACC $ AUTO ONLY' AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ tJ OCCUR D CLAIMS MADE AGGREGATE $ $ R DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND IT6k\t:~I~~ I xIU~~- EMPLOYERS' LIABILITY A ANY PROPRIETOR/PARTNER/EXECUTIVE 0830-36904 09/20/08 09/20/09 E.L. EACH ACCIDENT $ 500000 OFFICERlMEMBER EXCLUDED? EL DISEASE - EA EMPLOYEE $ 500000 If yes, describe under SPECIAL PROVISiONS below E.L. DISEASE - POLICY LIMIT $ 500000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION COLLICO SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN Collier County NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Board of conunissioners PurChasing/Building IMPOSE NO OBLlGATIO~' OR LIABILITY OF ANY I{IND UPON THE INSURER, ITS AGENTS OR 3301 East Tamiami Trail Naples, FL 34112 ~ ACORD 25 (2001/03) @ACORD CORPORATION 1988 A G R E E MEN T 09-5248 1603 1 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and NSquare, Inc., authorized to do business in the State of Florida, whose business address is 6200 Shirley Street, Suite 204, Naples, Florida 34109 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. NSquare, Inc. has been awarded an Agreement as an Alternate contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- sought within seven (7) working days. A purchase order will be awarded to the I owe 1. 9.D.3e ~ and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Matthew H. Nolton, President NSquare, Inc. P. O. Box 113040 Naples, Florida 34108 Telephone: 239-514-1173 Facsimile: 239-514-4161 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 16 D3 such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; I ndependent 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- Current, valid insurance policies meeting the requirement herein identified ShJ ~~ed I"f by Contractor during the duration of this Agreement. Renewal certificates shall be sent the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punch list items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 1603 15. CONTRACT TIME AND TIME EXTENSIONS. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 1.603 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, withclut the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 1603 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- Owner and Contractor recognize that since time is of the essence for any .!r9 U03hiS "" Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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 Comm issioners. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- the Contractor to comply with the laws referenced herein shall constitute a JeQ, a 3s , agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS COLLIER ~TY' FLORIDA By ~d~ Donna Fiala, Chairman Dated:" . By: Signature \:) 0-\).'6 ~~(\~~~",~l; Typed Signature ~:C>.L.- ~r~<.,'J~4 Second ness Title C'n d~ K. ()\~ J(e,YJIt~ Type/Print Witness Name Approved as to form and legal sufficiency: ~~ Item # Agenda Assistant County Attorney Date eol\eBfl 6reene, Print Name Page -9- EXHIBIT A 16D3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.G. Kogh Construction Page -10- EXHIBIT B 1603 , CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page-11- L ,.,--. U""':'~ \",E:I"( In"'I\"'A I E: U~ LIADILII T IN~UI"(AN\"'1;;;. I 08/10/2009 r'iODUCE:~ (352) 787-3441 FAX (888)883-8680 THIS CERTIFICATE IS ISSUED AS A MATTER OF IliA[ Lassiter-Ware Insurance ONLY AND CONFERS NO RIGHTS UPON THE CER F T 3 . . HOLDER. THIS CERTIFICATE DOES NOT AMEND, D 1317 Clt1Zens B7vd. ALTER THE COVERAGE AFFORDED BY THE POLIC ES BE Leesburg, FL 34748 Car7a Heimer INSURERS AFFORDING COVERAGE NAIC # INSURED N SQUARE, INC. INSURER A Amerisure Insurance Companies 19488 POBox 113040 INSURER B Ameri sure Mutua 7 Insurance Co. 23396 Nap7es, FL 34108-0151 INSURERC INSURER D INSURER E THE POliCIES OF INSURANCE liSTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POliCY PERIOD INDICATED. NOT\NlTHSTANDING 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. AGGREGATE liMITS SHOVlIN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 11~1: ~~'l:l TYPE OF INSURANCE POLICY NUMBER POUCY EFFECTIVE P~.w EXPIRATION UMITS GENERAL LIABILITY GL2053750 05/05/2009 05/05/2010 EACH OCCURRENCE $ 1 000 0'" -- , ,~~ X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ 300, OOl I CLAIMS MADE 0 OCCUR MED EXP (Anyone person) $ 10 I 00l A I-- PERSONAL & ADV INJURY $ 1, 000, 00(. GENERAL AGGREGATE $ 2 000 00(. I- , , GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS, COMP/OP AGG $ 2,000,00(. h POLICY m jfgi n LOC AUTOMOBILE LIABILITY CA2053752 05/05/2009 05/05/2010 COMBINED SINGLE LIMIT X ANY AUTO (Ea accident) $ 1 000 0''''' I-- , , ,"" I- ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) A I-- X HIRED AUTOS BODILY INJURY X NON-OWNED AUTOS (Per accident) $ I---- I-- PROPERTY DAMAGE $ (Per aCCident) GARAGE LIABILITY AUTO ONLY, EA ACCIDENT $ RANY AUTO OTHER THAN EA ACC $ AUTO ONLY AGG $ EXCESs/UMBRELLA LIABILITY CU2061654 05/05/2009 05/05/2010 EACH OCCURRENCE $ 1,000,00( tJ OCCUR D CLAIMS MADE AGGREGATE $ 1,000, OOl B $ h DEDUCTIBLE $ m RETENTION $ ( $ WORKERS COMPENSATION AND WC2053753 05/05/2009 05/05/2010 I T~~nJg!:: I IOJ~- EMPLOYERS' LIABILITY B ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH ACCIDENT $ 500, OOG OFFICER/MEMBER EXCLUDED? EL DISEASE _ EA EMPLOYEE $ 500, OOG If yes, deSCribe under SPECIAL PROVISIONS below EL DISEASE - POLICY LIMIT $ 500, OOG OTHER i,P,E~CRIPTION OF OPERATIONS / LOCATIqNS / VEHICLES / EXCLU;lIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS ~0/7ier County Board ot County Commlssioners is additiona7 insured respects Genera7 Liabi7ity as per insurance company's tenms, fonms, and conditions. *10 days notice of cance77ation for non-pay C SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30* DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, C07 7 ier County Board of County Commissioners BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY 3301 Eas t Tam i ami Tra i 7 OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. Nap7es, FL 34112 AUTHORIZED REPRESENTATIVE .~<~ . .T' Larr Humes/BRITTA /..::';:.-::<.,-::Y~~ ACORD 25 (2001/08) FAX: (239) 732-0844 @ACORD CORPORATION 1988 J - IMPORTANT 1603 If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Wall Systems, Inc. of Southwest Florida, d/b/a/ Professional Building Systems, authorized to do business in the State of Florida, whose business address is 4395 Corporate Square, Naples, Florida 34104 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Wall Systems, Inc. of Southwest Florida, d/b/a/ Professional Building Systems has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to Page -1- submit a formal quotation for the new work. The Contractors shall respond with thtn~rQtiJ sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Bart P. Zino Wall Systems, Inc. of Southwest Florida, d/b/a/ Professional Building Systems 4395 Corporate Square Naples, Florida 34104 Telephone: 239-643-6527 Facsimile: 239-643-4293 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. Page -2- 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida statutet,9 JJrl necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Page -3- Special Requirements: Collier County Board of County Commissioners shall blliQ,JJs1e Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. Page -4- 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of 16D3 products/materials from specifications shall be approved in writing by Owner in advance. Page -5- 15. CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -6- 1603 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -7- C. Contractor shall not disturb any benchmark established by the Owner with re~Q lJtti Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punch list of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -8- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -9- the Contractor to comply with the laws referenced herein shall constitute a b!ag 0 ~ agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS ierk of Courts COLLIER CO~TY, FLORIDA k By: (g~ ~~ Dated:.'Zi~ft!~ , Donna lala, Chairman Wall Systems, Inc. of Southwest Florida, a 1 ;tfl,.t~ l)f\ I II d/b/a/ Pro 'on I Building Systems nt' By: Zino Typed Signature Prp!':ii!pnf" Title Nt1h[ L - Ht5VfltLY'dtZ Type/Print Witness Name Approved as to form and I ~J) 3 le~jtR j-L Item # Agenda -~ Gale i),YI ounty Attorney ~P9 S. Print Name Deputy l.,Ierl< ~ Page -10- EXHIBIT A 1603 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- 1603 j EXHIBIT B CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DA TE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -12- .'(?, y, L, " 'I. I. . c." . 'V' 1 '), I) ~ ~ / L . .. ; . ' .I '~llentt: 32931 WALSY A'CORDTIA CERTIFICATE OF LIABILITY INSURANCE DATI! ( 05112/208 PROOUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Gulfshore Insurance, Inc. ONLY AND CON'I!U NO RIGHTS UPON THIi CERTIFICATE HOLDE". THill ceRTI'ICATE! DOES NOT AMEND, EXTEND OR 4100 Goodlette Road North ALTER THE COVERAGIi AFFORDED BY THE POLICIES aELOW. () Naples, FL 34103 -3303 239 261.3646 INSURERS AFFORDING COVERAGE HAle" INSURED IN6UR~A; Amarlsur. Insurance Compan Wall Systems, Inc. of SW Florida It4SURiR 8; dba Professional Building Systems INSURER CI 4395 Corporate Square INSUR!R 0: Neples, FL 34104 INSURER E; COVERAOES THE POLICIES OF INSURANCE LISTED BELOW HA~ BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF IWY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORPEO BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO All THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AOOREGA TE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMs. TYPE 01 INlURANCE 'OLIClY"UMBER POLICY ",FICTI.,. PUI,I"Y I!XPlftATIUN Lll\lrrl L TR IltSlld A OENERAl. L1ABllnY GL202S942030009 01/01/09 01/01/10 EA~ OCCURRI!HCl! '1 000,000 ~ ~AfNlI!O ~ COMMERCIAl OENEfIAL LlA&ILllY s80 000 I-- o Cl.AJMS MADE 0 OCCUR MI!D EXP (Any on. pMOn) $5.0QO PER6OHA1. & NN INJURY $1 000.000 OEHEAA. AGGfUiGATI; .$2.000000 oeN\. AOGI\!OATI! LIMIT ""LIES "fft: PRODUCTI. COMPIOP AGG $2.000.000 -, POllCV fXl ~r& n LaC A ~TOMOIILI LIABILItY CA2025944030009 01/01/011 01/01/10 COMllNfO SINGLI! LIMIT r!- >>lY AUTO IE. acdd8ll\l '1.000,000 AlL OWNED AUTOS 1I0DIL Y INJURY r-- (PIH' persOn) S SCHEDULED AUTOS I-- K. HIRED AUTOS DODIL Y IMlURV $ .!.. NON.OWNEO AUTOS (P.r socldllll) () PROPfAlV DANAGf $ " (Per Iccid8ll\) GARAGE LWlILITY AUTO ONLY. EA ACCIDENT $ R AJolV AUTO OlHER THAN EA ACe . AUTO ONLY: AGO' A :ijEllSIUMllftlLLA LlAIlLlTY CU202594505 01/01/09 01/01/10 EACH OCCURRENce 55 000 000 X OCCUR 0 CLAlMS t.WlE AClORfOATE 55.000 000 s ~ DEDUCTIBLE S X ReTENTION sO S A WORKff18 eOMP~HBAnON AHO WC20252370301 01/01/09 01/01/10 X I we STATU": I I~W- l!MJILOYI!R8' LlAllllnY E.L. EACHACCIOENl 5500,000 my PROPRlETORJPARTNI!RlliXECUnve Of'f'ICERlMEMIIER EXClUDED? E.L. Ol~ - EA EMPLOYEE s500.000 II Y8I. dNa1. under E.L. DISEASE - POLICY LIMIT $500,000 SPECIAL PROVISIONS "'Iew OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VeHICLES / EXClUlIloNIl AnOtib BY ENDORSEMENT I IPICIAL PAO'MION8 "30 O.ys Notice of Cancellation except 10 days for non peyment Collier County Board of County CommIssioners, Naples, FL Is Named as Additional Insured on a primary basis as reapect. to General Liability Only as needed by contract, per form CO 70 48 03 04 (Contractor's Blanket (See Attached Descriptions) CERTIFICATE }fOLDER CANCEi.LA rlON SHOULD AHY OF THI AtOVE DESeRlII!D POLlen BI CANaLLID BEFORI THllOOIlRATlON Collier County Board of County DATI! ntERliOF, THI! ISSUING INSURER WILL ENDEAVOII TO MAIL ~ DAYS WRITTEN 0 Commissioners, Naples, FL NOTICI! TO THE CERTIFICATE HOlDER NAMED TO THf: LEFT. Bur ,.A1lURE! TO 00 80 SHALL 2800 North Horseehoe Or IMPOSE NO oBtlaATlON OR llABILI1Y Of' AItf IOND UPON THIIH&UREft, IT$ AGEN,.. OR Naples, FL 34104 IlEPReSfHTAnVE.. AUTHOIl EO 'IlEafNr"'T Ill: ACORD 25 (2001108) 1 of 3 ilS3S54321M346378 El ACORD CORPORATION 1988 I "'''\: L:C.~'.IV \ 0. ij 9 3 7 - ~ .. \I' ,?, Y I L' L. , ; I, ~ . 16D3 . IMPORTANT " 11 the certificate holder is an ADDITIONAL INSURED. the policy(ies) must be endorsed. A statement on this certificate doe. not confer rights to the certificate holder in lieu of such endorsemenl(s). If SUBROGATION IS WAIVED, subject to the terms and condlUons of the policy, certain policies may require an endorsement. A statement on thIs certlflcate does not conrer rights to !he certfflcate holder in lieu 01 such endorsement(s). DISCLAIMER The Certificate or Insurance on the reverse side or this form does not consUtute a contract between the Issuing Insurer(.), authorized representaUv8 or producer. and the cer1lllCllteholder. nor doe. It affirmatively or negatively amend. extend or aller the coverage afforded by the policies listed thereon. . () ACOf'D 25.8 (2001108) 2 of3 #S355432/M346376 ; y, L 1\ I,' '9 L: C;"'y" '\ J. i:) j I r, Ii . L, I DESCRIPTIONS (Continued from Page 1) I Ac:lc:lltlonallnsured Endorsement) and addltlonalln'ured In regard. to Auto 1603 Liabllify CI . () . AMS 25.3 (2001108) 3 ot3 #S355432/M346376 A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Pinnacle Builders, Inc., authorized to do business in the State of Florida, whose business address is 1939 Park Meadows Drive, Suite #2, Fort Myers, Florida 33907 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Pinnacle Builders, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 1603 t1 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Allan R. Birr, President Pinnacle Builders, Inc. 1939 Park Meadows Drive, Suite #2 Fort Myers, Florida 33907 Telephone: 239-936-0670 Facsimile: 239-936-6610 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 1603 ~ such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- Current, valid insurance policies meeting the requirement herein identified shall bt ,Pa;r/Ji..3 by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of prod ucts/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 1603 f: 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnisl1ed 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner wl QJltl the i Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- Owner and Contractor recognize that since time is of the essence for any !o~ uQ~his .. Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRA TION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- - .-tUD 3 .- 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. (I BOARD OF COUNTY COMMISSIONERS ATT...,~~T: '... .. '..... COLLIER C7/lY, FLORIDA I D~'E. BrOG~;"'flerk of co~rts f'"J _ , "', ~~~ .. :. . By: "". ......... ......~... ",:'~.> Donna Fiala, Chairman Dateq: ....., "" a Attln .~" ). I s 1 Qf\at..rt Oft I. Pinnacle Builders, Inc. (\ ;;/;.. Contractor i / " - .' ~'7 .\ o~,a lA.Ill Ll L/).,- By: P-#7 ~;f/ ,-6A 4..r- First itness Signature Donna Lauricella Allan R. Birr Type/Print Witness Name Typed Signature ~~ _- President Second Witness Title Pete Thompson Type/Print Witness Name Approved as to form and legal sufficiency: ~~ Item# ~ Assistant County Attorney Agenda q;/ ~ C.DL\een 6Y~ Date I ,\ 't7 Print Name Page -9- 1603 f EXHIBIT A Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DA TE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- 1 ~oQo~ ;;.'. ~ 08/19/2009 14:21 FAX 2399366610 PINNACLE BUILDERS INC 8/10/2009 11 : 51 AM FROM: Fax N1S Staff Leasing TO: 12399366610 PAGE: 001 OF 002 I CERnFlCATf NO.IOAU ACORD" CERTIFICA TE OF LIABILITY INSURANCE Ac05l-1J70 00 aa- 81El:i!, 6 oa/lO/2[J09 11: SO AM PRODueE'" THIS CERTIFICATe IS ISSUI!D AS A IIMTlER OI'INI'ORMATlON Highpoint Risk SerVlCE5 LLC ONLY AND CONFI!RS NO RI~HT8 UPON THI! CI!RTlFICATI! 14160 Da11a5 Parkway ~500 HOLDI!!R. ~~~..;::TIFICATI! DOI!S NOT AMl!N~;.,~:~D OR Dallas, TX 75254 ALTER THE AGI!! AFI'ORDED BY THE POL ElI!!LOW. ( 800) 632 -5 09 6 (972) 715-0959 B'ax: (972 ) 404-4450 INSURERS AFFORDIN~ COveRAGE INSUIllI!!O: "'~'" .J.( CI r: INSURER A" Companion Property and Ca~ua~ty In~uranc8 Comp 11 ~'l PINNAC~E BvILDEP$, INC. , INSURER 8 Compan~on Property and Ca~ua~ty Ineurance Camp 1939 PARK MEADOWS DP.. UNIT '2 FT MYERS, FL 33907 INSURER C (239) 936-'0670 H"o.x; (239) 936-6610 INSURER D 'NSLlRER E THE POLICIES OF INSURANCE LISlEO BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE! PORTHE POLlCV PERlODII'OCAlED. N01WITHSTANOING ANY REQUIREMENT, TERM OR CONOmONOF At-l( CONTRACT OR OTHER DOCUMeNrW1THRESPECTTOWHCHTl.US CEFmFICATE !<lAY BEISSUEO OR MAY PERTAIN, Tl-E INSURANCE AFFORDED BY THE POLIOES DESCRlBBJ HERE! N IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREClATE UMITS SHOWN MAY HAVE BeeN REDUCED BY PAlD CLAIMS, L~."Ft TYPe 0' INlluIIlANC.. POLley NUMBlER POLICY EFFICTIVI Pgi~:,t~~~~N LIMfTIiI I r4!N&iRAL UA.IILITY EACH OCCURRENCE $ ~uuuuuu FLG1081976 09/13/2008 09/13/2009 100uuu X COVlME~ClAL GEN~RAl uABfUTY FIRE DAMAGE (Any Om FIre) $ - ::] CLAI,""SMADE ~ occu~ MED EXP (Art( one penal) . 5000 A ~ PERSONAt.., & ADv INJURY $ 1000000 GENERAL AGGREO.-. TE $ 2000000 GEN LAGCREOATE u,..,r APPUES e;'ER J:.ROOUCTS - COMP/()P AGO $ <uuuOOO !Xl PO.JCY n PRO- n ~oc JEer AUTOMOBILE LLAI!IILITY C(>>fIBI NE D SI~GLE U M I T $ r-- ANY AUTO (E a ;,celdenq r-- ALLO'M\l.EOALITOS eOOlL Y INJURY - ,~er persDn} $ SCHEDULED}\u T05 - HJREDAlJTOS - BODILY INURY $ NQN-OI\lNED AUTOS (~er aCCldDrt~ - PROPERTY DAMAGE $ - (P~ accldett) OAJlU.aR LIA.BllITY .....uTO c::NLV. EAACC'DENT $ =i ANY AUTO OTl'iEI=01 THAN fA N;C $ AUTO ONLy AGe; $ 'XCiii.; UAIIiiIIL.ITV EACH OCClIRJ:;!t:;NCe $ - OCCU " DCLAJMSMAOE AGGREGATE ~ - $ DEDUCTIBLE ~ I-- RETENTlOt-l $ $ WOPlKEIU!I eCNPIiNIATIQ" AND WC77779990901 X I TCil\';u'1.i,'ts r I"ER .MPLOVER9' LIABILITV 0~/01/2009 04/01/2010 E LeACH. ACODENT ~ 1000000 B e L. 01 SEAS=: . EA t:MPLOVEE . 1000000 ~ L DISEASe - ~OUCy UhIIlT . 1000000 OTH'R =J UM1'r9 . UMITS > DeSCRIPTION OF OPE RATIO HSIlOCATIONSNEHICLES/f XCLUSlONSADDED BY ENDORSIEMENT/SPECIAL PROVISIONS Thi~ cert~f~cate remainB in. effect, provided the clie~tl~ ecco~~t i~ ~n good ~~~ndlr-g w~th AMS. Coverage 1.5 not provJ.ded for any @mployee for wt~ich the client 1~ nClt report~ng tl,tages to AMS. Appl~e5 to 100l of the "mployee.. of AMS le.."",d to PINNACLE BUILDERS, INC., ",ffective 04/01/2009 2. AddJ.tJ.on.!!l1 insur"d J.n. favor of ~ CERTIFICATE ~OLDER3. In~ured i~ ~fforded Workers Compensation & Employers liabilJ.ty as a co-employer under the polley for employees leesed from AMS. o q - ~,JI5! CI"RTIFICATE HOL.1'>.... I I ADDmONAL INSURED; INSURER LETTeR: .. . SHOULD AIN OF Tttf ABOVE DESCRlBED POLICIES BE CAtlCEllED 6HoRE THE EXPIRATION DATE THEREOF. THE ISSUING IHSUII.ER V\IIU ENDEAVOR 10 MAil 3.Q.. DAYS WRITTEN COLLIER COUNTY BOARD OF COUNTY COMMISSIO~~RS NOTICE TO THE CERTIFICATE HOLI)ER. NAMED To THE LEFT. BUT FAILURE TO DO SO SKAll 3301 W. 'fAMIAMI TRAIL ~ NAPLES, FL 3~1l26917 I"POSE HO OPLlGATION OR LIABILITY OF AN't KIND UPON THE IHSURER. rTS AGENTSOR REPR'~'.TATIVl'<< AtJTHORIl(O REfiRE SE HTATIVE ~-''''~ ((. ACORD 25-8 (7/97) Cl ACORD CORPORATION 1988 08/19/2009 14:21 FAX 2399366610 PINNACLE BUILDERS INC 16 O~2/002 1 8/10/2009 11:51 AM FROM: Fax AMS Staff Leasing TO: 12399366610 PAGE: 002 OF 002 CERTIFICA TE OF LIABILITY INSURANCE CorttOcRt" Number: AC09-13700068-818226 EMPLOYEE ROSTER Attached roster Includes employees paid through 08/0212009. To verify employee's who may have been added since 08/0212009, please call 1-800-728-0623. . Please note employee roster for this client is updllted on a WEEKLY basis. EmDlovee List: ADAMS, DAVID M. BIRR, ALLAN R. BIRR, RA YMOl\D A CaSHER, DAVE w. LAURICELLA, DONNA Thompson, Peter 8fl OflOO ~ Pll8e 1 of I 16 03 ~ ACORD".. CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 8/11/2009 PRODUCER Phone: 239-936-5622 Fax: 239-936-8288 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Lutgert Insurance -Ft Myers ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 5248 Red Cedar Dr. Ste 103 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Fort Myers FL 33907 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURERA:Auto-Owners Insurance Inc 18988 Pinnacle Builders, Inc. INSURER B: 1939 Park Meadows Dr, Unit #2 Fort Myers FL 33907 INSURER c: INSURER D: ~- INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. I~i: r..~~~ POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS ~NERAL LIABILITY EACH OCCURRENCE $ I---- 5MMERCIAL GENERAL LIABILITY ~~~~~~S lEa occurencel $ I---- CLAIMS MADE D OCCUR MED EXP (Anyone person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ --~---- , GEN'L AGGREGATE LIMIT APPLIES PER: I PRODUCTS - COMP/OP AGG $ I n POLlcyh ~~,9;: n LOC I A ~TOMOBILE LIABILITY 4758472700 4/1/2009 4/1/2010 COMBINED SINGLE LIMIT ANY AUTO (Ea accident) $1,000,000 f--- f--- ALL OWNED AUTOS BODILY INJURY $ JL SCHEDULED AUTOS (Per person) JL HIRED AUTOS BODILY INJURY $ JL NON-OWNED AUTOS (Per accident) f-- PROPERTY DAMAGE $ (Per accident) RRAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ OESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR D ClAIMS MADE AGGREGATE $ $ R DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND I T~~nfJI~S I IO,J,tt- EMPLOYERS' LIABILITY I ANY PROPRIETOR/PARTNER/EXECUTIVE i E.L. EACH ACCIDENT $ OFFICERlMEMBER EXCLUDED? I E.L. DISEASE - EA EMPLOYEE $ If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT ' $ OTHER I I DESCRIPTION OF OPERATIONS/ LOCATIONS /VEHICLES/ EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS uYJ ___~;Jt$ CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED , ,. BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER Coll~er County Board of County Comm~ss~oners WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE 3301 Tamiami Trail East CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO Naples FL 34112 SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIV ACORD 25 (2001108) . 1603 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed, A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) 16D3 f;;..~ A G R E E MEN T 09-5248 for General Contractors for Rehabilitation of Residential Structures for Nei~hborhood Stabilization Pro~ram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Kraft Construction Company, Inc., authorized to do business in the State of Florida, whose business address is 3520 Kraft Road, Naples, Florida 34105 (hereinafter referred to as the "Contractor"). WIT N E 5 SET H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Kraft Construction Company, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 16D3 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: F. Fred Pezeshkan Kraft Construction Company, Inc. 3250 Kraft Road Naples, Florida 34105 Telephone: 239-643-6000 Facsimile: 239-643-4131 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- such permits issued by the County shall be processed internally by the caunJc9nXl3is not I responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 1603 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, ~t~utQe~ior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 16 D3 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- J.(>D3 Owner and Contractor recognize that since time is of the essence for any \A'ork under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damagE!s, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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 IOf value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 1603 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS ATTEST:. ......... COLLIER <a CTY, FLOR21DA Dwi t E. Brock, . .k,of Courts _ ,"" ~ ~ ~~'" ; '"A--_._..., J ,,4 t -1 V rrr~ f, ""." .:::. By: , Dated: ~.. '~.;.~.'::. ",:,' Donna Fiala, Chairman : ,'i": - .., . "........ . ~1~:1\.',..n~ , 'a~ 0Il.1.~<.':(,;' Kraft Construction Company, Inc. , '/ . . .j , ',/. ;,~' Contractor <=~ \ ~ . By: ) \..N\.. Signature ~~" ~\\\" ~ k....r\\", W...\b.... Typ rint Witness Name Typed Signature ~i 6"'~ ~,^;,,- \I.r? ~...."'~ SI2.t>, Sec nd Witness Title A1Q y~ G'c!t<J<> ./s Type Print Witness Name Approved as to form and ler;:.trrt A~L I~# It.O? \)~ County Attorney ~~:da !h5>ttl>' :5 ~ iT R -reA { L Dat~ i{ I ~,~ Print Name ~ Page -9- lJeputy ~ - EXHIBIT A 1603 ,. Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 1003 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- ACORD~ CERTIFICATE OF LIABILITY INSURANCE OP 10 GC DATE (MM/DDIYYYY) KRAFT-1 08 26 09 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Rooney Insurance Agency, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 5601 S. 122nd E. Ave. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Tulsa OK 74146 Phone: 918-582-0565 Fax:918-878-3388 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Old. Republic: General In8 Corp INSURER B: Bver..t Indemni ty In8urance Co Kraft Construction Company INSURER c: 3520 Kraft Road INSURER 0: Naples FL 34105 INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR N5R[ TYPE OF INSURANCE POLICY NUMBER ~<i,;!~1.;~J'rf>>XE Pgk~CEY{ij~h~,AAN LIMITS GENERAL LIABILITY EACH OCCURRENCE $2,000,000 - A ~ OMMERCIAL GENERAL LIABILITY A2CG41040907 06/01/09 06/01/10 PREMISES (Ea occurence) $ 100,000 - CLAIMS MADE ~ OCCUR MED EXP (Anyone person) $ 5,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COM PlOP AGG $4,000,000 I POLICY !xl ~~gT n LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT - $1,000,000 A ~ ANY AUTO A2CA41040907 06/01/09 06/01/10 (Ea accident) ALL OWNED AUTOS BODILY INJURY - $ ~ SCHEDULED AUTOS (Per person) ~ HIRED AUTOS BODILY INJURY $ ~ NON-OWNED AUTOS (Per accident) -- PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ =1 ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $10,000,000 B :!J OCCUR D CLAIMS MADE 7lCHOOO043-091 06/01/09 06/01/10 AGGREGATE $10,000,000 $ =1 DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND I TORY LIMITS I IU~~- A EMPLOYERS' LIABILITY A2DW41040906 06/01/09 06/01/10 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $1,000,000 If yes. describe under $1,000,000 SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Re: Collier County Contract #09-5248 for Rehab of Residential Structures for Neighborhood Stabilization Program / Additional Insured Endorsement included in favor of Collier County Board of County Commissioners with respects to General Liability as required by executed contract. CERTIFICATE HOLDER CANCELLATION COLLIER SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN The Board of Co. Commissioners NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL of Collier County, Florida IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Admin Services Div-Purchasing 3301 Tamiami Trail East Naples FL 34112 ACORD 25 (2001/08) @ACORD CORPORATION 1988 MEMORANDUM 1603 DA TE: September 18, 2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248 Contractors: R.G Harris, Surety Const., Tamiami Builders, The Triad Group and WM Varian Enclosed, please find five (5) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15,2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-7240. Thank you, Enclosures ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 1~':- "" f'j 'ei","" p;" P"}A~~ ~~~,~~,(C~g~~!'~m~~~~~~~'?o~~~2~~~~!'~~'~~~~~!'~~Md ,,,".._ D J' documents are to be forwarded to the Board Office only after the Board has taken action on the item.) ROUTING SLIP Complete routing lines # I through #4 as appropriate for additional signatures, dates, and/or information needed. If the document is already complete with the exce tion of the Chairman's signature, draw a line throu h routing lines #1 throu h #4, complete the checklist, and forward to Executive Mana er on (line #5). Route to Addressee(s) Office Initials Date (List in routin order) 1. Executive Manager Board of County Commissioners IA.N {l.\l -r elf e c '-- 2. Minutes and Records Clerk of Court's Office PRIMARY CONTACT INFORMATION (The primary contact is the holder ofthe original document pending BCC approval. 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 need to contact staff for additional or missing information. All original ature are to be delivered to the BCC office onl after the BCC has acted to a rove the item.) Phone Number Agenda Item Number Number of Original Documents Attached ~ Number of Original Documents Attached Number of Original Documents Attached Number of Original Documents Attached Number of Original ~ Documents Attached INSTRUCTIONS & CHECKLIST Initial the Yes column or mark "N! A" in the Not Applicable column, whichever is Yes N! A (Not a ro riate. (Initial) Applicable) 1. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman, with the exception of most letters, must be reviewed and signed by the Office of the County Attorney. This includes signature pages from ordinances, resolutions, etc. signed by the County Attorney's Office and signature pages from contracts, agreements, etc. that have been fully executed by all parties except the BCC Chairman and Clerk to the Board and ossibly State Officials.) 2. All handwritten strike-through and revisions have been initialed by the County Attorney's Office and all other arties exce t the BCC Chairman and the Clerk to the Board 3. The Chairman's signature line date has been entered as the date ofBCC approval of the document or the final negotiated contract date whichever is a licable. 4. "Sign here" tabs are placed on the appropriate pages indicating where the Chairman's si nature and initials are required. 5. In most cases (some contracts are an exception), the original document and this routing slip should be provided to the Executive Mgr. in the BCC office within 24 hours of BCC approval. 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! 6. The document was approved by the BCC on I (enter date) and all changes made during the meeting have been incorporat in the attached document. The Count Attorne 's Office has reviewed the chan es, if a Iicable. I. Forms! County FomlS! BCC Forms! Original Documents Routing Slip WWS Original 9.03.04, Revised 1.26.05, Revised 2.24.05 A G R E E MEN T 09-5248 for 16 [J3 General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Tamiami Builders, Inc., authorized to do business in the State of Florida, whose business address is 3500 Radio Road, Naples, Florida 34104 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Tamiami Builders, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- . 1603 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: William L. Jones, President Tamiami Builders, Inc. 3500 Radio Road Naples, Florida 34104 Telephone: 239-643-5100 Facsimile: 239-643-0559 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- ;'6D3 such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acqwring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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 dun ng the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION: Should the Contractor be found to have failed to perform his servb3s in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- Current, valid insurance policies meeting the requirement herein identified shall be !a2aQ;3 by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 1603 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- C. Contractor shall not disturb any benchmark established by the Owner with res~c~toQ~ Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 16 D3 .' Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- the Contractor to comply with the laws referenced herein shall consmute a brea!h ~f Q3' agreement and the County shall have the discretion to unilaterally terminate this agreement immediately. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS A TTES:r' . t" COLLIER CO TY, FLORIDA Dwi '.~: Br6?k,'~! k of Courts J~ ~;Y By: ~ Da~:. . ..... 47 {i? liA Donna Fiala, Chairman A~lt~~'~t:Ib.. rn.... , Il...tllr't .,. ~ Jj (lAW] [; ~ By: First Witness U ~~\r-L~ ~. JuYl~S - W lL_l... , p.. ""'- L Jo "l~ s Type/Print Witness Name Typed Signature l~~~S; ~~,t~ VIL.~ \{:)a\ T Second Witness Title 'rZA P.. eA\ S, t-'\ 0 d L Type/Print Witness Name Approved as to form and , legal sufficiency: Item # .~~ ~:da ~tt1 Assistant County Attorney ~~ Cd leen 6reeJ1JL- Print Name Page -9- -...... EXHIBIT A 1603 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 16D3 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- Received Aug 17 2009 03:55pm 16 D3 ACOR~M CERTIFICATE OF LIABILITY INSURANCE I DATE (MMIDD/YYYY) 8/17/2009 PRODUCER Phone: 888-262-2239 Fax: 239-262-7379 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Brown & Brown of Florida Inc ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 999 Vanderbilt Beach Road, #507 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples FL 34108-3507 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURERA:Auto Owners Ins. Co. Tamiami Builders, Inc INSURERB: FCCI Insurance Comnanv & Mr. Metal 3500 Radio Road INSURER C: Naples FL 34104 INSURER D: INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. I~i~ ~~~ POliCY NUMBER POliCY EFFECTIVE POliCY EXPIRATION LIMITS A X GENERAL liABiliTY 20682900 8/2/2009 8/2/2010 EACH OCCURRENCE $1000000 f-- ~~~~S lEa occurence) X COMMERCIAL GENERAL LIABILITY $300000 l CLAIMS MADE [x:J OCCUR MED EXP (Any om person) $10000 PERSONAL & ADV INJURY $1000000 f-- GENERAL AGGREGATE $2000000 f-- GEN'LAGGRE~E liMIT A?lS PER: PRODUCTS - COM PlOP AGG $2000000 n PRO- POLICY X JECT LOC A X AUTOMOBILE LIABiliTY 9634430301 8/2/2009 8/2/2010 COMBINED SINGLE LIMIT f-- (Ea accident) $500000 eX- ANY AUTO ALLOWNEDAUTOS BODILY INJURY - (Per person) $ SCHEDULEDAUTOS - -- HIRED AUTOS BODILY INJURY (Per accident) $ NON.QWNED AUTOS - - PROPERTY DAMAGE $ (Per accident) GARAGE liABILITY AUTO ONL Y - EA ACCIDENT $ =l ANY AUTO OTHER THAN EAACC $ AUTO ONLY: AGG $ A X fJESS/UMBRELLA liABILITY 9634430302 8/2/2009 8/2/2010 EACH OCCURRENCE $1000000 X OCCUR 0 CLAIMS MADE AGGREGATE $1000000 $ 8 DEDUCTIBLE $ X RETENTION $10000 $ B WORKERS COMPENSATION AND 0001WC08A00754 1/1/2009 1/1/2010 X I T"X~~TfJ;~;, I jOlJil- EMPLOYERS' liABILITY E.L. EACH ACCIDENT $500 000 ANY PROPRIETORlP ARfNERlEXECUTI VE om CERlMEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $500,000 ~p~'i;~~~~~IS~NS beklw E.L. DISEASE - POLICY liMIT $500.noo OTHER DESCRIPTION OFOPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS 3eneral Contractor ertificate Holder is included as Additional Insured with respect to General liability only per Form ~ 55373 (01-07) lanket Additional Insured, including Ongoing and Products & Completed Operations. Coverage is Primary and Non ontributory. *45 days notice of cancellation for Workers Compensation except 10 days for non-payment of premium*** 3eneral Liability, Commercial Automobile and Workers Compensation are all included on underlying schedule for Umbrella olicy. CERTIFICATE HOLDER CANCELLATION" n SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Collier County BOCC BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL *10 DAYS WRITTEN NOTICE TO THE 3301 Tamiami Trail East CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO Naples FL 34112 SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ;~{l,~~~~~.... Ifyt:.~" ,~<~~:~'.-,.... ACORD 25 (2001/08) @ACORD CORPORATION 1988 Received Aug 17 2009 03:56pm 16 D3 IMPORT ANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001/08) Received Aug 17 2009 03:57pm 16-0 3 COMMERCIAL GENERAL LIABILITY 55373 (1-07) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULL Y. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM. A. Under SECTION II - WHO IS AN INSURED, the This insurance is primary for the Additional following is added: Insured, but only with respect to liability aris- ing out of "your work" for that Additional In- A person or organization is an Additional Insured, sured by or for you. Other insurance avail- only with respect to liability arising out of "your able to the Additional Insured will apply as work" for that Additional Insured by or for you: excess insurance and not contribute as pri- mary insurance to the insurance provided by 1. If required in a written contract or agreement; this endorsement. or 2. The following provision is added: 2. If required by an oral contract or agreement only if a Certificate of Insurance was issued other Additional Insured Coverage Issued By prior to the loss indicating that the person or Us organization was an Additional Insured. If this policy provides coverage for the same B. Under SECTION III - LIMITS OF INSURANCE, the loss to any Additional Insured specifically following is added: shown as an Additional Insured in another endorsement to this policy, our maximum limit The limits of liability for the Additional Insured are of insurance under this endorsement and any those specified in the written contract or agree- other endorsement shall not exceed the limit ment between the insured and the owner, lessee of insurance in the written contract or agree- or contractor or those specified in the Certificate ment between the insured and the owner, les- of Insurance, if an oral contract or agreement, not see or contractor, or the limits provided in this to exceed the limits provided in this policy. These policy, whichever is less. Our maximum limit limits are inclusive of and not in addition to the of insurance arising out of an "occurrence", limits of insurance shown in the Declarations. shall not exceed the limit of insurance shown in the Declarations, regardless of the number C. SECTION IV - COMMERCIAL GENERAL LIABILITY of insureds or Additional Insureds. CONDITIONS, is amended as follows: All other policy terms and conditions apply. 1. The following provision is added to 4. Other Insurance: Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 1984, 2003, Page 1 of 1 A G R E E MEN T 09-5248 16 0' ~ - for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Wm. J. Varian Construction Company, Inc., authorized to do business in the State of Florida, whose business address is 880 - 23rd Street SW, Naples, Florida 34117-4316 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Wm. J. Varian Construction Company, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- sought within seven (7) working days. A purchase order will be awarded to the lowest, lQnDe3 ahd responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: William J. Varian, President Wm. J. Varian Construction Company, Inc. 880 - 23rd Street SW Naples, Florida 34117-4316 Telephone: 239-514-0103 Facsimile: 239-514-0556 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- such permits issued by the County shail be processed internaily by the County. Co ntra!t9is Oo? responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 1603 Current, valid insurance policies meeting the requirement herein identified shall be mclintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punch list items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, withO!t ~e PJ . consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- \ C. Contractor shall not disturb any benchmark established by the Owner with respJt Q D. 3 Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 16 D3 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 16JD3 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 agl'eernent . immediately. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS VVttEREOF, the Contractor and the County, have each, respectively, by an authorized person o~~~ht~:,~nderset their hands and seals on the date and year first above written. t~. .. ; BOARD OF COUNTY COMMISSIONERS COLLIER COU J"Y, FLORIDA ~ d- By: ~, Cl \~ ~1 Donna Fiala, Chairman Dated: 1frCt.,t ( ctJ4r ~ ff"':,.M .. '1~~t..<I!'t''! (~i" Wm. J. Varian Construction Company, Inc. L.~-- By: Jont:ctor LA if'- c First Witness Signature {]4f!V' <~(~ , L: WI LL~:J V Orfl...\A.;l Type/Print Witness Name Typed Signature ~ ~l , \J 120$ tAE~ 'I )J .~~-- Second Witness Title \,4.( Ii-(L fJ 'M ~ V 14 /tf ('F! f'/ Type/Print Witness Name Approved as to form and legal sufficiency: ~~ Assistant County Attorney Colleen 6reenJ2- Print Name Page -9- EXHIBIT A 16 D3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.G. Kogh Construction Page-10- EXHIBIT B 16D3 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- Client#: 52660 WILVA ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE(M D 8/10/2009 PRDOUCEl THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Gulfshore Insurance, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 4100 Goodlette Road North ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples, FL 34103 -3303 239261-3646 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Cincinnati Insurance Company William J. Varian Construction, Inc. INSURER B: 880 23rd Street SW INSURER C: Naples, FL 34117 INSURER D: INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TYPE OF INSURANCE POLICY NUMBER ~ICY EFFECTIVE POLICY EXPIRATION LIMITS L TR INSRI A GENERAL LIABILITY CPP0891577 03/11/09 03/11/10 EACH OCCURRENCE $1 000.000 I-- DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY $500 000 - :J CLAIMS MADE [!] OCCUR - MED EXP (Anyone person) $10 000 PERSONAL & ADV INJURY $1 000.000 GENERAL AGGREGATE $2 000 000 GEN'L AGGREGATE LIMIT APnS PER: PRODUCTS - COMP/OP AGG $2 000,000 I .nPRG- POLICY JECT LOC A AUTOMOBILE LIABILITY CPP0891577 03/11/09 03/11/10 COMBINED SINGLE LIMIT - $1,000,000 !- ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY - $ SCHEDULED AUTOS (Per person) - X HIRED AUTOS BODILY INJURY - $ ~ NON-OWNED AUTOS (Per accident) X Drive Other Car PROPERTY DAMAGE (Per accident) $ ~GE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ :=5ESSIUMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR D CLAIMS MADE AGGREGATE $ $ =1 DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND I WC S:r~:.~;,1 IOJ~- EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $ ~~~';;I~':JV:~1oNS below E.L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Re: Contract #09-5248 Certificate Holder is Named as Additional Insured As Respects to General Liability Only as stated in GA233 02/07 attached. CERTIFICATE HOLDER CANCELLATION iaHouLD ANY OF THE AIBOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of County DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ---3L DAYS WRITTEN Commissioners NoncE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL 3301 East Tamiami Trail IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Naples, FL 34112 REPRESENTATIVES. AU10RlZED REPRESEfX'TlVE LA -~.... .~, ~1u.iJ ACORD 25 (2001/08) 1 of2 #S372512/M351991 CAH @ ACORD CORPORATION 1988 160' ~ . IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-8 (2001/08) 2 of2 #S3725121M351991 Gevity 8/10/2009 9:48 AM PAGE 2/002 Fax Server 1603 Certifical. of InlUranc. Thll ClII'IIflaH 1111&I1Id .. 8 m.a.. d Infcrm~on only .,d conf..1 no r1.-,lIupon th. Cer1IflGlIl. Hald.. ThII CltItlnGlll. doeI nat 8IIIend. ..,d. or lilt. the GCIlI.8118 8frarded by th. pcildu dua1bed h.eln, N.mec:lIMurlld(I): TriNet HR Corporation Gevity HR, I no and III its amliate' & sublidiarle'* William J Varian Construction Ino (Endortld as alternatl employer) InlUr. Affordin.. COV"'''I COMMERCE AND INDUSTRY INSURANCE COMPANY (A) 9000 Town Cert.r Parkway Braderton, FL 34202 Cov...a..: Th. palldu d lnlllr.,celllled below h.,. b.... IlILIed 10 th81nlllred n1med mor. for th. pollcr p8I1od IndlClllIld. NUwlthlll.,dlnll eny requlr."ent. l.-m or condition d .,y conlr8Cl or ~. docum.,t \\1111 r8lp8d to whldlth. CertlflClll. m. b.ll&led or m-r plll1llln. th.lnlllrenCll8frarded by the pcild. ducrlbed h.eln IllIIbled to 11I1 the terml. udullonl A"ld condltlonl d IIIdl palld... Agweglll.llmllllhown m-r h.,. b.... reduCled by p81d dlllm.. Typ. of Effectiv. Expiralion Limill InlUranc. Inlu"", Policy Numb. SIll. DaI. D.I. iii WC Sllllutary Umlll A 023259191 FL 07-01.2009 07-01.2010 Employ.... Li.bility Worklra' Comp.naalion Bodily Injury By Accldel1 $2,000,000 Each Accldel1 Bodily Injury By 01... $2,000,000 Polley Umlt Bodily Injury By 01l8a. $2,000,000 Each PeI'lOfl OIh....: CIi.nt Numb., 13271 Re: Contract #O~-5~.8 Th.IIbav. r....,Cled wak.I' oamp.,lIIIllon palld. prwld.lIllIIutory b.,eIIl1 only 10 th. ."plcw- dth. N8med Inlllr8d{l} on IUdl palld.. nat to the ."pICW- d .,y oIh. emplCW.. -O.,lty HR,Inc; Owlty HR, LP; OwII1 HR II, LP; Oevtty HRIII, LP; O.,1ty HR IV. LP; Oevtty HRV. LP; Owlty HRVI. LP; Oevtty HRVII, LP; O.,1ty HRVIII. LP; Owlty HR lX. LP; Oevtty HR X. LP; O8vIty HR XI. LLC; O8vIty HR XII Corp.; 0eY1ty XIV. LLC C.nc.llation: Should any d the above dIIlCrIb8d poIlcl8l be cancelled blf0r8 the 8J(p1ratlan date thel8Clf. the Il1II.ll8f lItfordlng COVenlgEl wlll Elndeavorto mall a daYI wrtten ndlc8 to the celtrlcate holder named hel8ln. ~ failure to mallluch ndlce Ihallln,:lOl8 no obllgatlon or liability d any kind upon the Inluref af'rorUlng COVEl18g8, .. agentl or reprHel1atlve8. C.rtificat. Hold.r: Board of County Commistioners MIl.., 5...- """"'_, 1",. ADM RIIIl kwlHe NartIIHIIl, Inll. 3301 Tamiami Tn E A&jhor1zl1d R......If1I.live of ADN Rilk SlI'Vic.. Naples, FL 34112 (HI) 443-14811 08/10/200' Phan. DIll. lIlII ed 1603 A G R E E MEN T 09-5248 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Sta~lIIzation Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and The Triad Group, Inc., authorized to do business in the State of Florida, whose business address is 17568 Rockefeller Circle, Suite 3, Fort Myers, Florida 33967 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. The Triad Group, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm. in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 1603 I'.' sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Marla J. Peters, Vice President The Triad Group, Inc. 17568 Rockefeller Circle, Suite 3 Fort Myers, Florida 33967 Telephone: 239-267-1212 Facsimile: 239-267-1146 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 1'603' . such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for pennits issued by Collier County, but is responsible for acquiring all pennits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring pennits. All penn its, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which are applicable during the perfonnance of the Work. 7. NO IMPROPER USE: The Contractor will not use, nor suffer or pennit 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 govemmental 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately for cause; further the County may tenninate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non- perfonnance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabili~: 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' ComDensation: 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 $500,000 for each accident. SDecial Reauirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 16D3 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration dat~. There ~ha" .be a thirty (~O) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICA nON: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, OWner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIM~ EXTENSIONS. f6Dl A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences. and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics. quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption. interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever. including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided. however, the granting of any such time extension shall not be a condition precedent to the aforementioned MNo Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner. and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer. employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. CO,PLlANCE WlT,,* LAWS. Contractor agrees to comply, at its own expense. with all federal, state and local laws. codes. statutes, ordinances, rules. regulations and requirements applicable to the Project. including but not limited to those dealing with taxation. workers' compensation, equal employment and safety (including. but not limited to, the Trench Safety Act. Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith it shall promptly notify Owner in writing. ' 18. 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 and ready for occupancy by Owner. Page -5- 1603 19. ASSIGNMENT. Contractor shall not assign this Agreement or any P8:rt the~eof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to OWner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 OWner is entitled as a matter of law. 21. 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. 22. 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 OWner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 16 D3 ~"lf c. Contractor shall not disturb any benchmark established by the Owner with res~ to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor IS legally liable disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Own~r shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. ~ERGENCIES. In the event of any em-:rgency a~ecting the safety or protection. of persons .or the Work or property at the Project site or adjacent thereto, Contractor, without speCIal instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it othelWise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, OWner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. OWner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if OWner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Daten shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within fIVe (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is n~t finally completed within the ~i~e specified in the Request for Quotation. Should Contractor fall to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any QuotationlPurchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 16D3 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. 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. OFFER EXTENpED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS . ,( f COLLIER COU I FLORIDA By: ~ ~~ Dated: The Triad Group, Inc. Contractor ~~ ~~~ BY:o/./k'~~ F itness Signature r< f-\ rl c.. '1 <C. ~o ~Y\S /J1A:eLA /J~t2;L..:s TypelPrint Witness Name Typed Signature ~A~~~ W v/D Secon Witness Title KK:\:~ ~ L-\ \-J\ Type/Print itness Name Approved as to form and legal sufficiency: ~~ Assistant County Attorney CD/leen (SyefJ1J- Print Name Page -9- EXHIBIT A 16n3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page-10- EXHIBIT B 1603 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this CertifICate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- ~~. CERTIFICATE OF LIABILITY INSURANCE PRODUCER ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Risk Management Insurance HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR P.O. Box 6187 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Fort Myers FL 33911-6187 Phone: 239-278-3939 INSURERS AFFORDING COVERAGE NAIC# INSURED INS~R A:. ~CCI Insurance Company INSURER B' The Triad Group, Inc. INSURER c: DMI Inc. 175~8 Rockefe11er Circ1e SE INSURER D: Fort Myers FL 33912 iNSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REOUIREMENT, 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LlR NSRI: TYPE OF INSURANCE POLICY NUMBER OA'j!g(MMlDDNYYY) Ib~\i:IC{M~~ LIMITS GENERAL LIABILITY EACH OCCURRENCE $1,000,000 - A X X COMMERCIAL GENERAl LIABILITY GLOO027566 04/26/09 04/26/10 u"'.....",,,= $ 100,000 PREMISES (Ea occurence) I CLAIMS MADE ~ OCCUR MED EXP (Anyone person) $5,000 PERSONAL & I'DV INJURY $1,000,000 GENERAl AGGREGATE $ 2 ,000,000 - GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 I POLICY n j~g;. n LOC AlITOMOBILE LIABILITY COMBINED SINGLE LIMIT - $1,000,000 A X ANY AUTO CAOO045216 04/26/09 04/26/10 (Ea accident) - ALL OWNED AUTOS BODILY INJURY - $ SCHEDULED AUTOS (Per person) - HIRED AUTOS BODILY INJURY - $ NON-OWNED AUTOS (Per accident) - - PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ R ANY AUTO OTHER THAN EA ACC $ AUTO ONL Y: AGG $ EXCESS / UMBRELLA LIABILITY EACH OCCURRENCE $ 1,000,000 A [J OCCUR o CLAIMS MADE UMBOO053233 04/26/09 04/26/10 AGGREGATE $1,000,000 $ R DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION X ITORY LIMITS' IUJ:t AND EMPLOYERS' LIASILITY Y/N A ANY PROPRIETORIPARTNERlEXECUTIVE D 001-WC08A-59965 06/01/09 06/01/10 E.L. EACH ACCIDENT $ 500000 OFFICERlMEMBER EXCLUDED? (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ 500000 If yes, describe under SPECiAL PROViSiONS below E.L. DISEASE - POLICY LIMIT $ 500000 OTHER DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Co11ier County Board of County Commissioners as an additiona1 insured in regards to genera1 1iabi1ity. *10 days notice of cance11ation for non-payment - Contract #09-5248 "Genera1 Contractors for Rehabi1itation of Residentia1 structures for Neighborhood Stabi1ization Program" Fax: 267-1146 CERTIFICATE HOLDER CANCELLATION SHOULD AN( OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION COLLIER DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL *30 DAYS WRITTEN C011ier County Board of County NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BlIT FAILURE TO DO SO SHALL Commissioners IMPOSE NO OBLIGATION OR LIABILITY OF ANY KINO UPON THE INSURER, ITS AGENTS OR Purchasing Dept. 3001 East Tamiami Trai1 REPRESENTATIVES. Naples FL 34112 A p SENTATIVE ACORD 25 (2009/01) c 1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD A G R E E MEN T 09-5248 1603 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and R. G Harris Construction Corp., authorized to do business in the State of Florida, whose business address is P. O. Box 1147, Marco Island, Florida 34146 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. R. G. Harris Construction Corp. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- sought within seven (7) working days. A purchase order will be awarded to the lowest, 1AJlJ~ and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Raymond G. Harris, President R. G. Harris Construction Corp. P. O. Box 1147 Marco Island, Florida 34146 Telephone: 239-354-4440 Facsimile: 239-354-4439 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 160 such permits issued by the County shall be processed internally by the County. Contractor is n Jt responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents:o applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. Contractor shall pay all sales, consumer, use and other similar taxes associated with the Work or portions thereof, which al.e applicable during the performance of the Work. 7. 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 regulatio1, 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 nOI1- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to ra09, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: Coverage shall have minimum limits of $1,000,000 Pl3r Occurrence, Combined Single Limit 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 Liabilitv: Coverage shall have minimum limits of $1,000,000 Pl3r Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include Owned Vehicles, Hired and Non-Owned Vehicles and Employee NOIl- 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 1605 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. , Time is of the essence in the performance of any Work under this Agreement Jd~oOZr . A. shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- J I . ~; 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, withlt i 003 consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 1603 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punch list of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- j003 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRA TION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- ~1 fJ 0 3 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. , (\ , BOARD OF COUNTY COMMISSIONERS COLLIER C~:20Rd _ By. By: ~ 31l.cg.{@ Donna Fiala, Chairman Dated: ". ',l'.:, < ~et.u~ '&~'~r..",.,!'l'i- . a 1 "J:'U~, 'f"" ,)*! l " ~1~R~~ First Witness ignature ~rl~~~ .~ Boll~AiatjL llMC>vd ~.-rtt>~R,\S Type/Print Witness Name Typed Signature &~ ~(j1')1AKfn/~- ~eG. Second Witness Title ....-' C!.,. Ma 1-- !-I A 01 (Yl 0 tJ D Type/Print Witness Name Approved as to form and legal sufficiency: Item # \ ~ \)~ (')lJf!J!J!I!i{_)r'~, I:JlL171~ Agenda ~~ Assistant County Attorney Date (uf I t>{n fn . (;re-e r1 k:.. Print Name Page -9- EXHIBIT A 16 > t~' Alternate Firms 'D3 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 16D3' CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By:1<A"iW"\O~d.~. K-&~?-l<> .~e...~. \ Type Name and Title ' OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- AUG-19-2009 01:31P FROM:R G HARRIS CONSTRGHC 2393544439 TO: 2526593 :Ire D 3 ["rom: vulIsnore ulllurance, lfiC. 10: NlY nanus rtJ.gc; ~IJ .LJ'i:lLCi u/.LVj.l..VV7 Mr.-r\,f,.-' .ll.l. CIIAnt#. 55443 RGHAR ACORD", CERTIFICATE OF LIABILITY INSURANCE I DATE (MWDDIYYYY) 8/18/2009 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMA110N Gulfshore Insurance, Inc. ONL V AND CONFERS NO RIGHTS UPON THE CERTtFICATE 4100 Goodlette Road N HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POUCIES BELOW. Naples, FL 34103 -3303 239 261-3646 INSURER.S AFFORDING COVERAGE NAle. INSURED INSURER A. Amerisure Insurance Comoanv /qqgi, R G Harris Construction Corp. INSURER ll: PO Box 1147 INSURER C: Marco Island, FL 34148 INSURER D: INSURER E. COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICAiED. NOTWITHSTANDING ArN REQUIREMENT. lERM OR CONDITION OF AN'( CONTRACT OR OTHER DOCUMENT WITH RESPECT TO W}.IICH 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 POUCIES. AGGREGAlE LIMrrs SHOWN MAY HAVE BEEN REDUCED BY PAID ClAIMS. 1m = TYPEOFINSUllANCE POUCYNUMDIlR ~~=~ P~ LIMITS A ~NERAL UABILITY GL2025319 11/01/08 11/01109 EACH OCCURRENCE $1 000 000 x. =rAERCIAL GENERJIL llABll.1lY 0AWIf*' ~~REN~r.2..,ml $500 000 - CLAIMS MADF. [j] OCCUR MfD EXP (Anv ..... fl6rtll1n) $10000 PERSONAL & AOV INJURY $1.000000 GENERAL AGGREGATE $2 000 000 ~~ AGGRCnE::6T APriPER PROOlIC-rS . COMPJOP Aoo $2.000 000 POll CY JECT toe A. ~MOBILE L1AllUIY CA2025933 11/01/08 11/01/09 COMBINED SINGLE UMiT ANY AUTO (E.s nocldDnll $1,000,000 - - ALL OWNW ALlTOS BODilY INJURY (PR- p"",oo) $ - SCHEOUlED AUTOS !... HIRED AUTOS BODILY INJURY $ !... NON-O'M/rn AlITOS IP...w:dtlOl1I) PROPERTY DAMAGE $ (Per acddent) ~RAGE UABUTV AlITO ONLY.. EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONI_Y ArlO is :5~SSJUMBRElLA LIABIUTY EACH OCCURRENCE $ OCC~ 0 CLAIMS fAAOf:' AGGREGATE S $ 1 DEDUCTIBLE: $ RETENTION $ G A WORKERS COMPENSA11ON AND WC2025320 11/01/08 1 tlO1109 X I we ~rrATU..1 10m- EMPLOYERS'lIAllILITY $1.000000 ANV PRDPRIETOR/PARrNl:RlEXECUTIVE EL EACH ACCIDENT OffiCER/MEMBER F..xeI.UDED? EL, DISEASE - Ell EMPlOYEE 51.000 000 ~~Mt~Jl~g'Ns ~olaN E.l, DISEASE .. POLICY 1I1AIT $1.000000 OTHER DeSCRIPTION OF OPERATION8/ ~OCA:T10NB / VEHlC~EII/ eXCLU810NII ADDED BY ENDOIUIEMENT J SPECIAL PROVIIlIONB Certificate Holder Is Named 9S AddItional Insured on a primary basis as respects to General Liability Only as needed by contract, per form CG1048 0304. t') tJ -5";) tj-<{ CERTIFICATE HOLDER CANCELLATION 10 Oavsfor Non-pavment SHOUlD ANY OF THE ABOVE DE 5CRIlIED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAL --10- DAYS WRITTBi Com missioners NOTICE TO THE CER~TE HOlVER NAMED TO THe LEFT, BUT FAJ.IJRE TO 00 GO SHALL 2800 N. Horseshoe Drive IMpOSE NO OoBUGATIOII OR UABIUTV OF IUS'f KIND UPON THE" INSURER, ITS AGENTS OR Naples, FL 34104 REPRESENTATIVEs.. J;::.:;ESE~~LA~ tI~aJuv ACORD 25 (2001/08) 1 of 2 #S374400/M343883 EMM @ ACORD CORPORATION 1988 AUG-19-2009 01:32P FROM:R G HARRIS CONSTRGHC 2393544439 TO: 2526593 lp6 0 3 .I." LV.&.U. ......UUOUVLIl.,; .I.I."Q!..UR.U.~, &u..... ..."". ...........7 ......u......... . -eo.... -,.... -.....-. -,--,---p .. ,-.-- - -- IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the pollcy(les) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in treu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the Issuing Insurer(s), authorized representative or producer, and the certificate holder, nor does It affirmatively or negatively amend, extend or alter the coverage affortfed by the policies listed thereon. ACORD 25-5 (2001/08) 2 of2 #S314400/M343883 A G R E E MEN T 09-5248 16D3 for General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Surety Construction Company, authorized to do business in the State of Florida, whose business address is 29441 S. Tamiami Trail, Bonita Springs, Florida 34134 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: ~ 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Surety Construction Company has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- ,.; "". ~ .16D3 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsi and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Cynthia L. Floyd, Secretary Surety Construction Company 28441 S. Tamiami Trail Bonita Springs, Florida 34134 Telephone: 239-992-6030 Facsimile: 239-992-7977 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- )1603 such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 1603 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act. Jl 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punch list items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 1603 .4 15. CONTRACT TIME AND TIME EXTENSIONS. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 1603 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 1603 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- :.603 II Owner and Contractor recognize that since time is of the essence for any Vvork under this Agreement, Owner will suffer financial loss if the Work is not finally completed ilVithin the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to e:l(clude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRA TION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 1603 , the Contractor to comply with the laws referenced herein shall constitute a b 'each of this agreement and the County shall have the discretion to unilaterally terminate th s agreement immediately. 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 jurisdictiol on all such matters. 34. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS COLLIER COU Y, FLORIDA By: ~ J~ Donna Fiala, Chairman Surety Construction Company Contractor Cynt 'a Floyd T~~~int W~~s N~me ,0 I ~ II" President j/ ,!/~....t...~ .-- '"-'" ,. c~, ,:' / I' Second Witness' Title Paula Piatek Type/Print Witness Name Approved as to form and Item # J \0 \)~ legal sufficiency: C~- MiRv4/' fL_ Agenda ~OR Date Assistant County Attorney ~~1 evlle<n 6reene . .~ Print Name rk Page -9- EXHIBIT A 1603 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 16D3 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- Client#: 52233 SURC03 ACORDm CERTIFICATE OF LIABILITY INSURANCE M 8 12 " r.fI PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATI Gulfshore Insurance, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 4100 Goodlette Road North ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples, FL 34103 -3303 239 261-3646 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Amerisure Insurance Company Surety Construction Company INSURER B: 28441 Tamiami Trail S, #109 INSURER C: Bonita Springs, FL 34134-3213 INSURER D: INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. I'['T; 'Ns'fu TYPE OF INSURANCE POLICY NUMBER PJ'l-~~~:~68tW\E Pg~fJ I~~~~N LIMITS A X GENERAL LIABILITY GL2015714 12/1 0/08 12/10/09 EACH OCCURRENCE $1 000 000 I-- ~~~t~~JO RENTED X COMMERCIAL GENERAL liABiliTY $50000 I-- ~ CLAIMS MADE [Xl OCCUR MED EXP (Anyone person) $5 000 PERSONAL & ADV INJURY $1 000000 GENERAL AGGREGATE $2 000 000 4'L AGGREA LIMIT APrt PER: PRODUCTS - COMP/OP AGG $2.000 000 POLICY ~fgT LOC A ~TOMOBILE LIABILITY CA2015712 12/1 0108 12/10/09 COMBINED SINGLE liMIT X ANY AUTO (Ea accident) $1,000,000 - ALL OWNED AUTOS BODILY INJURY - $ SCHEDULED AUTOS (Per person) - X HIRED AUTOS BODILY INJURY - $ X NON-OWNED AUTOS (Per accident) - - PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ~ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ A EXCESS/UMBRELLA LIABILITY CU2015715 12/10/08 12/10/09 EACH OCCURRENCE $5.000.000 ~ OCCUR D CLAIMS MADE AGGREGATE $5.000,000 $ ~ DEDUCTIBLE $ X RETENTION $0 $ A WORKERS COMPENSATION AND WC2015716 01/01/09 01/01/10 X I WC STATU-ol 10J~- EMPLOYERS' LIABILITY $1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $1,000,000 If yes, descnbe under E.L. DISEASE - POLICY LIMIT $1,000,000 SPECIAL PROVISIONS below OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Contract #09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Collier County Board of County Commissioners is Named as Additional Insured As Respects to General Liability Only, as needed by contract per Blanket form CG7048 0304. The Umbrella extends the limits of the General Liability, Automobile Liability, and Employers Liability. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board of County DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL -3.0- DAYS WRITTEN Commissioners NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL 3301 Tamiami Trail E IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Naples, FL 34112 REPRESENTATIVES. AUTHORIZ 0 REPRESENTATIVE /?'YI' AJ ACORD 25 (2001/08) 1 of 2 #S372503/M345279 JPE @ ACORD CORPORATION 1988 lon3 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25.$ (2001/08) 2 of 2 #S372503/M345279 16D3 r) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ~. ' CONTRACTOR'S BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM All of the terms, provisions, exclusions, and limitations of the coverage form apply except as specifically stated below. SECTION II . WHO IS AN INSURED is amended to include as an insured any person or organization, called an additional insured in this endorsement: 1. Whom you are required to add as an additional insured on this policy under a written contract or agreement relating to your business; or 2. Who is named as an additional insured under this policy on a certificate of insurance. However, the written contract, agreement or certificate of insurance must require additional insured status for a time period during the term of this policy and be executed prior to the "bodily injury", "property damage", .personal injury", or "advertising injury" giving rise to a claim under this policy. If, however, .your work" was commenced under a letter of intent or work order, subject to a subsequent reduction to writing within 30 days from such commencement and with customers whose customary contracts require they be named as additional insureds, we will provide additional insured status as specified in this endorsement. 3. If the additional insured is: (a) An individual, their spouse is also an additional insured. () (b) A partnership or joint venture, members, partners, and their spouses are also additional insureds. (c) A limited liability company, members and managers are also additional insureds. (d) An organization other than a partnership, joint venture or limited liability company, executive officers and directors of the organization are also additional insureds. Stockholders are also additional insureds, but only with respect to their liability as stockholders. (e) A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. The insurance provided to the-6\dditional insured is limited as follows: 1. That person or organization is only an additional insured with respect to liability arising out of: (a) Premises you own, rent, lease, or occupy, or (b) Your ongoing operations performed for that additional insured, unless the written contract or agreement or the certificate of insurance requires .your work" coverage (or wording to the same effect) in which case the coverage provided shall extend to .your work" for that additional insured. Premises, as respects this provision, shall include common or public areas about such premises if so required in the written contract or agreement. Ongoing operations, as respects this provision, does not apply to "bodily injury" or .property damage" occurring after: ~ (1 ) All work including materials, parts or equipment furnished in connection with such work on the project (other then service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered operations has been completed; or i Includes copyrighted material of Insurance Services Office, Inc" with its permission. Copyright Insurance Services Office, Inc., 2003 CG 70 48 03 04 Page 1 of 2 I 16D3 I . . l' (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by 0 any person or organization other than another contractor or subcontractor engaged in performing , operations for a principal as a part of the same project. 2. The limits of insurance applicable to the additional insured are the least of those specified in the written contract or agreement, or in the certificate of insurance or in the Declarations for this policy. If you also carry an Umbrella policy, and the written contract or agreement or certificate of insurance requires that the additional insured status also apply to such Umbrella policy, the limits of insurance applicable to the additional insured under this policy shall be those specified in the Declarations of this policy. The limits of insurance applicable to the additional insured are inelusive of and not in addition to the limits of insurance shown in the Declarations. 3. The additional insured status provided by this endorsement does not extend beyond the expiration or termination of a premises lease or rental agreement nor beyond the term of this policy. 4. Any person or organization who is an insured under the terms of this endorsement and who is also an insured under the terms of the GENERAL LIABILITY EXTENSION ENDORSEMENT, if attached to this policy, shall have the benefit of the terms. of this endorsement if the terms of this endorsement are broader. 5. If a written contract or agreement or a 9l:lrti~cateof insurance as outlined above requires that additional insured status be provided by the use of CG 20 10 11 85, then the terms of that endorsement, which are shown below, are incorporated into this endorsement as respects such additional insured, to the extent that such terms do not restrict coverage otherwise provided by this endorsement: ADDITIONAL INSURED. OWNERS, LESSEES OR CONTRACTORS (FORM B) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. F) SCHEDULE ~ Name of Person or Organization: Blanket Where Required by Written Contract, Agreement, or Certificate of Insurance that the terms of CG 20 10 11 85 apply (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" for that insured by or for you. Copyright, Insurance Services Office, Inc., 1984 CG 20 10 11 85 The insurance provided to the additional insured does not apply to "bodily injury", "property damage", "personal injury", or "advertising injury" arising out of an architect's, engineer's, or surveyor's rendering of or failure to render any professional services including but not limited to: 1. The preparing, approving, or failing to prepare or approve maps, drawings, opinions, reports, surveys, change orders, design specifications; and 2. Supervisory, inspection, or engineering services. Any coverage provided in this endorsement is excess over any other valid and collectible insurance available to the additional insured whether primary, excess, contingent, or on any other basis unless the written contract, agreement, or certificate of insurance requires that this insurance be primary, in which case this insurance will be primary without contribution from such other insurance available to the additional insured. I Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc. 2003 Page 2 of 2 CG 70 48 03 04 MEMORANDUM 16D3 I DATE: September 25, 2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248: "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Lynn Construction of Naples, Inc. Enclosed, please find one (1) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15, 2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-8411. Thank you, Enclosures ITEM NO.: ():i -YKC -Ol3L\1 DATE RECEIVED: '/'hO FILE NO.: .lL ., 3 ~VJ. q I ?-. ?-... ~ ROUTED TO: DO NOT WRITE ABOVE THIS LINE -",".'j _.. .- --. REQUEST FOR LEGAL SERVICES "::1 Sji\~ -:f rT j ( - Date: September 16, 2009 To: Office of the County Attorney ~ Jeff Klatzkow /~ q _ ~ ~ From: Lyn M. Wood, C.P.M., Contract Specialist k qllgfo ~ Purchasing Department, Extension 2667 .. ! ~ c\-- Ir! / ~~(V ~ Re: Contract: #09-5248 "General Contractors for Reh~ilitati' n of ~ 'tjfof" Residential Structures for Neighborhood Stabilization Prog m" ~ ~ e Contractor: Lynn Construction of Naples, Inc. \ BACKGROUND OF REQUEST: This Contract was approved by the BCC on September 15, 2009, /. Agenda Item 16.0.3 ~ This item has not been previously submitted. ~ ulp~ o~~ ACTION REQUESTED: )ti~~~ Contract review and approval. OTHER COMMENTS: ~ ~S VI · Please forward to the BCC for signature after approval. If there are 1(2/1 any questions concerning the document, please contact me. Purchasing would appreciate notification when the documents exit your office. Thank you. o;/~3J~1 C: Frank Ramsey, Housing & Human Services ~ ~~~JJ ~/UltJ3 MEMORANDUM 16D _3 TO: Ray Carter Risk Management Department FROM: Lyn M. Wood, C.P.M., Contract Specialist 4 Purchasing Department ,- DATE: September 16,2009 RE: Review Insurance for Contract: #09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Lynn Construction of Naples, Inc. This Contract was approved by the BCC on September 15, 2009, Agenda Item 16.0.3 Please review the Insurance Certificates for the above referenced contract. If everything is acceptable, please forward to the County Attorney for further review and approval. Also, will you advise me when it has been forwarded. Thank you. If you have any questions, please contact me at extension 2667. ." DATE aECElVED SEP '1 2009 dod/LMW RISK MANAGEME C: Frank Ramsey, Housing & Human Services i DATE RECEIVED SEP 1 7 2009 RISK MANAGEMENl 16n~7 t ~:.'. tl.,) ...-.: mausen_g From: RaymondCarter Sent: Thursday, September 17, 2009 1 :32 PM To: LynWood Cc: mausen_g; RamseyFrank; GazgaNorberto Subject: Contract 09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" All, I have approved the Certificate(s) of Insurance provided by Lynn Construction of Naples, Inc for contract 09-5248 which will now be forwarded to the County Attorney's Office for their review. Thank you, Ray ~~ Manager Risk Finanace Office 239-252-8839 Cell 239-821-9370 1 .J[ 6 ,~ ";) www.sunbiz.org - Department of State Page ~ of"T Florida Profit Corporation LYNN CONSTRUCTION OF NAPLES, INC. Filing Information Document Number P93000087064 FEI/EIN Number 650450456 Date Filed 12/21/1993 State FL Status ACTIVE Last Event AMENDMENT Event Date Filed 06/21/1995 Event Effective Date NONE Principal Address 5534 Y AH L ST. SU ITE B NAPLES FL 34109 US Changed 04/28/2009 Mailing Address 5534 YAHL ST. SUITE B NAPLES FL 34109 US Changed 04/28/2009 Registered Agent Name & Address LYNN, JOANNE 160 3RD STREET S.W NAPLES FL 34117 US Address Changed: 04/25/2001 Officer/Director Detail Name & Address Title P LYNN, JOANNE 160 3RD STREET, S.W NAPLES FL 34117 Title V LYNN, DAVID 160 3RD STREET, S.W NAPLES FL 34117 Title D JAYSON, LYNN 1255 SPERLING NAPLES FL 34117 http://www.sunbiz.org/scripts/cordet.exe?action=D ETFIL&inCL doc _ number= P93 0000870... 7/2712009 DeLeon Diana "l{) D 3 From: Sent: To: Subject: Angela [Angela@lynnconstructionofnaples.com] Monday, September 21, 20092:34 PM DeLeon Diana RE: 09-5248 GCs for Rehab of Residential Structures for NSP Diana, Yes please Write his name in there. David M. Lynn This e-mail, along with any files transmitted with it, is for the sole use of the intended recipient(s) and may contain information that is confidential or privileged. If this e-mail is not addressed to you (or if you have any reason to believe that it is not intended for you), please notify the sender by return e- mail or by telephoning us at (239) 591-4765 and delete this message immediately from your computer. Any unauthorized review, use, retention, disclosure, dissemination, forwarding, printing or copying of this e-mail is strictly prohibited. Please note that any views or opinions presented in this e- mail are those of the author and do not necessarily represent those of Lynn Construction of Naples, Inc. From: DeLeonDiana [mailto:DianaDeLeon@colliergov.net] Sent: Monday, September 21, 2009 2:32 PM To: angela@lynnconstructionofnaples.com Subject: 09-5248 GCs for Rehab of Residential Structures for NSP Angela, Please verify the signature on the attached signature page. The name was not written underneath the signature and the County Attorney's Office wants to be sure that it belongs to the VP. If it is, would it be ok if we write his name underneath his signature? Please let me know as soon as possible so that we can continue with the signature routing. Thanks, 'Diana 'De Leon Collier County Board of County Commissioners Purchasing Dept., Bldg. G 3301 E. Tamiami Trail 1 DeLeonDiana "2 b D 3 From: Angela [Angela@lynnconstructionofnaples.com] Sent: Monday, September 21,20092:34 PM To: DeLeon Diana Subject: RE: 09-5248 GCs for Rehab of Residential Structures for NSP Diana, Yes please Write his name in there. David M. Lynn .C!~M - ..... IA__ I'}.... "~~~ ~~ L t; ,. I) ~~..~.~ ;) 1 I./L( .. .. ~d recipient(s) and may contain information that is confidential or r ~...~~.~ lYe that it is not intended for you), please notify the sender by return e- I from your computer. Any unauthorized review, use, retention, Jd ::t/ccd:dJ ~ lI. A rohibited. Please note that any views or opinions presented in this e- truction of Naples, Inc. o ~4 $]g. c~ ~hi4 -- - -- "-- -. . ...... . ._~ ..........~ on o/-Le ~tn~ .. >JSP /t::{~ i ~ ~, ne name was not written underneath the signature and the ~~( he VP. If it is, would it be ok if we write his name ~ lUe with the signature routing. 1 Naples, FL 34112 16D3 (239)252-8375; Fax (239)252-6597 dianadeleon@colliergov.net avast! Antivirus: Inbound message clean. Virus Database (VPS): 090920-0,09/20/2009 Tested on: 9/21/20092:32:47 PM avast' - copyright (c) 1988-2009 ALWIL Software. 2 l6~13 RLS# 01-llCt- t)/J Y7 Lt CHECKLIST FOR REVIEWING CONTRACTS Entity Name: /....Yf.)fJ ~1U~{Vl.U~r'61J fJF fVfl-fJt~$1 INC, Entity name correct on contract? vYes No - Entity registered with FL Sec. of State? v'Ves No - Insurance Insurance Certificate attached? ----L- Y es No Insured registered in Florida? ~Yes No - Contract # &/or Project referenced on Certificate? --L Y es No Certificate Holder name correct (BCC)? ~Yes No Commercial General Liability Exp. Date riff) lit) General Aggregate Required $ I Ml L.- Provided $ '?, Mt L Products/CompVOp Required $ Provided $ , II Exp. Date L I Personal & Advert Required $ Provided $ I MIL Exp. Date '- I Each Occurrence Required $ Provided $ l . Exp. Date '-, Fire/Prop Damage Required $ Provided $ 100 .lJ(} 1) Exp. Date l' Automobile Liability , Bodily Inj & Prop Required $ t t\\l L Provided $ r MtL Exp Date t\ ["to ! tR Workers Compensation Each accident Required $ 5 (/OJ 0 () 0 Provided $ II'i\.IL Exp Date -.If I { I () Disease Aggregate Required $ Provided $ II Exp Date t ( Disease Each Empl Required $ Provided $ I. Exp Date I' Umbrella Liability Each Occurrence Provided $ Exp Date Aggregate Provided $ Exp Date Does Umbrella sufficiently cover any underinsured portion? - Yes No - Professional Liability Each Occurrence Required $ Provided $ Exp. Date Per Aggregate Required $ Provided $ Exp. Date Other Insurance Each Occur Type: Required $ Provided $ Exp Date_ County required to be named as additional insured? ~Yes - No County named as additional insured? ~Yes No Indemnification /Yes Does indemnification meet County standards? No Is County indemnifying other party? - Yes ~No Performance Bond Bond requirement referenced in contract? - Yes - No Ifattached, expiration date of bond Does dollar amount match contract? Yes No - - Agent registered in Florida? - Yes No - Signature Blocks _~_Yes , Correct executor name in signature block? No - Correct title of executor? -L Yes No - Executor authorized to sign for entity? /Yes - No Proper number of witnesses/notary? ~\\\ -L Yes - No Authorization for executor to sign, if necessary: Chairman's signature block? \ ~Yes No - Clerk's attestation signature block? ~Yes No County Attorney's signature block? ~Yes - No Attachments /Yes Are all required attachments included? A G R E E MEN T 09-5248 "l6n .c ....v for ...... " General Contractors for Rehabilitation of Residential Structures for NeiQhborhood Stabilization ProQram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Lynn Construction of Naples, Inc., authorized to do business in the State of Florida, whose business address is 5534 Yahl Street, Suite B, Naples, Florida 34109 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Lynn Construction of Naples, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 16D3 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: David Lynn, Vice President Lynn Construction of Naples, Inc. 5534 Yahl Street, Suite B Naples, Florida 34109 Telephone: 239-591-4765 Facsimile: 239-591-4796 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 16D3 such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- '16D3 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent pe rm itted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 16D3 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 16D3 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 16D3 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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 Comm issioners. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 16D3 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS . ::LLlER If~ORd~ . . f':~:n.' :'l~~ ~~,'.c ...:. '~.~ .. Donna Fiala, Chairman Dated. .. ~ "'\-_,. .. Att.i~ , e\I1~ \~~. .,.,. t .", '., .,.;--..'",,'"'. .' ',.;,,"" "II' ~v^ ~.,...... Lynn Construction of Naples, Inc. "I,,,,,,: By: ~. , . 'gnat r J)o..Vt~ IY\. l~Mv) Typed Signature \J ~p. . OUJLJG2- Title ~l Approved as to form and I f -7"\3 ' 'r::;ciQi~L :~ ~~ Date ~, A~i;)li::tlll'--County Attorney , ( "r-I. ~ll''''''''1 Date ~9 SL~# R.-reA~L R Print Name - ~J Page -9- EXHIBIT A Alternate Firms 16D3 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.G. Kogh Construction Page -10- 16D:5 EXHIBIT B CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on I 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- -! 16j7~ ACORD. CERTIFICA TE OF LIABILITY INSURANCE <t~~3 I. Oo">~:70D= '. I>ROllUcet THIS CERTFICATE IS ISSUED AS A MATTER OF INFORMAl1ON i ONLY AND COMFERS NO NfGJlT8 UPON 1'HE CERnFICA 11: ! ,J Oawa~d ~.:I:.ipp. ,.. COlIlpany, :J:na. HOLDER. THIS OERnFICA TE OOES NOT AMI!;ND, EXTEND [IR, 4089 Tamiami ~zail, North A203 ALlaR THE COVERAGe AFFORDED BY mE POUCIES BElOW_ Nap1.es n. 34103 '; Phcn~~239-261-0428 raz:239-261-757~ INBURERa AFFORDING COVERAGa NAIC. '::[ INSUR!O WSU~~A: WOl4~l~Cl :Jl'l",,~ ~ 24112 INllUREJl. 8; Lynn C:onstruotion Of NapJ.@s 1NSUR6l C; -.'j jg~4 Yahl at _ l1Ui t B IltSURER D: -I Ilap.l.e$ FL 34109 IMI_ E: CoveRAGES 1}tE POUCIES Of' INOURAM;e USTaII!B.OWIiA"lIE BeeN ISStJSl TO ll-E JH8l1RED HAMED ADOIIE FOR l}.I; Poucv _/(IJ) .lNDIC..t.~ NO>wInt!lTANDlNQ JW'( ~IF\EMB'<<. TERMOR CONDl'I'lON OF NrfCorITRACT OR 01111fft DOCI.IMENTwmt RESPECT TO YoHICH Tl!IS cer:aJ.-ICA.TE Mll.Y BE I$SUEO OR MAY P~T"'IN. TtE INStJRAIICE AFI'ORl'iS) BY TIll! POUClEll OIi8CAl!ll:D HEIlEIN 18 BUBJECT TO ALL niE lEJUjIS, ~CUJSlONS AND CONDITIONS OF SUCH POllC__ AGGFlEG.<ITE LllIIJTS SHOWN MAY KAVc IIEEH ~ sv PAID Cl..AlIIll. l,:mlNSRl 'n'PI! 01:' IIoI8IJItANCE I'OUCY NUMBER I'at""~~ LIMitS 2...l!NlORIIL UAlHI.l:TY EAQ1 OCC~REl'lCE $1,000.000 A X .1t CON....RCII\L GeNERAL LlA8ILrrY TRA3265646 05/10/Q9 05/10/10 PREMISES 1E80CC16_1 SlOO, aoo ':1 - o CLAI~SNAOE IRJ OCCUR MI!!D I!xP (Ary one_) $5,000 - i PI!RSOHAL II. ADV lNJUW $1.000.000 - $2.000 000 GEtlEiIW. ~EGAn; ."i - GEI\I'I., AG(1R.E~ l>>4IT APPLIES PER: PfIIO~. CO,.,PIOP Aoo $2.000.000 I f>QUC'r ~ n l.OC AUTOMOIllI.E; UA,IIIUTV CO~ $INGLE I..IMIT - t- AllY AUTO (.._0I'lt1 .~ ALL 0V't'N;D AUTOS 1l000LY I"JURY -- t-- (I'w~ . SCHI[[lU~OAUlllS r- HIFleO A!,ITQ8 BODILY INJURY t- B fK>>I..olANEO AUTOS (Per 8llCidord) t-- t-- PROPEJ'nY DAMA.GI! I (p..-1OG<JdId) (lIjlMliIi UAIIIUTY AUTO ONI. V - EA ACClDlONT S , ==i APN AlJTO EAACC , I l)'l'I-IE,A. 1lIAN A.I.JTQ OM. ~ AGG $ I ,j E:XCElI8IlJMBRElJ.A UAI!ll..I1V EH:H OC:Cl.JR~ IS =:J OCCUR D CLAIMS MADE AGGR:EQATE $ - -1 $ -I ==1 OEDUG1l11LE , 'j J RElBfTION $ $ '/ ~ COIIPIiNBAlKlNANO ITORY UMm! I 1"& i EIII'LOYEIlS' UAIlIUTY I!LL EACH~1iNT S .: Aft'( ""QPfUE:TOFIII'ARllIIERIel\ECUTlV'l! '"-I- OI8EASE-EA EMPI.D'(l51 I OfflCERNlEMER EXCLUDE/J7 ';'1 ~~pi~OYI~NSbe~ E.L DISEMiI!. POUCY lftllf III OlHEIt ! i llIilHlRll"1l0111 01' OPERA 1IOllI8/ I..OCA TlOIlI8I VElllCLESI Ell'a.USOM$.AbtJED BoY ENl'l'l'-NT J $PECI&I. ~ow :./ Co~li.r County Board of Coun1:y CC1lIlIIll1ssio_rs i.s named .ddH:.iona~ .ill.ured with :Lnte:reat i.n i.n$U~'$ apcara~ona w:L1:h reepeat 1:0 Qene.eal L.iiIDll:itl' per ") Blanket Additiona1 tns~.d ro~ CG2033 07/04. If,a:Lver of Sllhrogat:i.OA ! :in Eavor of Collier Caunq>- Board of CaI,1nt.y Comm.issionera on Geaer.u. I J L.i.ab.:i.l;i.ty per fgaL CG 240U. (CotltiDucad em next plllqe. ct:RTlFICATE HOLDI;R CANCELLA;tION k COL330J. BHcu..D IW'I' OF 1ltE ABO~ ~llIED IIOUCIES Bl!! CAIICl!I.U!D ~ lHI' E;)CPIftA ''"1 DA.nt 'ntilU!OF, lIfE IMUlNe IN&WER WILL ENDeAVOR TO M,AlI. ~ WlYS ~ Co~~:i..Qr CQUAt.y Board 1Ill1T1CE lO"IME~TE HOLDER NNIIIIiI TO 11fE LEFr, 'UT~ 10 DO so SHAU. ,j of CO\1Dq Cammissionsrs lWI'08ENQ O8UGA'nON OR LlAlllIUTY OF ,-"YKlIID 1l1'ON"mi.INllUllllR, IT&~E~O~ 3301 Z_t T'am.talld 'rra.i~ H.p~el!l I!'L 34112 IQ5'KI!SIliNrA1M!s.. "j ~ . ACORn oM (2001108) @lACORDCORPORATIONi9a /. I , , - .. RB = C~~a~09-$248 itCmlm:al cOD~o;B-'ior iWhab:i.l1 til.kD 'Of RcIoai.d.ent.:i.al Struc:~tu'es :for Neigbbor~ood St:abili.llation prog:!:'<<IIl. i *30 not;i..:.. g-E 1;ilID~:La.t.1.Qn exc:ep1; 10 days for DQD. pa]llllent of p~..... ! i J .i :1 . ., '[ I ! j .. . .'.j '.J '~'l :1 .'.l :1 I I ! j .! -.[ I ./ , I ,'i '1 '..1" . ! , .: ;'j I I I ! - ! ..-1 . i .1 ! .. i ~ I ':! ".1 '1 I ~ t I ., ..j 1 <;, ~:. ~~. .. il3 " i , IMPORTANT '1 I I . I I ..:~ If the certificate holder is an ADDITIONAl. INSURED, the policy(ies) must be endOl'$ed. A statement I on this certificate does not confer rights to the certificate holder in lieu of such endon;&ment{s). ", "J -1 If SUBROGATION 1$ WAIVED, subject to the terms and conditions ofthe polley, certain policies may :.1 require an endorsement A statement on this certificate does not confer rights to the cartificate holder in lieu of such endorsement(s). I DISCLAIMER .. The Certlflcata of Insurance on the reverse side of this form does not constitute a contract between , the issuing inSUl'er(s). authorized representative or producer, and the certificate holdet', nor dCERi it affirmatively or negatively amend. extend or alter the coverage affordeQ by the policIeS listed thereon. I I .1 i '1 :J I ; ;.-J "I : j ,'1 '1 . I ."1 .., "I . j \ ," I .., .i "I ", .! I 1;,: ACORD 25 (2OOtID8) ,. I ., . i 16D3 [ DAn! (lllWgJyy) 1.c6;d CERTIFICATE 01= liABILITY INSURANCE, __ - _ 09116/09 ~ . ~ . "'- '-". THISCElinFlcAlEISISSUEDA$AMATTEROFlNFOIUIIATION I "ftOOU<:1iR The Muulliroup ONL V AND CONFeRS 11Io R1Gtn"8 UPON THE OatTlFlCAl'li I 4830 I30Iden Gat!': Pkw>' HOLDER. THl$ CRRllFlCAlI DOES NOT AMEN!), EXTlND OR . *\:11_, fL 34118 TER E OW I .--- _PM."'; (a3a)3S~~ __. _.~:VC (~1~1Q ,_. 'NSURl!RSAFFORaINGCO~ NAlC" IINSWlliiD Lynn Con61nlctlon of Naples, Inc. '-- R ; Allstate '_~_ ,. ! 55ee YlIhl Street INSURI!" 0, . - '-- ! Naples. FL 34109 INSURF-R O- J --- . .. L ---L--.__.__._~.~__._. IN.SlIRE~e . COVliiRAGES INStJ~ F: r iHE POliCIEs OF INSUIW4C.E lJ8"reD'~.~ ~SUED to THe INSUR;D NAMeD A8O\IE FOR TN!!! /DOlJey PERIOD INDICA~_ NOTvvmtSTANOING ,_ ANY ftI!jQ~, TaFlNI OR eoNDiTJOH OP At-ly CONTAACT OR DnIER QOCUIoI!NT W1'r" RetlPeCT'l'Q WHlGH THIS cemtFIQf,"r"E MAY aE 156UED OR j MA.Y Pii:lTAIH. TIlE! INSUAANea A~FlD~ 8)' THI! fOOLI(lIQ DHCRIBa) rER&IN IS SIUsJem- TO AI.L THe taws. EXCWSlONS: IoHO CONDI1lONs OF st.rcH POl.! S. AGGReGATe UMlTI SHOWN MAY HAVE 8!!N ReDllr;;1) BY PAID t... - ._-,."..~ --=~ -"!'~. ="...,.0;;;;; =.... .._~f"'Rs._ _ I GeNI!JW.. U.ilI1UTV EACH OCCIJRRENCIi! I o COWtlSRClAL GI!Nl1lW. LIAfIIl.ITY ~ .- p I Dq Cl.AIMS MADE 0 ccoUtr ---- IA MI!D EXIt (Alt)' one ~ 0 0 'PI!FtWHAl." ADv INJIJRY -~. I I 0 --'.--.- GENiMi:AOOFtEGAT5 I G!N'l.~Acd;-iLNrr APPlES Pl;;St PROOUCT6..COMP~~G /.-....- -- O.!:.9...~ PIW.IECT D~. ------.....--.- -- - -----.-. AUTOMoBU'LIAIiSIUT't" OOMSINI!!O SINGLe I.IMIT 1,000.000 i o .ANY ~UTO 048771399 '1120108 11J201CJ9 a= --. I ~ AU. OWNED AlITotl Ie 0 ~ iCHIiDUu:D AUTOS I l!!l H)R.CD AUTOs ,- .----- i 0 NON OWNIiD AUTOS I 0 -""""'--- -.--.-.-.. I -.-.-.-....-... I -- ~-. ---- --- .-.--...... --- I ~GE LIA8IUT"J': I=- 0 0 .----......- Alf'( AUTO 0 -.-,-~....------ -- -"""""""---'-' .-- .---~_.- EXQeSSlUM!lREl.LA U"'BIl.lTY .--- 10 0 o OCCUR o 9l.A!US MADE - , o DEDUCTleI.E . ~- .---- I I O~ON .~ -'- -~- ~_., eIIPi.o~.:.~nONAND - --,-- --'- -.- '-- - t'J.::ij tn"~ --:-0 ~,... Ii AftY PROPRIIOTOR I "~I ExECUT1\ll! E.L. JiADf~N'r '__ I OFFIOER I MIiArltlER ~LUO~D'I: E.L. DISSA$. . .,. iMPLOYEE I~~~ __ _. E~~__~.,_ .__._~ __ i.L.DJSEAsE.POLIC'r'1.JWr' OTHER . I~TP_'I.OCA"""""""'~_(jy_,~_ ~.~ I L ~ C~TlfiICATE "'OLD~ ~eEUAnON__...__, . .----.....------- I Cd"'Cou~_~f~- SHOUI-D ANY Qf THIi: A80VE oac::-.o POLlWiS Ell:: ~UEo B!!FCIRE THtl EXPBlA.noN DATE 'I'HEReQF. 1lie ISSlMIG 1N1IUReR WIt.&. IIltDMVOR TO IIAIL 30 DA'fIl1lllRl'r11;N NOTtl;C TO THE! csnrtOATI! HOc..raI NAMeCt-ro I ~O'f Tamlaml T~I e 'JAELEPT, BUT rAlLURI: TO DO ao II'IAU. "POSE-NO OIlLlGAnot.I OR lJAa-..TY N~pl_,FI, 34112 OF ANy IOND UI'C>>.I TMIi IN~ 111; AGJ:NTS OR R6PRESs1TA'nY&s. AU'J'HONalD RI;f'~A1lVi; - - I Fax-23a.252--6386 i -,- .--1.. Kimbel1y perez-Pagan ACORD 2& (2001/0.> QF -'-----...-.""""'""---.-- e AOORQ CORPORATI01\I1i88 J CERTIFICATE OF LIABILITY INSURANCE I'l\oDUIlER THta CEImFICATE IS ISSUED AS A MAneR ()f: IM=ORIt4nON ONL V .4Hb CON~ NO RlGIfTS UPON -mE c~T1FlcATE CONDON MEEK HOLDER. lHl8 CERT1FICATI! DOes NOr AMENo, &XTSND OR 1211 COURT STREET Al.1l!ft THI;: c:ov AFFORD6D BY THE POLIQES BELOW. CLEARWATER FL 33756 IN8t,JRER$AFFORbING ~E ~~ SIIIY;O INStIREfl : FRANK WINSTON CfWM INSURANCE IkC. IN/!\JIlI!It B: Fran~Crum 1-800-277-1620 J~C: 100 S MISSOURI AveNU~ I URIS ~ CLCARWATER Fl33756 INOOAS" E; TNI.a POUCles OF INSURANCE UlTED IIE.VJVv HAVE IlEIIII IUUIib 'I'D THl!! "Sl.l~ II/UISD A80V" FOR na; PoLICY PERtQD .,bJeA'I1!D. NC;Jn\IITNA't~ AIf'I REQUIREIlIENT, TERM C11t CQNPtllON OF MV CON1'RACTOI' OTH&~ DOCUIEIiI'r1/llf'llllWlPECTTll WMlCK THIS (;J;R,1W'IC4'IE MAV IS(; IsaueoOIl ""'1 PERTI\IN, 'h11i MSURANCIO N'FORDI!D flY lltIi POUCIES DI8CftI~ lEASH IS SUBJIOC'r TO Au. mE TStUS, a:C:LUIRONIi ~ CONDIl'IONS OF SUCH POLlClliS_ AGGREGATE 1.IUITS ~ ~y ...VII BEat ReOUC.,... pAID CLuui. INSR =~ 1VPI!~~ POI.IC:Y NWr~ LIIIIIl'8 L~R bAft "'" ~~U1'l' IloO.CH~ S b.u"""^,,,,- GEN~ LIAIIlO W!lMl,I4E/Awoo_..... S _O~U\I"lBoJ.l- OCCUR ......l;l(F>--_-. t ~.-foIJU~ . ~A6D1lEG1l.T11 s GI!1LJ~~n~APt'~~n I..........",'rs_~-... s POI..lC'f PROJeCT I.OC ~'rOMIIIlJI..! lWIllsTY ~_ur~r J NfY AUTO (liII_rtJ - IlOOII.YIN-Ufr - JOU. o~ AIiroI! $ IICIEDlILEO AUTOS (PfIr~ - - MIAEOA,I/J<><! BOOIL Y III.IuRV $ NONoQWNfD AI./TQ!l l"'" .-00ll - ~~DMU.I3l! . ~~nJrr AUTO ONLY -llo\N;>C1ZNT I Avro OTHl!R THIIN EA~S AUtvONL": .lOG J ~""~LIAlIIl.fJY Ilo".Cl'II Ii t :i~c~ Del.AIUIl"""'l~ MlIGREBA~ , S R~mJO I ~ON S I 0lt0il__.....1IGN~D I WC$lATV-.' I A EIIR-tJ't'Ms'LlIlIlJU1'I' we 9 0000 0000 D1/01J.:!009 1)1/0112010 )( TM't UMrTliJ OTHSR lANY~I"_ER/I!Q~ E.... e.o.cH~'lT OAolcERJ 1qM8EJ<~ $ 1 000 000 .~.. -......- t.L DIllEASE - ~ EM'LoYl!l! $ 1.000.000 ~PAlM5lON'_ E.L,lIr_I!l~-1.lUIl' S 1 000 000 OTHM ~ncw 0- DP5Ro\~/UlCA_/~IEltCl\l8ON8.ADIII5D fN 1!MloIiIaEtIBn',8I'ftIAI. _ :FFECTIVS 09/2712006. COVEiRAGE IS FOR 100% OF THE EMPLOYEJ:S OF FRANKCRUM LEASED TO LYNN CONSTRUCTION OF IAPlES, INC_ (CLIENT) FO~ WHOM THE Cll~NT IS REPORTING HOUR5 TO FRANKCRUM. COVERAGE IS NOT EXTENDED TO ~ATUTORY~MPlOYEE~ l!Rl1AIOAlli HO"'~R CMCW-A'I1ON SflCIb\.p Ntr CII' nI.liAllOVe IIEIIC:IIIIIY I'OLICIE8I1I! CANCEI.LaI__lHIi ~T10N bATE TM&RW. TIll ISSUIIIo ~ WIU, ~'* '1'0 1IAlr.,.w IIIA'WS WIlITTUl MOTlCa 10 ntI! CQnflC,t\'rE HOLDER IWIED To TtQ! LB'T.IIUT FAILUH To IlO IlIItAU.IllI'08E COLLIER COUNTY AOMe Or: COUNTY COMMISSIONI NO ~'l1ON Oft u,QJUJy ~ AI\IY' IlINIIIII'ON 'I'HE ~ IrS MI!IIITS IJR RI;Pft!SlNTAl1\I-' 3301 TAAIlIAMI TRAIL EAST All1lIORIZI!D lU!IoIlEIDI1'Al1\II! NAPI.ES, FL 34112 ~ K........." LOOlLoo~ wnJ::J "n! nl" I I.,., ,.... I .........-a - . 16D3 . MEMORANDUM DA TE: October 1, 2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248: "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Vasquez-Carson Construction Enclosed, please find one (1) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15,2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-8411. Thank you, Enclosures w.. ~M_~..~~ A- <f[1JId': [) ~1~ 16 D -.. ITEM NO: :>>- \t..CCl3sy "';.0 H:0;O,ATEREGWED: 3 FilENO.: ~ ~~vl':V '_ ROUTED TO: V -.1> ~I").-' jP/!.J DO NOT WRITE ABOVE THIS LINE REQUEST FOR LEGAL SERVICES :bv-Q q ~ ",-- c;JJs ' . Date: September 25, 2009 ." -'1-: To: Office of the County Attorney ~~S --- "..- Jeff Klatzkow l' - _...,- w From: Lyn M. Wood, C.P.M., Contract Specialist Purchasing Department, Extension 2667 Re: Contract: #09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Vasquez-Carson Construction BACKGROUND OF REQUEST: This Contract was approved by the BCC on September 15, 2009. ~ Agenda Item 16.D.3 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: Please forward to the BCC for signature after approval. If there are any questions concerning the document, please contact me. Purchasing would appreciate notification when the documents exit your office. Thank you. C: Frank Ramsey, Housing & Human Services --".""",~ -_..._--"."~"-,..,---~>- ' MEMORANDUM 16D3 TO: Ray Carter Risk Management Department ~ \ FROM: Lyn M. Wood, C.P .M., Contract Specialist {C . '.. >-<- Purchasing Department """-::~: ( v~ /~fl DATE: September 25, 2009 ,. t o:,v-. RE: Review Insurance for Contract: #09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Vasquez-Carson Construction This Contract was approved by the BCC on September 15, 2009, Agenda Item 16.0.3 Please review the Insurance Certificates for the above referenced contract. If everything is acceptable, please forward to the County Attorney for further review and approval. Also, will you advise me when it has been forwarded. Thank you. If you have any questions, please contact me at extension 2667. dod/LMW C: Frank Ramsey, Housing & Human Services DATE RECEIVED ~~ SEP 2 8 2009 ':#t?~ RI51< MANAGEMENT 17c~~q ._.._~..~...~."_~..",..~~_,.,~.-.-....~,"~....._.,_m'_ . .'__M"_......'''__..........__ 16D3 , .2!!iaNorberto From: RaymondCarter Sent: Monday, September 28,200910:10 AM To: LynWood Cc: RamseyFrank; mausen_g; GazgaNorberto Subject: Contract 09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" All, I have approved the certificate(s) of insurance provided by Vasques-Carson Construction for contract 09-5248 which will now be forwarded to the County Attorney's Office for their review. Thank you, Ray ~~ Manager Risk Finanace Office 239-252-8839 Cell 239-821-9370 1 - --~_.._--""'""'-- "'_R --"",.,.,,,-_.--'" "-', , -," .,~.,. ",,,,,,",,,",,"',"'""-'-~-"- ......_n.'._ -_._--,-.~"',.~ www.sunbiz.org - Department of State Page 1 of2 Detail by Entity Name Florida Profit Corporation VASQUEZ-CARSON CONSTRUCTION, INC. Filing Information - Document Number P01 0001 03694 FEI/EIN Number 593752726 Date Filed 10/25/2001 State FL Status ACTIVE Principal Address 4755 MERCANTILE AVE SUITE 2 NAPLES FL 34104 Changed 06/30/2005 Mailing Address 4755 MERCANTILE AVE SU ITE 2 NAPLES FL 34104 Changed 06/30/2005 Registered Agent Name & Address VASQUEZ, VIRGILIO 4755 MERCANTILE AVE STE 2 NAPLES FL 34104 US Address Changed: 01/16/2007 Officer/Director Detail Name & Address Title PSO VASQUEZ, VIRGILIO 4755 MERCANTILE AVE SUITE 2 NAPLES FL 34104 Title VO CARSON, CHRISTOPHER K 4755 MERCANTILE AVE SUITE 2 NAPLES FL 34104 Title V VASQUEL, ONIL http://www.sunbiz.org/scripts/cordet.exe?action=DETFIL&in~ doc _ number=PO 1 000 1036... 7/24/2009 --- ,..~~,._,--""'- "'~,,","._~- ~".,-,-~~....._...._,,,~- 'P' " www.sunbiz.org - Department of State Page 2 of2 4755 MERCANTILE AVE SUITE 2 16D 3 NAPLES FL 34104 Title TV VASQUEZ, JENNIFER 4755 MERCANTILE AVE SUITE 2 NAPLES FL 34104 http://www.sunbiz.org/scripts/cordet.exe?action=DETFI L&inq_ doc _ number=PO 1 0001036... 7/24/2009 - ",,""~,",,*._'.e_ . ',.'~'. ...--,----......"-.-......'.'...... "'..~.,,~..,...'<'m RLS# o'{-t'IU-- PfJS" 1 6 D .3 CHECKLIST FOR REVIEWING CONTRACTS Entity Name: 1/ 1t56( U ~ z... - M-t2- < 1M) &9A J. ~..,.../L tI~ iloAJ, IAlt!.., Entity name correct on contract? __~_ Y es - No Entity registered with FL Sec. of State? ~_ Yes - No Insurance Insurance Certificate attached? ,,/ Yes - No Insured registered in Florida? V Yes - No Contract # &/or Project referenced on Certificate? -.-- Yes ~No Certificate Holder name correct (BCC)? _~ Yes - No Commercial General Liability Exp. Date \2.1 'l.{ oq General Aggregate Required $ lM.lL Provided $ -Z MolL Products/Compl/Op Required $ Provided $ ~\ Exp. Date l, Personal & Advert Required $ Provided $ I "'ll- Exp. Date L I Each Occurrence Required $ Provided $ ~ I Exp. Date l ( Fire/Prop Damage Required $ Provided $ /to, ,,,D Exp. Date I . Automobile Liability Exp Date ~ Bodily Inj & Prop Required $ I Mil- Provided $ \ M..l L Workers Compensation Each accident Required $ ..5"6(J,<<,() Provided $ SDtJ. &Jf)" Exp Date ~ Required $ , Provided $ , Disease Aggregate I, Exp Date Lr Disease Each Empl Required $ Provided $ I' Exp Date L ' . Umbrella Liability Each Occurrence Provided $ ---~ Exp Date Aggregate Provided $ Exp Date Does Umbrella sufficiently cover any underinsured portion? -- Yes No Professional Liability Each Occurrence Required $ Provided $ Exp. Date Per Aggregate Required $ Provided $ Exp. Date Other Insurance Each Occur Type: Required $____ Provided $ Exp Date_ County required to be named as additional insured? _~ Yes No County named as additional insured? ~Yes No Indemnification Does indemnification meet County standards? ~Yes No Is County indemnifying other party? --- Yes ~No Performance Bond Bond requirement referenced in contract? --- Yes No - If attached, expiration date of bond Does dollar amount match contract? ---- Yes No Agent registered in Florida? -- Yes No Signature Blocks Correct executor name in signature block? VYes - No Correct title of executor? ./Yes No Executor authorized to sign for entity? v Yes - No Proper number of witnesses/notary? ~\~ _ V _Yes No Authorization for executor to sign, if necessary: Chairman's signature block? \ ~Yes - No Clerk's attestation signature block? V _ Y es - No County Attorney's signature block? _lL_ Y es - No Attachments /Yes Are all required attachments included? No ~ Reviewer Initials: t... Date: 1/2..tlj"9 04.CO^- 1030'222 '.'-' -' , ;..,---,'''~-''-' -__"_,__t''W ""~"""".,,,-"--" ,ru'''''",_""_-''';_~ --"",.~"~...._-,-,,,,~.,,,,,_,,-,,,=,,,,,,,, ..~-",_."-,.,~"-,".,,",,--_._-,,, A G R E E MEN T 09-5248 16D3 .. for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Vasquez-Carson Construction, Inc., authorized to do business in the State of Florida, whose business address is 4755 Mercantile Avenue, Suite 2, Naples, Florida 34104 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Vasquez- Carson Construction, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- ----_..,.".~~...._-- -..... .".."", __~.n_" 16D3 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Virgilio Vasquez, President Vasquez-Carson Construction, Inc. 4755 Mercantile Avenue, Suite 2 Naples, Florida 34104 Telephone 239-649-7909 Facsimile: 239-649-7971 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- ~~,~._'" ,_~,c<."~ -. ..-.......,..---..""""'", ~._,~--'''' "';--~ 16D3 , such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Reauirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- . ~.,".,_',."~,_._~".""," ,,,-,--,._..,,- . d __._'"_",_M. _. _ __~ ,"'" - - ~_._,,~, Current, valid insurance policies meeting the requirement herein identified shall ! ~aaJed by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of prod ucts/materials from specifications shall be approved in writing by Owner in advance. Page -4- -,,--.- --",,". . " IV "-",,."~.""...,.. _........_~". ~... _Il(~ - 15. CONTRACT TIME AND TIME EXTENSIONS. 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- ,_~,_,.,""'"m "........._~.,_"""~._'.,~_"".,..,+._"'.- ~",'_".;___,__,_"""'.,_^.'"'_.~".."..._"__._.,...._'ffi --,,--,~.__.- 16D3 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- -~_.- .C"_OM"__~"'__~ - ,~"._....."._.,,_,.,,_)o'___ --- 16D3 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- ------,_.~_.,~,-~~. ..........._~~"" - '-., "< "".""-"''''''~''''';--'''~~' --- Owner and Contractor recognize that since time is of the essence for any wo~ ?ndQ ~s Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- -'"--".'".~._. .,. - ~_'......." o,,,,..,,."._"_...."".~-~.,,_,,~._' ""._,,---.~~>< 16D3 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. :;~i'. ;', BOARD OF COUNTY COMMISSIONERS ATTEs:t'~ . "..,::, COLLIER COUNTY, FLORIDA Dwi' 'E. Brqp.~.~.'..'.I.Clerk of Courts ;/7. / . ..'-' i ~ ~ I f .-,t--'" .' '.. .'~)H)j.g.5iJ-t C By: ~~ ';;;;.-l~ . .rt/J{ I C/,,' Don a Fiala, Chairman Dated.. " .,' 7 A~t.'st '~'Sr:lb.,.,.... t/'--",. 11 . \ ... )/<I.s.. qUllZ-cars~construction, Inc. / 1 ! l' Con r ctor Bl~~v, ~ ..."'- Signature Ji~(-b'1!~L~~" J^~~,-,r..'f ~\"\f2.'~;;> (!.lIl...C~~\ e s Name Typed Signature ID ~ & \l \ L-E \;Z. f.~ ~ E:...s\ Title ~.eJ\J\.. ~ ( \JQ S ~ LJ.{ '- Type/Print Witness Name -~~"'11 Approved as!o form and Item # 11.003 . I~;iepi..l ~:;da ') h -)Ui As.islsR! County Attorney ~q ~f~1 ( J: fA) 7J- f( joU,.e L ..... '.. ~rl Print Name Deputy Clerk Page -9- _...___ --._~_ ~.,_" ~"~ "h.,~_,._.,_._ .II.... """'__...",...___,,._._____~_h EXHIBIT A 16D3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page-10- - - _._...~-~-~"_..",,,;,", __._h."__"'_''''''~'''''''' .'" ~-""",,"- " ,-_.._,..,-~-.,<-"._...._.~-,--"~,,<.,,,","-~ "-....""""- jj .. --.-- -.--.--- 16D3 ... EXHIBIT B CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- Y' '"""<,,,,_,~u"_'~' """"-,,.,~- _Ii ,. .... -.,............,,_. .,~,-~~,,-< .- 09/22/2009 14:31 2395497472 PAGE 02/03 .!Aft LII.... 16D3 A CERTIFICATE OF INSURANCE ~.'u, "Ne S. SUCH INSURANCE AS RESPECTS THE INTEREST OF THECERTlFICATE HOLDER NAMED BelOW WilL NOT BE CANCELED OR OTHERWISE TERMINATED WITHOUT GIVING 10 DAYS PRIOR WRITTEN NOTlCE TO THE CERTIFICATE HOlOE~ BUT IN NO EVENT SHALL THIS CERTIFICATE BE VALlD MORE THAN 30 DAYS FROM THE DATE WRITTEN. THIS CERTIFICATE OF INSURANCE DOES NOT CHANGE THE COVERAGE PROVIDED BY ANY POLICY DESCRIBED BELOW. This certifies that: !8l STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY of Bloomington, Illinois o STATE FARM FIRE AND CASUALTY COMPANY of Bloomington, Illinois o STATE FARM COUNTY MUTUAL INSURANCE COMPANY OF TEXAS of Dallas, Texas o STATE FARM INDEMNITY COMPANY of Bloomington, Illinois, or D STATE FARM GUARANTY INSURANCE COMPANY of Bloomington, Illinois has coverage in force for the following Named Insured as shown below: NAMED INSUREO: VASQUEZ-CARSON CONST~UCTr,ON INC ADDRESS OF NAMED INSURED: 4755 MERCfmNTILE AVE, NArLES E'L 34104 POLICY NUMBER 59-2135-X56 59-213s-X55 59-:H35-X54P/A 59-2135-X53 EFFECTIVE DATE: OF POLICY 09/22/09-03/22/10 09/22/09-03/22/10 09/22/09-03/22/10 09/22/09-03/22/10 DESCRIPTION OF 1994 DODGE RA..~ 1999 GMC SAVANA ),999 DODGE 3500 2500 2500 FLAT BED 2008 BMW 5501 VEHICLE (Indudlng V1N) lB75C26cBRS638731 IGTGG25W8X1051852 3S6MF3663XM507709 WBAmi5353BCT53381 LIABILITY COVERAGE [8J YES DNO [81 YES ONO tEl YES DNO [81 YES DNa LIMITS OF LIABILITY a. Bodily InJUry Each Person 1, 000, 000 1,000,000 1,000,000 J.,OOO,OOO Each Accident 1/000,000 l,OOO,OOO 1,:)OO,COO L 000,000 b. Property Damage Each AccIdent 1, 000,000 1,000,000 1,000,000 1,000,000 Co Bodily Injury & Property Damage Single Um~ Each Accident PHYSICAL DAMAGE 181 YES ONO r8l YES DNO r:8I YES ONO ~YES COVERAGES DNO a. Comorehensive $ 500 Deductible $ 500 Dedudlble $ 500 Deductible $ 500 Oed l.JCtible [8J YES DNa [8J YES DNO 181 YES DNO ~YES ONO b. Collision $ 500 Deductible $ 500 Deductible $ 500 Deductible $ 500 Deductible EMPlOYERS NON.OWNED DYES 121 NO DYES 121 NO DYES 181 NO DYES I8J NO CAR LIABILITY COVERAGE HIRED CAR LIABILllY DYES 181 NO DYES ONO DVES DNO DYES DNO COVERAGE FLEET. COVERAGE FOR All OWNED AND LICENSED DYES [81 NO DYES 1:21 NO DYES !8'J NO DYES IZI NO MOTOR VEHICLES AGENT 2135 09/22/09 Title Agent's Code Number Date Name and Address of Aaent CARRELL CAMPS~LL $TAT.E FARM INSU~CE COLLIER COUNTY BOARO OF COUNTY COMMISSIONERS 3765 AIRPORT ~ur"I..ING ROAD STE ], 0 1 ATT: LW M'. WOOD N~~LES, FL 34105 3301 EAST tAMIAMI TRAIL NAP;r.;F.:S, FL 34112 A'T.'TN= CAROl.'fNNE INTERNAL STATE FARM USE ONLY: 0 Requaat permanent Certificate of Insurs nee lor liability coverage. 122429.3 Rev. 07.28-2005 l'8I Request Certificate Holder to be added as an Additional Insured. -_._"......-;~ ~--^.- -- - - -., " ..._,----..~,."'".,~~.."..-.- '- ..-- --...--. ACORD. CERTIFICATE OF LIABILITY INSURANCE PRODUCER Oswald Trippe & Company, Inc. 4089 Tamiami Trail, North A203 Naples FL 34103 Phone: 239-261-0428 Fax:239-261-7574 INSURERS AFFORDING COVERAGE NAlC# INSURE:O INSURER A: Mid-Continent Casua1t Co 23418 INSURER B: American Int'l C anies Vasquez-Carson Construction, INSURER C: Inc. . 4755 Mercant1le Avenue INSURER 0: Naples FL 34104 INSURER E: COVERAGES THE POLICIES OF INSURANC!;: 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ~~ poucy NUMBER CTlve '"giTl! fMMlDDIYYl LIMITS TYPE OF INSURANCE DATE fMM/DDIYYl GENERAL LIABILITY EACH OCCURRENCE $1,000,000 - A X ~ COMMERCIAL GENERAL LIABILITY 04GLOO0739716 12/07/08 12/07/09 PREMISES (Ell occurencel $ 100,000 - tJ CLAIMS MADE [!J OCCUR MED EXP (Anyone person) $ excluded - PERSONAL & ADV INJURY $1.000,000 GENERAL AGGREGATE $2.000,000 - GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COM~OPAGG $2,000,000 I POLICY n ~8i n LOC ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO (Ee accldenl) - ALL OWNED AUTOS BODILY INJURY - $ SCHEDULED AUTOS (Per person) ~ - HIRED AUTOS BODILY INJURY $ NON-OWNED AUTOS (Per accident) - - PROPERTY DAMAGE $ (Per eccident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ~ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESSlUMBRELLA LIABILITY EACH OCCURRENCE $ ~ OCCUR 0 CLAIMS MADE AGGREGATE $ $ =] DEDUCTIBLE $ RETENTION $ $ WORKE~ COMPENSATION AND I TORY LIMITS I X I U ~;t B EMPLOYERS' LIA8IUTY 6443917 11/22/08 11/22/09 $ 500,000 Al<lY PROPRIETOR/PARTNERlEXECUTIVE E.L. EACH ACCIDENT OFFICERlMEMBER EXCLUDED? E.L DISEASE - EA EMPLOYEE $ 500,000 ~~~~t~~~f~~s below E.L. DISEASE - POLICY LIMIT $500,000 OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Collier County Board of County Commissioners is named Additional Insured with interest in insured's operations with respect to General Liability per Endorsement fo~ ML1214 Ongoing Operations. Note:*30 day notice of cancellation except 10 days for non payment of premium. CERTIFICATE HOLDER CANCELLATION COL3301 SHOULD MY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Board DATE THEREOF, TtlE ISSUING INSURER WILL ENDEAVOR TO MAIL 30* DAYS WRfT11!N of County commissioners NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO DO so SHALL Attn: Lyn M. Wood IMPOSE NO OBLIGATION OR LIABILITY OF MY KIND UPON THE INSURER, ITS AGENTS OR 3301 East Tamiami Trail Naples FL 34112 REPRESENTATIVES. AUTHO EPRESENT ACORD 25 (2001/08) @ ACORD CORPORATION 1988 ",--~.. --....., ""--- . 16D3 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) A'~ ,-'"---"_.".~ ''<~_.<, 16D3 MEMORANDUM DATE: October 9, 2009 TO: Lyn Wood, Contract Specialist Purchasing Department FROM: Teresa Polaski, Deputy Clerk Minutes and Records Department RE: Contract #09-5248: "General Contractors for Rehabilitation of Residential Structures for NSP" \:. Contractor: Vincent Raymer Enclosed, please find one (1) original, referenced above (Agenda Item #16D3) approved by the Board of County Commissioners on Tuesday, September 15,2009. An original Agreement is being held in the Minutes and Records Department in the Official Records of the Board's If you should have any questions, you may contact me at 252-84ll. ~. ..~ Thank you, Enclosures . -PI2-C D I ~ <flLP~ ~ ~~-~!; 106 D 3 ITEM NO.: LA .. S (V': ;J1,YI"ltTA~RRr;EI . , ')' /' 1-" { J-' . , h .' "; , I . . ~ '_/', \ ,i ',1 {/ 11 - , I: t '...\ FILE NO.: ~ t 'z.." '_', ROUTED TO: qv ~ 9~~ u 03 ,F~ri Pf DO NOT WRITE ABOVE THIS LINE /'" If REQUEST FOR LEGAL SERVICES 5(L "'\ \0\ \ '\..- -:5)vY Date: September 30,2009 To: Office of the County Attorney Jeff Klatzkow From: Lyn M. Wood, C.P.M., Contract Specialist ~ Purchasing Department, Extension 2667 f !\/ Re: Contract: #09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Vincent Raymer BACKGROUND OF REQUEST: This Contract was approved by the BCC on September 15, 2009, ~ Agenda Item 16.0.3 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: Please forward to the BCC for signature after approval. If there are any questions concerning the document, please contact me. Purchasing would appreciate notification when the documents exit your office. Thank you. ~ n C: Frank Ramsey, Housing & Human Services I~ ~ I ! i I} n ~I\,I .~W i 'II ,,', , J V \JV I ...... to / j/ D~ I I ~ ,. , . 16D3 MEMORANDUM TO: Ray Carter Risk Management Department FROM: Lyn M. Wood, C.P.M., contractSpeCialist~ Purchasing Department \ DATE: September 30,2009 RE: Review Insurance for Contract: #09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stabilization Program" Contractor: Vincent Raymer ... - This Contract was approved by the BCC on September 15, 2009, Agenda Item 16.0.3 Please review the Insurance Certificates for the above referenced contract. If everything is acceptable, please forward to the County Attorney for further review and approval. Also, will you advise me when it has been forwarded. Thank you. If you have any questions, please contact me at extension 2667. - , DATE RECEIVED OCT 0 1 2009 dod/LMW RISK MANAGEMENT C: Frank Ramsey, Housing & Human Services Mt ~~ 10 5/19 ,." . 16D3 f mausen_g From: RaymondCarter Sent: Wednesday, October 07,20093:36 PM To: LynWood Cc: DeLeonDiana; GazgaNorberto; mausen_g; RamseyFrank Subject: Contract 09-5248 "General Contractors for Rehabilitation of Residential Structures for Neighborhood Stc All, I have approved the certificate of insurance provided by Vincent Raymer for Contract 09-5248 which will now be forwarded to review. Thank you, Ray ~ Cah.t.eh. Manager Risk Finanace Office 239-252-8839 Cell 239-821-9370 1 / / /. , l6D3 '-....../ '---- >L~nWood / /From: LynWood Sent: Tuesday, August 18, 2009 8: 18 AM To: 'rayvin 123@aol.com' Subject: FW: General Contractors for Neighborhood Stabilization Program Vince, Please see County Attorney's response below to the question of whether you need to register with the state to do business. If you will provide me with a copy of your GC license and Collier County Occupational License, I will complete your contract and mail it to you for signature. You may scan and email the documents to me or fax them to me at 239-252-6593. The award of the GC contract will go to the BCC on 9/15. Please call me at 252-2667 or email me if you have further questions. Lyn From: TeachScott Sent: Monday, August 17, 20093:18 PM To: LynWood Subject: RE: General Contractors for Neighborhood Stabilization Program Lyn, If Mr. Raymer is a true sole proprietor and is operating as a GC under his own name, we will not require him to incorporate or obtain a fictitious name. It would be nice to have on record a copy of his GC license and his Collier County Occupational License, if possible. Let's make certain that the contract is under his name only if he is not operating as a d/b/a. Scott R. Teach Deputy County Attorney Collier County, Florida Tel: (239) 252-8400 Fax: (239) 252-6300 From: LynWood Sent: Monday, August 17, 2009 11:48 AM To: TeachScott Subject: FW: General Contractors for Neighborhood Stabilization Program Scott, Would you please respond to my question below since Marian is out? Thanks. Lyn From: LynWood Sent: Monday, August 17, 2009 11:47 AM To: collLm Subject: General Contractors for Neighborhood Stabilization Program -'....... Marian, Vincent Raymer, sole proprietor, has been chosen to receive a contract for the subject. He is not registered with the Division of Corporations, but does have his GC license and so is registered with the state in that manner. Mr. Raymer would be required to either incorporate or file with the Oivision under a fictitious name. Would we still require him to register with the Division of Corporations? Lyn 1 RLS# m-fJ((~- ~(3616 .. CHECKLIST FOR REVIEWING CONTRACTS D 3 Entity Name: Vi /lJCE~ 7 RAY M. f..f).. ) 6. t!., v~~~ Entity name correct on contract? /Yes Entity registered with FL Sec. of State? Yes Insurance Insurance Certificate attached? ./ Yes No Insured registered in Florida? V Yes No Contract # &/or Project referenced on Certificate? Yes ~No Certificate Holder name correct (BCC)? -'>.,.,L Y es No Commercial General Liability II / ~ I~ General Aggregate Required $ IM,\L- Provided $ Z M.ll- Expo Date Products/Compl/Op Required $ Provided $ II Expo Date I II Personal & Advert Required $ Provided $ t "M L. Exp. Date I.. ( Each Occurrence Required $ Provided $ II Exp. Date II Fire/Prop Damage Required $ Provided $ ,'OJ (Dt) Expo Date I c Automobile Liability Exp Date q /24 [11) Bodily Inj & Prop Required $ \ M.t\"'" Provided $ l "^' t "- Workers Compensation Each accident Required $ 5WI~O Provided $ f~lL Exp Date II h..Pt /) Disease Aggregate Provided $ l t I Required $ Exp Date L I Disease Each Empl Required $ Provided $ 1 . Exp Date I' Umbrella Liability Each Occurrence Provided $ Exp Date Aggregate Provided $ Exp Date Does Umbrella sufficiently cover any underinsured portion? Yes No - Professional Liability Each Occurrence Required $ Provided $ Exp. Date Per Aggregate Required $ Provided $ Expo Date Other Insurance Each Occur Type: Required $ Provided $ Exp Date _ County required to be named as additional insured? hes No County named as additional insured? \...;""Yes No Indemnification Does indenmification meet County standards? ~Yes No Is County indemnifying other party? Yes ---LLNo Performance Bond Bond requirement referenced in contract? - Yes No Ifattached, expiration date of bond Does dollar amount match contract? Yes No - Agent registered in Florida? Yes No Signature Blocks Correct executor name in signature block? .,/Yes No Correct title of executor? ~es No - Executor authorized to sign for entity? \/",Yes No Proper number of witnesses/notary? ~Yes No Authorization for executor to sign, if necessary: Chairman's signature block? ~Yes No Clerk's attestation signature block? ~Yes No County Attorney's signature block? t/ Yes No Attachments ~Yes Are all required attachments included? No ~ ReViewer InitIals: Date: If(rfI~ 04.COA-0 03 222 A G R E E MEN T 09-5248 16D3 for General Contractors for Rehabilitation of Residential Structures for Neiahborhood Stabilization Proaram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Vincent Raymer, G.C., authorized to do business in the State of Florida, whose business address is P.O. Box 8291, Naples, Florida 34101 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. West Florida Construction Group, Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been suspended for the duration of the contract term and that the contract shall not be renewed. At that time, the next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page -1- 16D3 sought within seven (7) working days. A purchase order will be awarded to the lowest, responsive and responsible quoter. In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: Vincent Raymer, G.C. P.O. Box 8291 Naples, FL 34101 Telephone: 239-825-5886 Facsimile: 239-353-6437 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all such permits issued by the County shall be processed internally by the County. Contractor is not Page -2- l6D3 responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- -' , 16D3 Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall ~e sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 16D3 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 1603 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 16D3 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punch list of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 16D3 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 16D3 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. 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. OFFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35. 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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS COLLIER CO TY, FLORIDA rk of Courts k By: ~ d~ Vincent Raymer, G.C. Contractor By: tf~~~ Slgnatur VTNCENTRI\YMER Typed Signature SO"LE PROPRIETOR Title .Do I 0 r~-5 Dor,a.. Type/Print Witness Name m~ DOLORES DORIA . NoIIIy PuIIlIc . State of FtorIIIa ~ed as to ~ and f(l My Comm. Expirll Aug 2. 2013 .:.~, ,..- Commission # DO 913034 Item# ~ lalu~~ A55i~tant County Attorney be~" \1{ ~~If R. 7e~~L Print Name Page -9- EXHIBIT A 16D3 Alternate Firms 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7. Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10. E.O. Kogh Construction Page -10- EXHIBIT B 16D3 CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on , 20 - CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on , 20 - OWNER By: Type Name and Title Page -11- 16D eRbat CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYYY) OP 10 AA RAYMVI1 PRODUCER TI ER I A A F ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Gu1f Coast Insurance, LLC HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 7795 Davis B1vd., Suite 205 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW Nap1es FL 34104 Phone: 239-403-3940 Fax: 239-403-3943 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: United SpeciaJ.ty :Insurance Co. INSURER B: Pro ressive Vincent Raymer INSURERC: I 30 25th Ave NW INSURERD: I Nap1es FL 34120 I INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOIWITHSTANDING Am REQUIREMENT, TERM OR CONDITION OF Am 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR iNSR TYPE OF INSURANCE POLICY NUMBER DPfT~9~~kf8~ ~~w:rM~Jb~ LIMITS ~NERAL LIABILITY EACH OCCURRENCE $ 1000000 A X ~ 3MMERCIALGENERAL LIABILIIY TBD1"1062008 11/06/08 11/06/09 PREMISES lEa ocaJrence) $ 100000 - CLAIMS MADE [!] OCCUR MED EXP (Anyone person) $ 5000 PERSONAL & ADV INJURY $ 1000000 GENERAL AGGREGATE $ 2000000 ~LAGGREGATE LIMIT APPl PER: PRODUCTS - COMPfOP AGG $ 2000000 h PRO- X POLICY JECT LOC ~TOMOBILE LIABILITY COMBIi'ED SINGLE LIMIT $ 1,000,000 B X ArN AUTO 04371543-0 09/29/09 09/29/10 (Ea accident) - - ALL OWNED AUTOS BODILY INJURY (Per person) $ ~ SCHEDULED AUTOS - HIRED AUTOS BODILY INJURY NON-OWNED AUTOS (Per accident) $ - PROPERlY DAMAGE $ (Per accidenl) ~RAGE LIABILITY AUTO ONLY - EAACClDENT $ ArN AUTO OTHER THAN EA ACC $ AUTO ONl.. Y: AGG $ EXCESS I UMBRELLA LIABILITY EACH OCCURRENCE $ =:J OCCUR 0 CLAIMS MADE AGGREGAlE $ $ ==1 DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION 1r0Rv LIMITS I. loJlt AND EMPLOYERS' LIABILITY YfN ArN PROPRIETORlPARTNERlEXECLTIVO E.L EACH ACCIDENT $ OFFlCERlMEMBER EXCLUDED? (Mandatory In NH) E.L DISEASE - EA EMPLOYEl $ If yes, describe under SPECIAL PROVISIONS below E.L DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS f LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT f SPECIAL PROVISIONS COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS IS LISTED AS ADDITIONAL INSURED ON THE GENERAL LIABILITY AND COMMERCIAL AUTO POLICIES. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION COLLIE2 DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Co11ier County IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. Board of County Commissioners AUTHORIZED REPRESENTATIVE 3301 E Tamiami Trai1 AJ.bert Doria, Jr a 1es FL 34112 .. ACORD 25 (2009/01) @1988-2009 ACORD CO~PORATION. All ri The ACORD name and logo are registered marks of ACORD '~ 16D3 CERTIFICATE NO./ DATE ACORQ. CERTIFICATE OF LIABILITY INSURANCE AC09- 6200215.823882 9/29/2009 7,03,39AM PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Highpoint Risk Services LLC ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 14160 Dallas Parkway #500 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Dallas, TX 75254 (800) 632-5096 (972) 715-0959 Fax: (972) 404-4450 INSURERS AFFORDING COVERAGE INSURED: AMS l/c/f: INSURER A: n 1 I r n VINCENT RAYMER INSURER B: PO BOX 8291 INSURER C: NAPLES, FL 34101 (239) 353-9008 Fax: (239) 353-6437 INSURER D: INSURER E: 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 MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. !tt~R TYPE OF INSURANCE POLICY NUMBER PRH~Y EFFECTIVE POLICY EXPIRATIO LIMITS ~NERAL LIABILITY EACH OCCURRENCE $ I- jMMERCIAL GENERAL LIABILITY FIRE DAMAGE (Any One Fire) $ I- CLAIMS MADE 0 OCCUR MED EXP (Anyone person) $ I-- PERSONAL & ADV INJURY $ - GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS. COMP/OP AGG $ I POLICY n ~~P.T n LOC ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO (Ea accident) - ALL OWNED AUTOS BODILY INJURY - $ SCHEDULED AUTOS (Per person) - HIRED AUTOS BODILY INURY - $ NON-OWNED AUTOS (Per accidenl) - - PROPERTY DAMAGE $ (Per accidenl) ~RAGE LIABILITY AUTO ONLY. EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ ~CESS LIABILITY EACH OCCURRENCE $ _ OCCUR D CLAIMS MADE AGGREGATE $ - $ DEDUCTIBLE $ - RETENTION $ $ WORKERS COMPENSATION AND WC77779990901 04/01/2009 04/01/2010 X I WC STATU- I lq:r~- EMPLOYERS' LIABiliTY $ 1000000 E.L. EACH ACCIDENT A E.L. DISEASE. EA EMPLOYEE $ 1000000 E.L. DISEASE. POLICY LIMIT $ 1000000 OTHER =1 LIMITS $ LIMITS $ AUUCU tH 1. This certificate remains in effect, provided the client's account is in Eood standinE with AMS. Coverage is not provided for any emplo~ee for which the client is not repor in! wa~es 0 AMS. Applies to 100% of the em~loyees of AM leased to VINCENT RAYMER, effect1ve 04 01/ 009. 2. Workers Compensation coveraEe is or the state of Florida only. 3. This insurance carrier has an AM Best rat1ng of A- or bet er. 4. Insured is afforded workers Compensation & Employers liability as a co-emElo~er under the policb for em~loyees leased from AMS. ***PL AS SEE ATTACHED EMPL YEE ROS ER.*** CERTIFICATE HOLDER I I ADDITIONAL INSURED; INSURER LETTER: CANCELLATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIACATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR CONTRACTOR LICENSING FAX: 239-252-2469 REPRESENTATIVES. 2800 N. HORSESHOE DR. AUTHORIZED REPRESENTATIVE NAPLES, FL 34104 .:..:r~-2"~~_ -. . ACORD 25-S (7/97) @ACORD CORPORATION 1988 16D3 CERTIFICATE OF LIABILITY INSURANCE Certificate Number: AC09-6200215-823882 EMPLOYEE ROSTER Attached roster includes employees paid through 09/20/2009. To verify employee's who may have been added since 09120/2009, please call 1-800-728-0623. : * Please note employee roster for this client is updated on a WEEKLY basis. I I I EMPLOYEE LIST: RA YMER, VINCENT O. 9/29/2009 Page I of 1 16D3 MEMORANDUM Date: October 14, 2009 To: Frank Ramsey, Housing Manager Housing & Human Services Department From: Martha Vergara, Deputy Clerk Minutes & Records Department Re: NSP Agreement #09-5240 Contractor: Deangelis Diamond Construction, Inc. Enclosed please find one (1) original, as referenced above (Agenda Item #16D3), which were approved by the Board of County Commissioners on Tuesday, September 15,2009. The Minutes & Records Department has retained an original for the Board's Records. If you should have any questions, please contact me at 252-7240. Thank you. Enclosures (I) A G R E E MEN T 09-5248 )103 for General Contractors for Rehabilitation of Residential Structures for NeiQhborhood Stabilization ProQram THIS AGREEMENT is made and entered into this 15th day of September, 2009, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Deangelis Diamond Construction Inc., authorized to do business in the State of Florida, whose business address is 6635 Willow Park Drive, Naples, Florida 34109 (hereinafter referred to as the "Contractor"). WIT N E SSE T H: 1. COMMENCEMENT: The contract shall be for a one (1) year period, commencing on September 15, 2009 and terminating September 14, 2010. This contract shall have two (2) one (1) year renewals, renewable annually. 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 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 not less than ten (10) days prior to the end of the Agreement term then in effect. 2. STATEMENT OF WORK: The Board of County Commissioners deemed twenty-two primary firms and ten (10) alternate firms to be pre-qualified and awarded an Agreement to each firm. Deangelis Diamond Construction Inc. has been awarded an Agreement as a Primary contractor. Each awardee will enter into an Agreement to provide complete services for General Contractor work in connection with the Neighborhood Stabilization Program on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5248 and the Contractor's proposal, which is incorporated herein by reference and made an integral part of this Agreement. The execution of this Agreement shall not be a commitment to the Contractor that any work will be awarded to the Contractor. Rather, this Agreement governs the rights and obligations of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement. In the sole discretion of Owner, primary firms' Agreements may be suspended for reasons to include, but not be limited to, the following: a. Failure to respond to three (3) separate requests for quotes b. Submittals to three (3) separate requests for quotes are deemed non-responsive c. Non-performance of or deficient work d. Non-payment of subcontractors The Contractor shall be notified in writing that its Agreement has been susf)..ended for the duration of the contract term and that the contract shall not be renewed. At that ti m'J:l , ~he next alternate firm, in order of ranking, as shown on Exhibit A attached hereto and incorporated herein, will be advised in writing that they have become a primary firm and will be sent requests for quotes. For estimates, all Contractors awarded a primary contract will be quoted. The Owner shall provide a summary of Work to be performed which will afford the Contractors the opportunity to submit a formal quotation for the new work. The Contractors shall respond with the information Page-1- sought within seven (7) working days. and responsible quoter. A purchase order will be awarded to the lw~tqe~onsive In each Request for Quotation, the Owner reserves the right to specify the period of completion and the collection of liquidated damages in the event of late completion. The Contractor shall apply for all permits within five (5) working days from the date the Purchase Order issued. 3. COMPENSATION: The Owner shall pay the Contractor for the performance of the Work pursuant to the quoted price offered by the Contractor in his response to a specific Request for Quotation. Any County agency may utilize the services offered under this contract, provided sufficient funds are included in its budget(s). 4. NOTICES: All notices required or made pursuant to this Agreement to be given by the County to the Contractor shall be made in writing and shall be delivered by hand, by fax, e-mail, or by the United States Postal Service Department, first class mail service, postage prepaid, addressed to the following Contractor's address of record: David B. Diamond, President Deangelis Diamond Construction, Inc. 6635 Willow Park Drive Naples, Florida 34109 Telephone: 239-594-1994 Facsimile: 239-594-1995 All notices required or made pursuant to this Agreement to be given by the Contractor to the County shall be in writing and shall be delivered by hand, by fax, e-mail, or by United States Postal Service Department, first class mail service, postage prepaid, addressed to the following County's address of record: Collier County Government Complex Purchasing Department 3301 East Tamiami Trail Purchasing Building G Naples, Florida 34112 Attention: Stephen Y. Carnell Purchasing/General Services Director Phone: 239-252-8371 Fax: 239-252-6584 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 Service Agreement must be in writing. 5. 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. 6. PERMITS: LICENSES: TAXES: In compliance with Section 218.80, Florida Statutes, all permits necessary for the prosecution of the Work shall be obtained by the Contractor. Payment for all Page -2- 16D3 such permits issued by the County shall be processed internally by the County. Contractor is not responsible for paying for permits issued by Collier County, but is responsible for acquiring all permits. Owner may require the Contractor to deliver internal budget transfer documents to applicable Collier county agencies when the Contractor is acquiring permits. All permits, fees and licenses necessary for the prosecution of the Work which are not issued by Collier County shall be acquired and paid for by the Contractor. 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. 7. 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 Contract 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. 8. TERMINATION: Should the Contractor be found to have failed to perform his services in a manner satisfactory to the County and requirements of this Agreement, the County may terminate said Agreement immediately 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 non- performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General 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 Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liabilitv: 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 $500,000 for each accident. Special Requirements: Collier County Board of County Commissioners shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability. Page -3- 16 0 3 .~ Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. Renewal certificates shall be sent to the County thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the County in the event of cancellation or modification of any stipulated insurance coverage. Contractor shall insure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Contractor shall provide County with certificates of insurance meeting the required insurance provisions. 11. INDEMNIFICATION: To the maximum extent permitted by Florida law, the ContractorNendor/Consultant shall 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, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorNendor/Consultant or anyone employed or utilized by the ContractorNendor/Consultant 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. 12 PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may invoice no more often than every thirty (30) days. Payments will be made in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act." 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other agreement between Owner and Contractor, to such extent as may be necessary in the Owner'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, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other agreement between Contractor and Owner. 14. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -4- 15. CONTRACT TIME AND TIME EXTENSIONS. 1603 A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 16. CHANGES IN THE WORK. Owner 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 itemized 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 written order of Owner, and Owner shall not be liable to the Contractor for any increased compensation without such written order. No officer, employee or agent of Owner is authorized to direct any extra or changed work orally. Any modifications to this Contract shall be in compliance with the County Purchasing Policy and Administrative Procedures in effect at the time such modifications are authorized. 17. COMPLIANCE WITH LAWS. Contractor agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers' compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify Owner in writing. 18. 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 and ready for occupancy by Owner. Page -5- 19. ASSIGNMENT. Contractor shall not assign this Agreement or any part therel, ~tn~he prior consent in writing of Owner. 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 Owner. 20. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner 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 Owner. Contractor shall also be responsible for and pay 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 Owner is entitled as a matter of law. 21. 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. 22. 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 Owner 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 Owner. 23. 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 Owner or Owner'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. Page -6- 1603 1 c. Contractor shall not disturb any benchmark established by the Owner with respect to the Project. If Contractor, or its subcontractors, agents or anyone, for whom Contractor is legally liable, disturbs the Owner's benchmarks, Contractor shall immediately notify Owner. The Owner shall re-establish the benchmarks and Contractor shall be liable for all costs incurred by Owner associated therewith. 24. EMERGENCIES. In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent thereto, Contractor, without special instruction or authorization from Owner is obligated to act to prevent threatened damage, injury or loss. Contractor shall give the Owner written notice within forty-eight (48) hours after the occurrence of the emergency, if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If the Owner determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations. If Contractor fails to provide the forty-eight (48) hour written notice noted above, the Contractor shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time. 25. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner review the Work. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall so advise Contractor in writing and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall issue a Certificate of Final Completion. Final payment shall not become due and payable until Contractor submits a final invoice accompanied by a Certificate of Final Completion. 26. LIQUIDATED DAMAGES. The "Commencement Date" shall be established in the Notice to Proceed to be issued by the Owner. Contractor shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the Commencement Date. Any Work performed by Contractor prior to the Commencement Date shall be at the sole risk of Contractor. Page -7- 1603 Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not finally completed within the time specified in the Request for Quotation. Should Contractor fail to finally complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until final completion is achieved. The Project shall be deemed to be finally completed on the date the Owner issues a Certificate of Final Completion. Contractor hereby expressly waives and relinquishes any right which it may have to seek to characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to finally complete the Work in a timely manner. When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Housing and Human Services Department. 28. COMPONENT PARTS OF THIS CONTRACT. This Contract consists of the attached or referenced component parts, all of which are as fully a part of the Agreement as if herein set out verbatim, including: Contractor's Proposal, Insurance Certificate, RFP No. 09-5248, any Quotation/Purchase Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Purchase Orders. 29. 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, 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 contract held by the individual and/or firm for cause. 30. 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. 31. 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. No markup shall be applied to sales tax. 32. IMMIGRATION LAW COMPLIANCE: By executing and entering into this agreement, the Contractor is formally acknowledging without exception or stipulation that it is fully responsible for complying with the provisions of 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. Failure by Page -8- 16D3 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. 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. 34.0FFER EXTENDED TO OTHER GOVERNMENTAL ENTITIES: Collier County encourages and agrees to the successful proposer extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful proposer. 35.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. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATTEST: ~~ Da"'~. bY' I - . Attest(8I!Ia~ .~....... , litytri'.,.- ~IJ~~?A.~ First Witness ~,~ 'L. MA!<>--'(() Type/Print Witness Name \J~(l ~~ S nd Wi ness 11/(( lillO G' "Ie Typ ~Print Witness Name BOARD OF COUNTY COMMISSIONERS COLLIER COU TY, FLORIDA By: ~""~ Fiala, Chairman Deangelis Diamond Cons ntra Signature \::)Ml \u, \l" ~,o...r\"'Or,J, Typed Signature \^ie.<:.0<:x\\ I eta Title Approved ~o form anh legal suffiCiency: f ,,/ / I ~J 0(: -t-C ~i~~ ~ou~ Attorney P .e..J rI -ze...? L Print Name Page -9- 1. Construction Professionals 2. South Florida Millworks 3. N. Square Inc. 4. R K General Contractors 5. Florida West Construction 6. Deerbrook 7 Jim Duffy Construction 8. D. Stefano Building 9. Tyler Construction 10.E.O. Kogh Construction 16D'3 l EXHIBIT A Alternate Firms Page -10- 1603 EXHIBIT B CERTIFICATE OF FINAL COMPLETION PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. The Work to which this Certificate applies has been inspected by authorized representatives of OWNER AND CONTRACTOR, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION CONNTRACTOR accepts this Certificate of Final Completion on 20_ CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page-11- 1603 ACORD. CERTIFICATE OF LIABILITY INSURANCE OPID WI' I DATeIIllWDM"l'VY] DZANG-t 09/25/09 I'RODUC'" THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE DawaoD o~ I'lorida; Napl.. HOLDER. THIS CERTIFICATE D09 NOT AMEND, I!XTEND OR 6609 Willow ~azk Drive ALTER THE COVERAGE AFFORDED BY THE POUOEB BELOW. Napl.. rL 3tl09 ~boDe:239-261-6116 rax:239-261-2803 INSURERS AFFORDING COVERAGE NAJCiI "'""""" INst./PERA Cincu-U ~_ c..--. 10677 INSURER B: Brid9efield IImDlover. DeADgelia Diamond Conatruction INSURER C The North Siver %na. Co. 21105 At~'wfteve Soud 663 110w ~ark Drive INSLPfR D Naplea rL 34109 ,NSLRER E: Tt-E POLICIES OF 1NSl...Jl.MK;E L1STEO BELOW H/l.VE BEEN ISSUED TO 1rE INSURED ~D ABOVE FOR TI-E POliCY PERIOD INDICATED. I\OTWITHSTA/>()ING mt REClUIREMENT, TERM OR CQl\()ITION OF AMY CONTHACT OR OllER OOCLtJlENT WITH RESPECT TO Wl-ltCH THIS CERTIFICATE MAY BE ISSlED OR ~y PERTAIN, THE INSlRANCE Jl.FFORDED BY Tt-E POLICIES DESCRIBED I-ERE.N IS SU3JECT TO I\LL THE TERMS, EXQUSIQNS HV CONDITIONS a: SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS :; =.: l'tPE OF IN8<JRANCE POUCY ........ DA"'~ DATE ~ LOOTO ~UABlL.1TY EACH occl.RRENCE $1,000,000 A X ~ TC'AL GEr-ERAl..lIABll1TY C~~0891579 01/01/09 01/01/10 PREMISES E8~J , 150,000 - CLAIMS w.De ~ OCCLR '-ED EXP (HIy on8 pvrsonj '10,000 PERSOIIW. & KN IN..W...RY $1,000,000 GE~ AGGREGATE $2,000,000 -;~ ~n L~~ AP~I~S PER PRCOUCTS - COMP/OP NX; '2,000,000 POLICY JECT n LOG -iimD Bea. 100/300 ~E UABIUTY COMBINED SINGLE LIMIT '1,000,000 A ~ fIoNY,6UTO CAA5878840 01/01/09 01/01/10 (E~ ace-100ft) - ,AU O'MED AUTOS BOOIL Y IN.lJRY I SCt-EDU..EO AUTOS (Parp8l1;on) c-- e-- HIRED AUTOS BODILY IN...u.y , NON-owtEO AUTOS {per-accident) I-- - PROPERTY D.AMAGE , (PWllCcid9rt) ~;== AUTO 0Nl If - EA ACCIC€NT , OltER THPN EM'X . AUTOort...Y NOG . EXCEIIo\.IMBRELLA UA8Ll1Y ~.OCCJ.mENCE '10,000,00.~_ C 5~CUR 0 QAlMS MADE 552-013758-51 01/01/09 01/01/10 AGGREGATF . , :rl ~OOCTiaE . X RETENTl"" '0 , WORt<ERS COMPENSATlON AND ITORYlIMITS I I~ER ElPLCN'ERS' UABlLlTY B PNY PROPRIETOfWAATNl::RiEXECl.1TIVE 83031088 01/01/09 01/01/10 EL. EAOi ACCIDENT '1000000 OFFICERJJoE~R EXClUJfD? EL. DISEASE - EA EI*'lOYEE , 1000000 ~1:S~V~~D&Iow EL. DISEASE. POLICY LIMIT ,1000000 01l!.' oe.cRPTlClN OF OPERATlONII LOCAllONIl Y&lICLES' EXct.U8IClNI ADDED IIY ENl<on IE"1e'T I ~ PROYI8lONI Co11ie%' COUDty Boazd o~ County ~..ioner. i. 1iated .. additional inaured with reqard to aeaeral Liability per form Gll. 233 08 02. CERTIFICATE HOLDER CANCELLATION COVERAGES COLLI25 SHOl.LD Nf'( OF llE A8O\IE DE8CR1BEO POLICE' BE CANCELLED BEFORE TtE EXPlRATlON DATE nEREOF, TtE IAUlNG IN8UER WI.L ENDEAVOR TO IMIL. 10 DAYS""","",, COllier County Board of county - N011CE TO TtE ~lCATE HOLDER NAMED TO 1l-E LEFT, BUT FALURE 10 DO 10 SHALl. c-=-iaiODer. IMPOSE NO O8llGAnoN OR LlABlUTY OF NIf KWO LPON"THE IN8t.IU:R, IT8 AGENTS OR 3301 !l!ami.ami. Tr iii Naple. rL 34112 REPRESENTAlM8. ~~ ACORD 25 (20011081 OACORDCORPORATIONlmm IMPORTANT II the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in iieu of such endorsement(s). II SUBROGA TlON IS WAIVED, subject to the terms and condrtions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate hoider in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this lonn does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or atter the coverage afforded by the policies listed thereon. ACORD 25 (2001108) ~ _..___.~__._....A.__._~_"__"."""'~""O'~..