The URL can be used to link to this page

Backup Documents 07/28/2009 Item #16B20 16820 MEMORANDUM Date: August 13, 2009 To: Rhonda Cummings, Contract Specialist Purchasing Department From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: Vila & Son Landscaping Enclosed, you will find an original contract document, referenced above, (Agenda Item #16B20) approved by the Board of County Commissioners on Tuesday, July 28, 2009. The second original will be held in the Minutes and Records Department as part of the Board's permanent record. If you should have any questions, please contact me at 252-8406. Thank you. Enclosure . . __._,_...........-"""'"..'<>,k_"_~.'_.. --",- DuJ ~ )\D)cA ITEM NO.: f.)1- ?~. 0 J :;>l1S :!',6ATEii~t;ClI'6~ 2 0 \ <'1'( ; "'.il \ ';L~' FILE NO.: DvV1- ; -I t ' ; 'I i ROUTED TO: o<;f \-t ~~ DO NOT WRITE ABOVE THIS LINE ~~~~ REQUEST FOR LEGAL SERVICES tr:~l-cb> Date: August 3, 2009 t> 06 'VI. \".QPv'0 To: County Attorney's Office 5~ / 1J;~1 Attention: Jeff Klatzkow ;)-~~ From: Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department, Extension 8941 ~ Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Vila & Son Landscaping BACKGROUND OF REQUEST: This Contract was approved by the BCC on July 28, 2009; Agend Item 16.B.20 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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: Liz De Leon, ATM ~-~_. "'-"'-.'""."...--.".- m"........ -'-"'-'~"--'.._~.."~ _ .U ~._.._~~ /' 16820 MEMORANDUM~~ " <b161 TO: Ray Carter " 2 f'-- Risk Management Department .JJ.~ . -' ( FROM: Rhonda Cummings, FCCN, CPPB, Contract Specialist j' ~,/,/ W'\JI'. - Purchasing Department I l (~),,, (, DATE: August 3, 2009 RE: Review of Insurance for Contract #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Vila & Son Landscaping This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. OATE RECEIVED dod/RC AUG t) 4 2009 c: Liz De Leon, ATM RISK MANAGEMENT --"'"'~- '--"'"--'~-'" .. , ____r T . "v,,"_~~_ ,--,._- www.sunbiz.org - Department of State 1 egg ~ 0 '>~ "'K8~ ~ r FLORIDA DEPARTMENT OF STATE . ~ "" > ,'''' ~"",\;f#, .' D I VI S 10\' [) F COR P 0 R.\ r 10 \ ~ hnbl;.~ "".. 'it<k:V . #'. "', '1\\~ ~:.. . ~~]if fw Home Contact Us E-Filing Services Document Searches Forms Help P.1'.fcl,yious on Li~ Nexton_L,i~! Return To List IEntity Name Search No Events No Name History Submit I Detail by Entity Name Florida Profit Corporation VILA AND SON LANDSCAPING CORP, Filing Information Document Number G99097 FEI/EIN Number 592384066 Date Filed 02/29/1984 State FL Status ACTIVE Principal Address 20451 SW 216 STR MIAMI FL 33170 US Changed 03/17/1994 Mailing Address 20451 SW216 STR MIAMI FL 33170 US Changed 05/03/1999 Registered Agent Name & Address VILA, JUAN C CEO .) l' ~ 20451 SW 216 STREET C 110' r.: ') J::..'L_ , :2.a / MIAMI FL 33170 US J "J O'v''/" Name Changed: 04/28/2008 ('.n ~ ~~r:~ ..q3()"/cB~ Address Changed: 01/25/2005 , "XJ J '? J . ----- Officer/Director Detail . Name & Address Title VP RIVERO, YORDANKA VP 1066 NW 16 ST HOMESTEAD FL 33030 Title CEO VILA, JUAN C CEO 18900 SW 232 NS ST MIAMI FL 33170 Title P LEAL, RICARDO P 6825 SW 59TH STREET MIAMI FL http://www,sunbiz.org/scripts/cordet.exe?action=DETFIL&in~ doc _ number=G99097 &inq... 7/8/2009 ',--. . """-. I.fllll~_'''___'''''''''~'-''~'''_"__' '___'"__'.~__~_N_ .. oM-""'_''''''''''. RLS# ~-ltL-OIM8 20 CHECKLIST FOR REVIEWING CONTRACTS Entity Name: lIc LA- AP't> 9C'~ ~-A,{)'b St!'1f:tJr,v6 a;,kA Entity name correct on contract? _L_Yes -- No Entity registered with FL Sec. of State? ~Yes -- No Insurance Insurance Certificate attached? V" Yes No - Insured registered in Florida? ~Yes _No Contract # &lor Project referenced on Certificate? V Yes No - Certificate Holder name correct (BCC)? ~Yes - No Commercial General Liability ~ '1~ !-zt'{O General Aggregate Required $ 2 Ml L.- Provided $ '2..-MIL- Exp, Date Products/CompI/Op Required $ Provided $--1L_ Exp. Date l I Personal & Advert Required $ Provided $ I MIL Exp. Date ~ I Each Occurrence Required $ Provided $ II Exp. Date I , Fire/Prop Damage Required $ Provided $ '3 f!}t?J (J()() Exp, Date I I Automobile Liability Exp Date Y.!r./ZPfP Bodily Inj & Prop Required $ 2 lot I L.. Provided $ tl\A(1 Workers Compensation { l Each accident Required $ I "^' ( L. Provided $ I ~IL Exp Date I1fL (2.PtP Disease Aggregate Required $ Provided $ \.I Exp Date I L I Disease Each Empl Required $ Provided $ c ' Exp Date L ' Umbrella Liability ~/, IMP Each Occurrence Provided $ SMIL Exp Date Aggregate Provided $ l' Exp Date l. ( 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? V"" Yes -- No County named as additional insured? -L Yes - No Indemnification Does indemnification meet County standards? V"'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? _v Yes - No Correct title of executor? V'Yes 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? v Yes - No Clerk's attestation signature block? ./ Yes No - County Attorney's signature block? v Yes No - Attachments ~Yes Are all required attachments included? ROV;'~~ ,";,;", ~ Date: q 04-COA- 03 222 ./.4. VT "'--'~"""'''''''"'''''-'"'"''''-'''''''~-''~ '" - .~ ,.,. _.'~"~',." -- 11I-<1. A G R E E MEN T 09-5239 16820 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Vila and Son Landscaping Corporation, authorized to do business in the State of Florida, whose business address is 20451 SW 216th Street, Miami, FL 33170 (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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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 seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - Landscape and Irrigation Maintenance (Vila and Son); Category II - Mowing and Right-of-Way Maintenance (Vila and Son); and Category III - Tree Service on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3, THE CONTRACT SUM: 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 Page -1- "---- ~.~~~- . ..--.. '","" .:'It - ;-"'-"'~" -- 16B20 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: Vila and Son Landscaping Corporation 20451 SW 216th Street, Miami, FL 33170 305-255-9206 telephone, 305-255-9207 fax Juan C. Vila, CEO 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 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 Page -2- ..<ll .A. -",.~.,"-> _L......~~,...__" , ~,-,~,._.. 16B20 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 $2,000,000 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 $1,000,000 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. 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. Page -3- "_.....-~ - "" '-"""""';";''''~''':.''''''''"-~''-'--'''-'''~-'''''"' '".~,.'._.. ---, 16820 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 Contra ctorN end 0 r/Consu Itant 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete. Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted, 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. 15. CONTRACT TIME AND TIME EXTENSIONS. Page -4- ~'"".__.. . . -"._-,~"~~-" . . I'l1r-_______.---.___"...""'''''___... A. 16820 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all Page -5- ."'''''"'-..-....---.--. '<'lr '''--<1' 1- ---_.,--- . 1v<l... .......~."",.."""'",. 16820 tools, 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, see Exhibit A hereto attached, 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 any application, installation, connections, materials, equipment, and/or anything erected 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 Page -6- ,-----------, . , _"w ~.. "'."""""'"'~"*-~"";"-'-"~'-"-" "'d._'<^W'.___ - ---~,~ 16820 same, and any monies necessary to replace such loss or damage shall be deducted from any amounts due Contractor. B. Contractor shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. C. Contractor shall not disturb any benchmark established by the 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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 Page -7- ~ a....._ --.......... "... -" .," ~,.~.-...."._. ,-~"'~.~--_.,~.....--,......- -- 16820 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 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. Page -8- "'-"^ ~ -. "_"""""'",~"'_'__"""o_,".,..._.,_,.~ " . '1 ..~,- 16820 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 C~Y' FLORIDA Dwight E. Brock, Clerk of Courts _ / _ By: O.(.By: ~ d~ Donna Fiala, Chairman Dated: ,. ~.a~.QN ,.~: lh':" -.ndl.!;1 .1., 0'.." Vila and Son Lands tion ::..' ..' Contra .f l ~ ..:.: ~ ., ,} ~ . ..~ i ..... ,""\.,,. .' .... \ . 7." . c c 't~f ,l'- Qka n\..r.......... By. " ' Fir~ itness Signat re r al0~ wkl- Typed Signature fU4~ow-( Title ~ :Hi ,,;) , Q,te L0 v..('.' (L Type/Print Witness Name Approved as to form and ~fficie~ tJ- (j( I <-~., A33iBtBIilt County Attorney t')"''4~ Item# \(dB71) Agenda Date Page -9- '""""""',,_"_''''' ,_,_,,,'''",^'' _o.,,"~",,~_ '~"""',".,_'..,',"'".....,._ .., "1"1 __ EXHIBIT A 16820 WARRANTY In consideration of ten dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSULTANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: Page -10- ~~''"''"-'-'" ,- ""'IV r "---"'-- '-'-- Ae~. CERTIFICATE OF LIABILITY INSURANCE Pag. 1 of ~ '07/~O/200d PRODUCER 877-945-7378 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Willis of Florida. Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 26 Century Blvd. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. P. o. Box 305191 I __~__._ ____~~sh=i~~e._:__37_2~0~~~1 INSURERS AFFORDING COVERAGE . .__...! NAIC#_____ INSURED Vila and Son Landscaping Corp INSURER A. United States Fire Insurance Company i 21113-001 4175 Buckingham Road . _._..__m__. , ., . u U .-...-.-.---.---- -r" -- ...--~-- Ft. Myers. FL 33905-7206 ._INSLJRERB: Nabonal Umon Fue:r""lJ.r,,:ncec:om.p":IlLofj.l!l.~~()9~.. INSURER C .______._____. ._. _1__.______.._____ ,_IN"URER~ . . m . u_ u ___.. . .__.__ 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, ~ .. ~'-""""---'--l u.._.___.__.____. .. .-....-. .~-~ .--~. __n__._.._ --.----.--.--..---.- INSR "'DD'Lfn --.- - ---- POLICY EFFECTIVE I POLICY EXPIRATION i - LTR INSRO TYPE OF INSURANCE POLICY NUMBER DATE MM/DDIY IDATE MMIDDIYYYY ' LIMITS A X I. GENERA,L LIABILITY , . 5417001009 4/1/:2 010 . [I..E. A..CH OCCURRENCE.. _____.. _$_----"'-'-". 1. . OJ). .(L 000. ~ ~~m~ i ~~lMERCIAL GENERAL LIABILITY .P"R~ISES (EJ!.9.fl:C,!!:,,-n.f"-L_1 L__._u...~.Q..~Q._ : ---t-...: CLAIMS MADE [JL OCCUR iMEQ..E)(f' -'''''--nrone eerson)_. --f..--------.s......Q.QQ. ~_,j _~_________~. !!'EO'3.S0NAL&ADV-'-NJUR.'!:..i.s....__hOOQ1000 I";:::~r,;;;;;; "r'" ~: I '::::;";~~:~;^"I~~~~= A I X LAUTOMOBILELIABILITY 1387301616 4/1/2009 4/1/2010 COMBINED SINGLE LIMIT ,~ . 1 000 000 I X I ANY AUTO (Ea aCCident) , , , n 1.'-"-- XI' ALL OWNED AUTOS BODILY INJURY ~ SCHEDULED AUTOS (Per person) I.~ HIRED AUTOS BODILYINJURY $ .JL. NON.OWNED AUTOS (Per aCCIdent) ------------~--- ~P~~:c~~:~SAMAGE $ GARAGE LIABILITY l AIJT()ONL)'~..E."ACCIDENT ._S;__________. ANY AUTO OTHER THAN J:.AACs:.._$_.._____._.. i AUTO ONLY: AGG $ B !_~.~ESS I UMBRELi.A...l:JIABILITY BE 6 5 64742 4/1/2 0 09 4/1/:2 010 I.EOA.C;HOCCURREN. CEo _. .__.... ___'uS _~.L..Q~.O. Q1l..Q.. I ! i.JLj OCCUR.__ CLAIMS MADE ' AGGRE,c;:A.1!..___. ___nu._p__5. 0 o.Q-,-O 00 '$ .. . - ------_.~-----~---- DEDUCTIBLE 1.._ ._____._____.____ X RETENTION $ 0 000 I A WORKERS COMPENSATION 14066803972 4/1/2009 4/1/2010 AND EMPLOYERS' LIABILITY Y I N .....~~-~- ANY PROPRIETOR/PARTNER/EXECUTIVE r N j 1. 000 . 000 OFFICER/MEMBER EXCLUDED? 1.__ (Mandatory in N H) __...;1, I 0 0 0 I 0 0 0 If yes, describe under SPECIAL PROVISIONS beLow E.L. DISEASE. POLICY LIMIT '$ 1 000 000 OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Contract 09-5239 Landscape Maintenance Vendors It is agreed that Collier County is included as an Additional Insured as respects to General Liability and Automobile Liability, but solely in regards to work being performed by or on behalf of the Named Insured when required by written contract or written agreement. u h in uranc i ffor d h 11 b CANCEllATION 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 Collier County IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Attn: Stephen Y Carnell Purchasing Dept 3301 East Tamiami Trail Naples. FL 34112 ACORD 25 (2009/01) Co11: 2758604 Tp1: 936016 Cert: 12827072 @1988-2009ACORDCORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ,~."_,,_,,",,._~, _"''- ____w"__~______.__'..,_"'_,,.,.........__,....._""_ ~.",~,",_.._",...,_...._.. '___'Q'~''''''_''''''''~'',;_,,'_ willis CERTIFICATE OF LIABILITY INSURANCE Page 2 DATE of 3 07/20/2009 PRODUCER 877-945-7378 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONL Y AND CONFERS NO RIGHTS UPON THE CERTIFICATE Willis of Florida, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 26 Century Blvd. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, P. O. Box 305191 Nashville, TN 37230 - 5191 INSURERS AFFORDING COVERAGE NAIC# -----..-..-..------..---- INSU~Efll\,-UIl:ited, S,l:a.t~s u Fire Insu.'Ca.n,,"-i=oInI'IlIll'.., ~r;~~1~~3~~Qi. INSURED Vila and Son Landscaping Corp 4175 Buckingham Road Ft. Myers, FL 33905-7206 ' INSURER B Nli.t.ional Unj.,oIl. Fire Insurance Company ,of. i 194~.5:.0.0.s.n , INSURER C: t j.--.------ ---~- ---- _._----~._._-------------- ------------ , INSURER D: mn----.--t ; INSURER E: , DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS any other insurance in force for or which may be purchased by the Additional Insured. It is understood and agreed that the company waives its right of subrogation against the Additional Insured which may arise by reason of a payment of claim under the General Liability, Automobile Liability and Workers Compensation policies when required by written contract or written agreement. Coll:2758604 Tpl:936016 Cert:12827072 ,",,~" ~- . p"r'll ""'<-"""--"". ~. 1<--... ~'"'..._-_.,-" _.,,-~. Page 3 of 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) Coll:2758604 Tpl:936016 Cert:12827072 ~--".~._"""""'"'--"'... , - "'-""'-~-"--'-'-""'" ~,' -'~"'-'-'-"-- Policy Number Crul11c!l!l!l!,..Forster 5417001009 SCHEDULE OF FORMS AND ENDORSEMENTS UNITED STATES FIRE INSURANCE COMPANY Named Insured: Vila and Son Landscaping Corp Effective Date: 4/1/2009 12:01 A.M., Standard Time Agent Name: WILLIS OF FLORIDA. MIAMI Agent No. 83324 COMMON POLICY FORMS AND ENDORSEMENTS FM 206.0.6 04-94 COMMON POLICY DECLARATIONS FM 206.0.2 04-94 SCHEDULE OF FORMS AND ENDORSEMENTS FM 206.0.11 09-07 SIGNATURE PAGE - US FIRE FM 206.0.1 04-94 SCHEDULE OF NAMED INSUREDS FM 206.0.3 04-94 SCHEDULE OF LOCATIONS IL 00 17 11-98 COMMON POLICY CONDITIONS FM 206.0.8 04-94 SCHEDULE OF TAXES, SURCHARGES OR FEES FM 600.0.963 04-94 PREMIUM PAYMENT SCHEDULE FM 206.0.204 07-93 AMENDMENT OF CANCELLATION CONDITION IL 00 21 07-02 NUCLEAR ENERGY LIABILITY EXCLUSION END'!' FM 108.0.816 11-01 TO OUR FLORIDA POLICY HOLDERS GENERAL LIABILITY FORMS AND ENDORSEMENTS CG 22 94 10-01 EXCLUSION-DMG TO WORK BY SUBCONTRACTORS CG 00 01 12-07 COMMERCIAL GENERAL LIABILI'l'Y COV FORM FM10101252 10-05 ABSOLUTE ASBESTOS EXCLUSION FM10101404 07-01 COMM GL COV PART SUPP DECLARATION FM 206.0.5 04-94 COMPOSITE' RATING PLAN ENDORSEMENT SCHEDU CG 02 20 12-07 FL CHANGES - CANCELLATION &: NON'RENEWAL CG 04 35 12-07 EMPLOYEE BENEFITS LIABILITY COVERAGE . CG 20 10 07-04 ADDTL INSD - OWNERS, LESSEES OR CG 20 34 07-04 ADDTL INSD LESSOR OF LEASED EQUI CG 21 47 12-07 EMPLOYMENT-RELATED PRACTICES EXCLUSION CG 21 55 09-99 TOTAL POLLUTION EXCL. WITH HOSTILE FIRE CG 21 73 01-08 .,,,EXCLUSION OF CERTIFIED ACTS OF TERRORISM CG 22 43 07-98 "EXCL-ENGINEERS, ARCH OR SURV (PROF LIAB) CG 25 03 03-97 DESIGNATED CONSTRUCTION PROJECTS GENERAL FM 206019 07-03 COMPOSITE RATING PLAN END'!' FM10101206 08-03 GL ENHANCEMENT END'!' FM10101441 11-96 ARBITRATION END'!' - RETRO RATING PLANS FM10101806 08-03 GL ENHANCEMENT ENDORSEMENT SUPP SCHEDULE FM10101839 04-00 SUBSIDENCE I EARTH MOVEMEN'l' I PRESSURE EXCL FM10101840 04-00 CGL EIFS I DEFS EXCLUSION FM10101847 08-00 ECOMLIABILITY .. FM10101848 07-00 ADDL INSD - BY WRI'l"I'EN CON'l'RACT FM10101903 11-05 EXCLUSION - CONSTRUCTION DEFECTS FM10101916 06-01 MOLD EXCLUSION FM10102086 12-02 CONSTRUCTION RELATED PRODUCTS AMENDATORY FM10102167 05-04 ABSOLUTE SILICA EXCLUSION FM6000955 09-99 LEAD EXCL END'!' CG 24 04 10-93 WAIV OF TRNSFR RHTS OF REC AG OTH '1'0 US CG 21 39 10-93 CONTRACTUAL LIABILITY LIMITATION FM 2.0.949 12-06 FLOR~DA~~CANE CATASTROPHE FUND SIC ':,'j '..t~. J: ,- " \ FM 206.0.2 0494 ,-- -~.. 'Till 1101... ._._--~"_.,,~--.~ .-- ....~.__.~_."".._--- -- 16820 Named Insured: Vila and Son Landscaping Corp COMMERCIAL GENERAL LIABILITY CG 20 10 07 04 Policy Number: 541 700100 9 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -,OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: - COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location(s) Of Covered Operations Collier County Contract 09-5239 Landscape Maintenance Vendors As per written contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to include B. ~ith respect to the insurance afforded to these as an additional insured the person(s) or organizatioh(s) additi8nal insureds, the following additional exclusions shown in the Schedule, but only with respect t<?, liabiltty,1gr r .app'ly: "bodily injury", "property damage" or "peJ~9nal and . advertising injury" caused, in whole or in part, by: i This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. Your acts or omissions; or 1. All work, including materials, parts or 2. The acts or omissions of those acting on your,behalf; equipment furnished in connection with such 1 \_ ~ i i work, on the project (other than service, in the performance of your ongoing operations for the maintenance or repairs) to be performed by or additional insured(s) at the location(s) designated above. .. on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 070 4 @ ISO Properties, Inc. 2004 Page 1 of 1 ,'J 1 (J:,:'. ' ~ l~. "~ .' I , -~ it " , ''In:,; ".~---..~,~~-=, . '"'--"<...,'----~'--_..- -~ -~_.......,"----~.,_.._,,---~-,"",,"~_._". 16820 VIII. MOBILE EQUIPMENT The following is added under SECTION V - DEFINITIONS, 12. "Mobile Equipment": Paragraph f.(1) does not apply to self-propelled vehicles of less than 1,000 pounds gross vehicle weight. IX. ADDITIONAL INSUREDS BY WRITTEN CONTRACT SECTION II - WHO IS AN INSURED is amended to include as an additional insured any person or organization whom you are required to add as an additional insured to this policy by a written contract or written agreement that is: (1 ) currently in effect or becoming effective during the term of this policy; and (2) executed prior to the "bodily injury", "property damage" or "personal and advertising injury". A. The Insurance provided to the additional insured applies as follows: 1. That person or organization is only an additional insured with respect to liability caused by your negligent acts or omissions at or from: (a) premises you own, rent, lease, or occupy or (b) your ongoing operations performed for the additional insured at the job indicated by written contract or written agreement. 2. The limits of insurance applicable to the additional insured are those specified in the written contract or written agreement or in the Declarations of this policy whichever are less. These limits of insurance are inclusive of and not in addition to the limits of insurance shown in the Declarations. B. If the additional insured is an architeqkel1gl!iu~er, or surveyor, the insurance provided to the additional insured ,does not apply to "bodily injury", "property damage", or "personal and advertising injury" caused by the rendering of or failure to render any professional services inclyding: 1. preparing, approving, or failing to prepare or approve maps, drawings, opinions, reports, surveys, change orders, designs or specifications; and supervisory, inspection, or engineering services. C. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, under 4. Other Insurance, is amended a~ follows: Includes copyrighted material of Insurance Services Office, Inc., with its permission. FM 101.0.12060803 Page 4 of 8 , i .- .,. or -q""..______..."""',,.,,,...,.,,. --."___,..,_",, III , 'I' . "-'''''~-'' 16820 The following is added to item a.: Regardless of wheth.er other insurance is available to an additional insured on a primary basis, thisihSurance will be primary and noncontributory if a written contract between you and the additional insured specifically requires that this insurance be primary. D. With respect to the insurance afforded these additional insureds, following additional exclusion applies: This insurance does not apply to: 1. "Bodily injury" or "property damage" occurring after: (a) all work, including materials, parts or equipment furnished in connection with such work, on the project (other than 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 (b) that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as part of the same project. X. ADDITIONAL INSURED - STATE OR POLITICAL SUBDIVISIONS - PERMITS SECTION II - WHO IS ~r~U~~URED is amended to include as an additional insured any state or political subdivisionWtlich as issued a permit to you. 1. This applies only with respect to operations performed by you or on your behalf for which the state or political subdivision which as issued a permit to you, 2. This insurance does not apply to: a. "Bodily injury", Property Damage", or "Personal and Advertising injury" arising out of operations performed for the state or municipality; or b. "Bodily injury" or "Property Damage" included within the "Products-Completed Operations Hazard", XI. PROPERTY DAMAGE LIABILITY - ELEVATORS AND SIDETRACK AGREEMENTS The following is added under:,$E9T.I.Qt\U.:- COVERAGES, COVERAGE A. BODILY INJURY AND PROPERTY 9j),MAGE LIABILITY, 2. Exclusions: Includes ~o~~i9b~ed 'material of Insurance Services Office, Inc., with its permission. FM 101.0.12060803 Page 5 of 8 -"~Y_"'''-~- ".. -"..."" -" ""'-,-~,..",..._,,"_., .. I ) 8 20 , Crum}~;~;iForsfer ,rH, # 541 7001009 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSUREDS BY,WRlnEN CONTRACT - INCLUDING COVER~GE FORiOOMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART AND THE GENERAL LIABILITY ENHANCEMENT ENDORSEMENT Item XIII. ADDITIONAL INSUREDS:PSY WRITTEN CONTRACT in General Liability Enhancement Endorsement is replaced by the following: Section II - WHO IS AN INSURED is amended to include as an additional insured any person or organization whom you are required to add as an additional insured to this policy by a written contract or written agreement that is: 1. currently in effect or becoming effective during the term of this policy; and 2. executed prior to the "bodily injury", "property damage", "personal and advertising injury". A. The insurance provided to the additional insured applies as follows: 1. That person or organization is only an additional insured with respect to liability caused by your acts or om issions at or from a. premises you own, rent, leas~qto,c.9l:lPY;.Qr I b. work performed for the additiqli!~insureqiatthe job indicated by written contract or written agreement. 2. The limits of insurance applicable to the additional insured are those specified in the written contract or written agreement or in the Declarations of this policy, whichever is less. These limits of insurance are inclusive of and not in addition to the limits of insurance shown in the Declarations. '~~~. "-j: B. If the additional insured is an architect, engineer, or surveyor, the insurance provided to the additional insured does not apply to "bodily injury", "property damage", "personal injury and advertising injury" caused by the rendering of or failure to render any professional services including: 1. the preparing, approving, or failing to prepare or approve maps, drawings, opinions, reports, surveys, change orders, designs or specifications; and 2. supervisory, inspection, or engineering services. C. Section IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, under 4. Other Insurance, is amended as follows: The following is added to item a.: Regardless of whether other insuran~~ is, ay~ilable to an additional insured on a primary basis, this insurance will be primary and 1l0n9}?mributo'r-)fdfa written contract between you and the additional insured specifically requires that this insurance be primary. FM 101.0.18480700 ,.~,---~. .. __"_"~"",,,,,___,,,,,,,,,,,,~",,,,~,,""..4_"."___,IOII"'J_' Policy Number Crum,,:ri,; Forster 1387301616 SCHEDULE OF FORMS AND ENDORSEMENTS UNITED STATES FIRE INSURANCE COMPANY Named Insured: Effective Date: 411/2009 12:01 A.M., Standard Time Agent Name: WILLIS OF FLORIDA - MIAMI Agent No. 83324 COMMON POLICY FORMS AND ENDORSEMENTS FM 206.0.6 04-94 COMMON POLICY DECLARATION FM 206.0.2 04-94 SCHEDtTLE O,F FORMS AND ENDORSEMENTS FM 206.0.11 09-07 SIGNA'l"t1lU:' PAGE - US FIRE FM 206.0.1 04-94 .StlHEDUL:el1 OF NAMED INSUREDS IL 00 17 11-98 COMMON POLICY CONDITIONS FM 206.0.8 04-94 SCHEDULE OF TAXES, SURCHARGES OR FEES FM 600.0.963 04-94 PREMIUM PAYMEN'l' SCHEDULE IL 00 21 07-02 NUCLEAR ENERGY LIABILITY EXCLUSION ENDT FM 108.0.816 11-01 TO OUR FLORIDA POLICY HOLDERS AUTOMOBILE FORMS AND ENDORSEMENTS CA 20 01 03-06 ADDL INSD - LESSOR FM 206.0.19 07-03 COMPOSITE RATING PLAN ENDORSEMENT FM 114.0.1116 04-06 BUSINESS AUTO POLICY - DEC FM 114.0.1116A 04-06 BUSINESS AUTO DECLARATIONS (CONTINUED) CA 00 01 03-06 BUSINESS AUTO COVERAGE FORM FM 101.0.1544 02-02 RISK RETENTION AGGREGATE LIMIT ENDT FM 206.0.5 04-94 MANUSCRIPT ENDORSEMENT CA 01 28 02-03 FLORIDA CHANGES CA 02 67 07-07 FL CHANGES - CANCELLATION AND NONRENEWAL CA 21 72 03-06 FL UNINSURED MOTORISTS COV - NON STACKED FM 114.0.1254 06-03 COVERAGE SYMBOL ENDORSEMENT CA 22 10 07-04 FL PERSONAL INJURY PROTECTION CA 20 56 02-99 FELLOW EMPLOYEE COV FOR DESIG EMPLOYEES CA 99 03 03-06 AUTO MEDICAL PAYMEN'l'S COVERAGE CA 99 16 12-93 HIRED AUTO SPECIFIED AS COV AUTO YOU OWN CA 99 23 12-93 REN'l'AL REIMBURSEMENT COVERAGE CA 99 33 02-99 EMPLOYEES AS INSUREDS CA 99 44 12-93 LOSS PAYABLE CLAUSE CA 99 54 07-97 COVERED AVTODESIGNATION SYMBOL +FM 114.0.1263 02-02 C.gMMJ!;RCAL' ~p:o:rO BROAD FORM ENDORSEMENT FMl14.0.1269 04-02 h"iD.i:P',~'~S't1lUWCE DAMAGE &: DEF COMBINED FM2.0.852 12-03 JECT% IELECTION OF OM COVERAGE FM 114.0.1041 01-89 NOTICE TO FLORIDA AUTO P/H WITH P.I.P. FM 2.0.949 12-06 FLORIDA HURRICANE CATASTROPHE CA 99 10 09-02 DRIVE OTHER CAR COVERAGE {'. L: ,"-I; ,< r ,~.....' , FM 206.0.2 04 94 .... ~ ,..,....,~-_.., - '---~--~."'.'''-''''--'''. ......... -,- Cru"'ii;~~;~Forsfer ' Vila & Son Pol. No. 138 730161 ~ 6 8 20 (See Page 3 of 5 for Additional Insured .l,li",! Wording) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. A. Broadened Insured Status The following are added as Named Insureds to this policy: 1. Any subsidiary which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this Coverage Form, However, the insurance afforded by this provision A.1. does not apply to any subsidiary that is an insured under any other automobile liability policy, or would be an insured under such policy but for the termination of such policy or the exhaustion of such policy's limits on insurance. (,) (' 'I,. 2. Any organization you newly acquire or form, and over ~hich you maintain majority interest. The insurance afforded by this provision A.2.: (a) Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. (b) Does not apply to "bodily injury" pr "property damage" resulting from an "accident" that occurred before you acquired or formed the organization. (c) Does not include any newly acquired or formed organization that is: i. A joint venture or partnership; or ii. An insured under any'other automobile liability policy, or would be an insured under such policy but for the termination of such policy or the exhaustion of such policy's limits of insurance. B. Coverage Extensions - Supplementary P~yments ~ 'i ~ ' , Supplemental Payments a.(2.) anda.(4.) in Coverage Extensions (Section II) are revised as follows: 1. In a.(2), the limit for the cost of bail bonds is increased to $3,DOO; and 2. In a.(4), the limit for the actual loss of earnings is increased to $1,000 per day. FM 114.0.1263 (2/02) Page 1 of 5 .-.-._--- ""',,. .. 1Il_ <r -'."- 16820 c. Duties in the Event Of An Accident, Claim, Suit, Or Loss: 1. Your obligation in Loss Condition 2.a. (Section IV) relative to notification requirements applies only when the "accident" or "loss" is known to: I;"', i,ie a. You, if the named "Insured" is an indiyidual; b. A partner, if the named "insured" is a partnership; c. A member, if the named "insured" is ~ joint venture or limited liability company; or d. An executive officer or insurancen;laqager, if the named "insured" is an organization other than a partnership, joint venture or limited lIability company. 2. Your obligation in Loss Condition 2.b (Section IV) relative to providing us with documents concerning a claim or "suit" will not be considered breached unless the breach occurs after such claim or "suit" is known to: a. You, if the named "insured" is an individual; b. A partner, if the named "insured" is a partnership; c. A member, if the named "insured" is a joint venture or limited liability company; or d. An executive officer or insurance manager, if the riamed "insured" is an organization other than a partnership, joint venture or limited liability compan,y"., D. Unintentional Failure To Disclose Hazard~', If you unintentionally fail to disclose any hazards existing on the effective date of this policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium due to us as a result of these undisclosed hazards in accordance with our filed rating plans. :!'; E. Coverage Territory - Short Term Hired C~~'mercial "Autos" The following is added to the General Condition 7. Policy Period, Coverage Territory (Section IV): f. Anywhere in the world if: (1) A covered "auto" of the commercial van, pick-up, or truck type is leased, hired, rented or borrowed for a period of 30 days or less; and (2) The "insured's" responsibility to pay damages is determined in a "suit" on the merits, in the United States of America, the territories and possessions of the United States of America, Puerto Rico, or Canada or in a settlement we agree to. We will cover "loss" to, or "accidents" involving, a covered "auto" while being transported between any of these places. FM 114.0.1263 (2/02) ~'age 2 of 5 . -.-----.- , -"""",-"'_."""'~'''''-'''~'''- ~- _.".,,-~-^..,-, . ..~.~~--_..- .~ i ' 16820 F. Mental Anguish Resulting From "Bodily Injury" The definition of "bodily injury" in Section V. - Definitions is replaced by the following: "Bodily injury" means physical injury, physical sickness or physical disease sustained by any person, including "mental anguish" or death resulting from any of these. It does not include mental anguish to any person which occurs in the absence of physical injury, physical sickness or physical disease to that person. For the purpose of this provision, the term "mental anguish" shall mean any type of mental or emotional illness or distress. G. Non-Owned Auto Waiver Of Subrogation We hereby waive any right of subrogation against any of your officers, directors, or "employees" which might arise by reason of any payment under the insurance afforded by this policy for the operation" maintenance, use, loading, or unloading of non-owned "autos". This waiver extends only to payments in excess of other valid and collectible insurance available to the officer, director, or "employee". H. Blanket Waiver of Subrogation When Required Under Written Contract The following is added to Section IV - Business Auto Conditions, A.S. Transfer Of Rights Of Recovery Against Others To Us: However, we waive any right of recovery we may have against a person, organization or government entity when you have waived such right of recovery under a written "insured contract" provided such written "insured contract" is: 1. currently in effect or becoming effective during the term of this policy; and 2. executed prior to the "accident" or "loss"; or 3. executed after the "accident" or "loss" if: a. the terms and conditions of the written "insured contract" had been agreed upon prior to the "accidenf' or "loss"; and b. you can definitively establish that the terms and conditions of the written "insured contract" ultimately executed are the same as those which had been agreed upon prior to the "accidenf' or "loss". I. Blanket Additional Insured When Required; .Under Written Contract Who Is An Insured (Section II - Liability Coverage, Paragraph A.1) is amended to add: d. Any person, organization or governmental entity with respect to the operation, maintenance, or use of a covered "auto" if you are required to add such person, organization or governmental entity to this policy as an additional "insured" in order to comply with the terms of a written "insured contract" or written agreement. This Additional Insured status is not conferred when such "insured contract" or written agreement": 1. involves the owner or anyone else from whom you hire or borrow a covered "auto" unless it is a "trailer" connected to a covered "auto" you own; or FM 114.0.1263 (2/02) . ,p~ge30f ,9(" --,,~..>",,-.-_.._--_..." - --.-"'-".-- ',..i, J 16820 2. is executed after the date of "accident" or "loss"; Paragraph d.2. above does not apply if: a. the terms and conditions of t~e written "insured contract" or written agreement had been agreed upon prior to the "accident" or "loss"; and b. you can definitively establish that the terms and conditions of the written "insured contracf' or written agreement ultimately executed are the same as those which had been agreed upon prior to the "accident" or "loss". J. Physical Damage - Glass Breakage If you carry Comprehensive Coverage for the damaged covered "auto", then this coverage extension J. applies to that covered "auto"; The following paragraph is added to A.3., Glass Breakage (Section III): Any deductible shown in the Declarations WiU not apply to glass breakage if such glass is repaired, in a manner acceptable to us, rather than replaced. If the glass must be replaced and there is no other damage associated with the "loss", the deductible will be $100 unless a lower deductible is shown on the declarations page for this coverage. K. Physical Damage - Increased Temporary Transportation Expense, Including Coverage for Commercial Vehicles '" . I;; ~ If you carry Comprehensive coverage for the damaged covereq "auto", then this coverage extension K.1. and K.2. applies if the "loss" results from a Comprehensive "loss", even if the covered "auto" is not of the private passenger type. If you carry Collision coverage for the damaged covered "auto", then coverage extension K.2. applies if the "loss" results from a Collision "loss", even if the covered "auto" is not of the private passenger type. 1. Paragraph AA.a, Coverage Extension (Section III) is revised, with respect to temporary transportation expenses incurred by the named "insured", to provide a per day limit of $50 per day subject to a maximum limit of $1,500. In addition, the waiting period is hereby reduced so that coverage will begin 24 hours after the theft. No deductibles shall apply to this coverage. 2. We will pay for necessary and actual additional" transportation expenses, including rental reimbursement, incurred by the named ~',ifls,ur~<;l::~que to"loss", other than theft, to a covered "auto" which is: '" ' : ' a. identified or described in the Declarations or Schedule; and b. carries physical damage coverage for the "loss" under this policy. This coverage shall be provided ,wit~!<>;ytdedlJc~ible and is limited to $50 per day subject to a maximum limit of $1,500. This coverage does not apply while there are spare or reserve "autos" available to the named "insured". We will only pay for th6se additional transportation expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regar-dless of the policy's expiration, when the covered "auto" is repaired or replaced, or we pay for its "loss", whichever is earlier. FM 114.0.1263 (2/02) Page 4 of 5 -, -...,,~... ---~~"'--",'~"~"~~ ',....,.....,"''',.......,__'''.",........,,__.s.... .,..---,~'-.."'--"._.- 16820 L. Multiple Deductible Protection " . , If you carry Comprehensive and Collision coveragE3sJ9r the d(:\r:naged covered "autos", then this coverage extension L. applies to those covered "autos". The following is added to Paragraph D. Deductible under Section III - Physical Damage Coverage: Whenever a covered "auto" and trailer are each damaged in the same "loss" while operating as a combined truck and trailer unit, only one deductible shall apply to the "accident". The larger of the two deductibles shall apply. : ,q.;j If another policy or coverage form issue9'by us, that is not an automobile policy or coverage form, applies to the same "loss" or "accident", the following applies: 1. If the deductible under this Business Auto Coverage Form is not the largest deductible, it will be waived. 2. If the deductible under this Business Auto Coverage Form is the largest deductible, it will be reduced by the amount of the smaller (or smallest) deductible. M. Extra Expenses - Stolen Vehicles The following is added under Paragraph A.4.a. Coverage Extensions of Section 111- Physical Damage Coverage: (...' I I':,. ',;'l, We will pay for all reasonable and neces;saryexpens~s to return a stolen covered "auto" to the named insured if such covered "auto" carries Comprehensive coverage. N. Extended Towing Coverage If the named insured carries Comprehensive and Collision Coverage for the damaged covered commercial "auto", then this coverage extension N. applies to that covered "auto". If the damaged covered "auto" is of the private passenger type, then in addition to COlP,prehensive and Collision Coverage, the damaged covered "auto" must also carry Towing Coverage in order for this coverage extension N. to apply. We will pay for towing and associated labor costs each time a covered "auto" is disabled. All labor must be performed at the place of disablement. If the "auto" is of the private passenger type, there will be no deductible. If the "auto" is not a private passenger type, a $250 deductible will apply to this coverage but it will not reduce the available limit of insurance. For all types of "autos", the most we will pay under this coverage is $1,000 per disablement. "Autos" which are disabled do not include stolen vehicles. O. Airbag Coverage If the named "insured" carries Comprehensive and Collision Coverage for the damaged covered "auto", then this coverage extension O. applies to that covered "auto". The following is added to subparagraph 3.a. ,unJ;l,er,P~ra9.~aph B. Exclusions (Section 111- Physical Damage Coverage): . The accidental discharge of an airbag shall not be considered mechanical breakdown and therefore shall not be excluded. This provision does not apply to "autos" you hire with a driver and it is excess over any warranty specifically designed to provide this coverage. " :.1' '.:::..' FM 114.0.1263 (2/02) (..if !~ " .Page 5 of 5 ~....._ J,l'" "'"","""':_'_;_'''''''"~>'-''_<' _ .. """_"'~~_N____~_.. 16 Policy Number Crum::ii i:Forster' 4066803972 SCHEDULE OF FORMS AND ENDORSEMENTS UNITED STATES FIRE INSURANCE COMPANY Named Insured: Effective Date: 411/2009 12:01 A.M., Standard Time Agent Name: WILLIS OF FLORIDA. MIAMI Agent No. 83324 WORKERS COMPENSATION FORMS AND ENDORSEMENTS WC 00 00 00 A INSURANCE POLICY FM 206.0.11 09-07 US FIRE "INSURANCE COMPANY SIGNATURE PAGE WC 00 00 01 C 07-97 INFORMATION PAGE - PAGE 1 FM 206.0.1 04-94 SCHEDULE OF NAME INSUREDS FM 206.0.2 04-94 SCHEDULE OF FORMS AND ENDORSEMENTS FM 600.0.963 04-94 PREMIUM PAYMENT SCHEDULE WC 174 04-84 WC AND EMPL LIAB EXTENSION OF INFO PAGE FM 110.0.619 07-87 WC FOREIGN VOLUNTARY COMP &: EL COV ENDT FM 101.0.1441 11-96 ARBITRATION ENDORSEMENT FM 101.0.1544 02-02 RISK RETENTION AGGREGATE LIMIT FM 206.0.204 07-93 AMENDMENT OF CANCELLATION CONDITION WC 00 03 03 B EMPLOYERS LIABILITY COVERAGE ENDT WC 00 03 03 C EMPLOYERS LIABILITY COVERAGE ENDT WC 00 03 10 SOLE PROPRIETORS, PARTNERS, OFFICERS END ..WC 00 03 13 WAIVER OF OUR RIGHT TO RECOVER WC 00 04 14 NOTIFICATION OF CHANGE IN OWNERSHIP ENDT WC 09 03 03 08-05 FL EMPLOYERS LIAB COV ENDT WC 09 04 03 FL CONTRACTING PREMIUM ADJUSTMENT ENDT WC 09 06 06 FL EMPLOYMENT &: WAGE INFO RELEASE ENDT WC 34 03 01 B OH EMPLOYERS LIABILITY COVERAGE ENDT WC 49 03 01 WY AMENDATORY ENDT WC 99 03 02 07-03 FL DEDUCTIBLE ENDORSEMENT FM 111. 0.754 01-08 POLICYHOLDER DISCLOSURE NOTICE WC 09 04 03A 01-08 FLORIDA TERRORISM RISK INSURANCE ~.'-,. d~.': \~, t.<':::':',"J":" "'!,,! ~, q .': J_. '.'~ " ,\ FM 206.0.2 0494 IlIl1llV ........,.,.""'.......-,-.w""'".._,_ . __ _~ II" III. ~------- 16R20 WAIVER OF OUR RIGHT TO R~COVER FROM OTHERS ENDORSEMENT This endorsement changes the policy:to which it is attached effective on inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy) This endorsement effective 12:01 AM 04/01/2009 forms a part of Policy No 4066803972 Issued to Vila and Son Landscaping Corp. By United States Fire Insurance Company Prem ium Included We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under ,a.writ!en contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Collier County As per written contract or agreement " :ll" ,,:, " evumllrsl9'* b'( '.t\.,JroYl. ~ Authotiz<<l ~brlIw This form is not applicable in California, New Jersey, or Texas. WCOOO313 Copyright 1988 National Council on Compensation Insurance (Ed. 4/84) " _~.~,,_._ .~~" ..~..'_m 168 20 MEMORANDUM Date: August 10, 2009 To: Rhonda Cummings, Contract Specialist Purchasing Department From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: Busk & Associates, Inc. Enclosed please find an original contract, referenced above (Agenda Item #16B20), approved by the Board of County Commissioners on Tuesday, July 28,2009. The second original will be held for the Board's record in the Minutes and Records Department. If you should have any questions, please contact me at 252-8406. Thank you. Enclosure (I) -"...-",-,_.~._~"..__._-~...~~<..._,.,.~.,-~-... ~"""~"_"'''.'''''..~._--,~...._.~.,,,.._--,,.._-_. 16B 20 MEMORANDUM TO: Ray Carter _ -62R~ Risk Management Department j' V C ' 'lC , FROM: Rhonda Cummings, FCCN, CPPB, Contract Specialist . ivJ-' Purchasing Department t DATE: rc July 28, 2009 RE: Review of Insurance for Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Busk & Associates, Inc. This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. dod/RC C: Liz De Leon, ATM DATE RECEIVED JUL 2 9 2009 RISK ~ ~ ~)iL 7;{~' _0_..--,_,-- -...- -'''''''''.-.- ,_. _,_.~ _c ,- ~-,..~ .--".,- Dv,,- ~\Io\~ 6 8 20 ITEM NO.: ~ O~1(~- IR.ECFiIYED: vr n.Jl... ;JF lnr: , I" 1",_,' ^ -r l'-~ " ~\ lC"v FILE NO.: or;~ PrR (! - tJ /,2:L ,j"1.!i\,Ii",T in, . f)V ROUTED TO: lD~1 ;,!IG - 4 ~ ~ -\-" d DO NOT WRITE ABOVE THIS LINE ~ (l, \ ; r ~ "'{!Jl (, REQUEST FOR LEGAL SERVICES ~ ~ <<6l~ "');, Date: July 28, 2009 ~ ~ \ ~ To: County Attorney's Office I 'nA Attention: Jeff Klatzkow ~ I r From: Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department, Extension 8941 Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Busk & Associates, Inc. BACKGROUND OF REQUEST: This Contract was approved by the BCC on July 28, 2009; Agenda/~ Item 16.B.20 I , This item has not been previously submitted. ~ ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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: Liz De Leon, ATM - _ 1 ,,_w."_~"" __""'_'...."",,,,,,,,_ ~._",~'_'.',.. RLS # m -I1t~ - 0 {;J. 'l!-6 8 20 CHECKLIST FOR REVIEWING CONTRACTS Entity Name: tJ CI~f.( +IJ SStJ(!{ A-7~S , I N e. I Entity name correct on contract? _~es No Entity registered with FL Sec, of State? ~Yes ~ No Insurance Insurance Certificate attached? ~Yes No ~ Insured registered in Florida? -LYes No ~ Contract # &/or Project referenced on Certificate? ~Yes ~ No Certificate Holder name correct (BCC)? ----1L. Y es No Commercial General Liability \ { l~f ?otO General Aggregate Required $ Z M\ L.. Provided $ ";?: MlL Exp, Date Products/CompVOp Required $ Provided $ II Exp. Date ~\ Personal & Advert Required $ Provided $ l ~l L- Exp. Date \. r Each Occurrence Required $ Provided $ p Exp. Date II Fire/Prop Damage Required $ Provided $ 3 ~o rI~ lJ Exp. Date I ( Automobile Liability ) Bodily Inj & Prop Required $2. M. l L- Provided $ \MU- Exp Date \/1 & {'UND Workers Compensation Each accident Required $ l Mol L- Provided $ S'"OO) ()(JC Exp Date I) f '20 J"Ul t) Disease Aggregate Required $ Provided $ \ I Exp Date I \ " Disease Each Empl Required $ Provided $ ~ . Exp Date If Umbrella Liability Each Occurrence Provided $ S MIL Exp Date ? l?.tJ I "UJ to Aggregate Provided $ \ , Exp Date t I 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 - 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? VYes No V"Yes - Executor authorized to sign for entity? - No Proper number of witnesses/notary? =Z-Yes - No Authorization for executor to sign, if necessary: t..\\\\ Chairman's signature block? \ V Yes No - Clerk's attestation signature block? _.I.L'Yes - No County Attorney's signature block? ~Yes - No Attachments 1Yes Are all required attachments included? No ~ Reviewer Initials: Date: &1.3 f ~1 04-COA-oI03cf/222 4>..-_""""''''' 4 iIlo<'._,_...."-"'_",..~~"~.=",,.".,..,._".._,.__^''''<._ - ~~'. ---- I www.sunbiz.org - Department of State 161tZO (~, Home Contact Us E-Filing Services Document Searches Forms Help Previous on List Next on List ReturnI9 J"isJ IEntity Name Search No Events No Name History Submit I Detail by Entity Name Florida Profit Corporation BUSK & ASSOCIATES, INC. Filing Information Document Number K01 041 FEIIEIN Number 650010642 Date Filed 11/09/1987 State FL Status ACTIVE Effective Date 11/05/1987 Principal Address % w. CHRISTIAN BUSK 816 MYRTLE TERRACE NAPLES FL 34103 Changed 04/21/1999 Mailing Address % w. CHRISTIAN BUSK 816 MYRTLE TERRACE NAPLES FL 34103 Changed 04/21/1999 Registered Agent Name & Address BUSK, w. CHRISTIAN 816 MYRTLE TERRACE NAPLES FL 34103 US Add ress Changed: 04/17/2003 Officer/Director Detail Name & Address Title PSTD BUSK, W. CHRISTIAN 816 MYRTLE TERRACE NAPLES FL 34103 Annual Reports Report Year Filed Date 2007 04/13/2007 2008 04/28/2008 2009 04/09/2009 http://www.sunbiz.org/scripts/cordet.exe?action=DETFIL&inCL doc _ number=KO 1 041 &inq... 7/812009 r ~.~.,- """".....~ -- --~-".,~._",-~-,',- 'I """"""_~'''_'".''''<'_~'' ".'~~.."-.. ~.-.. """''''''''~'~'~__''"~''''_''~'''' '.~.~_,.m_".,_,_._. I 16B 20 A G R E E MEN T 09-5239 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Busk & Associates, Inc., authorized to do business in the State of Florida, whose business address is 816 Myrtle Terrace, Naples, Florida 34103 (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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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. ST A TEMENT OF WORK: The Board of County Commissioners deemed seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - Landscape and Irrigation Maintenance (Busk); Category II - Mowing; and Category III - Tree Service on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3. THE CONTRACT SUM: 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). Page -1- ~.,~",---~-- -~",,",,"-~"'~ ... .. " ~ ..-..",,,- ~".""'" ..,-~.,,-- 16 B 20 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: -, Busk & Associates, Inc. 816 Myrtle Terrace, Naples, FL 34103 239-263-8649 Telephone, 239-263-2751 Fax W. Christian Busk, President 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 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 Page -2- ,--,.-, ~ - , _"_"h_'",.._. -...., -- , .~"-'""...-"~- 16 8 20 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 Liabilitv: Coverage shall have minimum limits of $2,000,000 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 $1,000,000 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. 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 Page -3- -^-'.,,~-",,",,' N . If . ........- --_..,-"""".... 16 B 20 limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorN end or/Consu Ita nt 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete, Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted. 13. PAYMENTS WITHHELD. Owner may decline to approve any invoice, or portions thereof, because of defective or incomplete work, outstanding 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. SUBMITT ALS 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 Page -4- ,,-"-.--=- '-' --" , '~.~_""'~-'-""- ..<1' .. -"-"'-- -<l'V-- .-- ,_._~..",..'.- 16 B 20 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course 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. 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 Page -5- "'~-~ ....."" ,~..~..",," '>'---.",,,,, ~ """,- 16820 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, see Exhibit A hereto attached, 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 any application, installation, connections, materials, equipment, and/or anything erected 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. 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 Page -6- .- ~._~ .r - If - ~.'.~., ... M__ 16 B 20 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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. Page -7- f.........' ~.~~ _lIllllllll'illilnll ...._",--~., .-.. 168 20 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 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. Page -8- ~--~-,- ",~,.~.",,_. .,~._,~"~"..,"" . , ...........,., 16B20 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: Dwight E. Brock,. Clerk of Courts ::te~'~~L By '. (S'. 'I~-..;'~" "tdt;:~'"'Eti~" .:,.' · .'. ...1.... 't.....1 . :~t 3J'. Busk & Associates, Inc. contlt L l ;nc~ (JdhYUA"?{ By: __ Fir t Witness Signature m~.fl(t (JljhJEPt'Vt/ 0. {!.III?J~c;r/l7A/ ..;0,SJ( Type/Pri t Witness Name Typed Signature ~ PP~SJtlEA.1T /6E<.1AJEI?, Second WItness Title / JAIJ€r CJL;v';€~ Type/Print Witness Name Approved as to form and legal sufficiency: ;;,,~*-R /~~ Aaaiatafilt County Attorney btJ'~ Item# ~ Agend8")....~ ...oq Date Date ~.,.1-^'" Rec'd ~ I ~ Page -9- I .... .....--.-...'" 168 20 EXHIBIT A WARRANTY In consideration of ten dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSULTANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: Page -10- - 1 . . . II'Wi''<r_ ~<- ACORD", CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDIYYYY) 7 22 2009 PRODUCER Phone: 88B-262-2239 Fax: 239-262-7379 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Brown & Brown - Naples, FL 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 INSURED INSURER A: FCCI Busk & Associates Inc. & INSURERB: FCC I W Christian Busk Landscape Architect 816 Myrtle Terrace INSURER C: Naples FL 34103 INSURER D: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. ~OTWITHSTANDING 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~ ~'!~ POUCY NUMBER POUCY EFFECTIVE POLICY EXPIRATION LIMITS A ~NERALUABILfTY CPPOO0704803 1/18/2009 1/18/2010 EACH OCCURRENCE $1 000 OOO-vt tJJ. - OMMERCIAL GENERAL LIABILITY ~~~~S lEe occurence\ $300 000 - CLAIMS MADE Ii] OCCUR MED EXP (Anyone person) $10 000 - PERSONAL & ADV INJURY $1 000 000 GENERAL AGGREGATE $2 000 000 n'LAGG~EnLlMIT APPlPER: PRODUCTS-COM~OPAGG $2 000 000 POLICY ~~.Q;: LOC vJll/.~ A ~OMOBILE LIABILITY CAOO085253 1/18/2009 1/18/2010 COMBINED SINGLE LIMIT $1,000,000/ ANY AUTO (Ea accident) ~ f-- ALL OWNED AUTOS BODILY INJURY (Per person) $ f-- SCHEDULED AUTOS ~ HIRED AUTOS BODILY INJURY (Per accident) $ - NON.OWNED AUTOS PROPERTY DAMAGE $ (Per accident) ~GE UABILITY AUTO ONLY. EA ACCIDENT $ ANY AUTO OTHER THAN EAACC $ / AUTO ONLY: AGG $ A X 3ESS/UMBRELLA UABIUTY UMBOO0505303 1/18/2009 1/18/2010 EACH OCCURRENCE $5 000 000 r/ OCCUR D CLAIMS MADE AGGREGATE $5 000 000 $ ~ DEDUCTIBLE $ X RETENTION $10 000 $ B WORKERS COMPENSATION AND 001WC07A43171 7/20/2009 7/20/2010 X I WC STATU. IO~ 77 /1 EMPLOYERS' UABILfTY I $ 500000 V ""fU ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT W~ OFFICER/MEMBER EXCLUDED? E.L, DISEASE. EA EMPLOYEE $500000 ~~~~~~t~~rS4~NS below : E,L. DISEASE - POLICY LIMIT $ OTHER I /1 DESCRIPTION OF OPERATIONS J LOCATIONS J VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPE~ROVISIONS ~andscape Contractor ~ontract #: REP 09-5239 ~?llier County Board of County Commissioners is listed as additional insured in respects to the general liablity policy orm number CG2D33 (07-04). CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED Collier County Board of County Commissioners BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE 3301 E. Tamiami Trail 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 ~~;f~,4- ACORD 25 (2001108) @ACORDCORPORATION 1988 .-"'.--- 11".~__'_'" ...... 16 B 20 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) .- r . 168 20 MEMORANDUM Date: August 10, 2009 To: Rhonda Cummings, Contract Specialist Purchasing Department From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: Hannula Landscaping & Irrigation, Inc. Enclosed please find an original contract, referenced above (Agenda Item #16B20), approved by the Board of County Commissioners on Tuesday, July 28, 2009. The second original will be held for the Board's record in the Minutes and Records Department. If you should have any questions, please contact me at 252-8406. Thank you. Enclosure (1) ~._.. .....-- ..... ',""'''''-_".".'..,..-''''. ~.~".- \JU-c:..- ~ \ ~ \O~ ITEM NO.j~~\\tiJi~ 0 , \ (-)\ \\'\\ \ ":b,, .,.' '( FILENO.: -1 flZt-OI:Ltf/-" ",24 0'" - . .~ 4 ~<\\\ ROUTED TO: {J 1DD'J i,l, -~ ()/I~ 4 K ~ f7l/, ~ r: DO NOT WRITE ABOVE THIS LINE ~ \, l r;Ji e.:'~~~ REQUEST FOR LEGAL SERVICES ';) 0 lop'1 Date: July 28, 2009 v/'( I S)D 1 To: County Attorney's Office Attention: Jeff Klatzkow From: Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department, Extension 8941 Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Hannula Landscaping and Irrigation, Inc. BACKGROUND OF REQUEST: This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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: Liz De Leon, ATM - . "'"-~ 1---'-- -w-- "..,.-.." =-- --_._~._._-_. -'~'- . RLS# o 1-112f!.- ()I.;zq ( CHECKLIST FOR REVIEWING CONTRACTS Entity Name: II-A IV Nt",., I- A- ~ tt-AJ'().St'f't lJiAJ6 ,lfAJD I fLli I ~ ~ T /lJIU,) tAX!.... 16B 20 Entity name correct on contract? ~Yes No - Entity registered with FL Sec, of State? ~Yes - No Insurance Insurance Certificate attached? -L Yes - No Insured registered in Florida? -L Yes No - Contract # &/or Project referenced on Certificate? ~Yes No - Certificate Holder name correct (BCC)? ---LL- Y es No Commercial General Liability l/t3(IP General Aggregate Required $ 'Zl'.A.IL Provided $ 2'MlL Exp. Date Products/CompVOp Required $ Provided $ I ( Exp, Date ! \ I Personal & Advert Required $ Provided $ ftV\\L. Exp. Date l I Each Occurrence Required $ Provided $ ( I Exp. Date I I Fire/Prop Damage Required $ Provided $ '''OJ (Job Exp. Date I' Automobile Liability Bodily Inj & Prop Required $ '2 V\A.1 L. Provided $ IIMII Exp Date \f r~ (10 Workers Compensation I Each accident Required $ \""IL Provided $ '00) f>DO Exp Date ~ Disease Aggregate Required $ Provided $ l I Exp Date t Disease Each Empl Required $ Provided $ I t Exp Date / ' Umbrella Liability Exp Date ~ Each Occurrence Provided $ 3 MIL Aggregate Provided $ t f Exp Date It 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? -\.L Y es - No Indemnification Does indemnification meet County standards? ~es 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 Correct executor name in signature block? ~Yes - No Correct title of executor? ~Yes - No Executor authorized to sign for entity? ---.IL:. Yes - No Proper number of witnesses/notary? ~Yes - No Authorization for executor to sign, if necessary: t-l\\\ Chairman's signature block? \ ~Yes No - Clerk's attestation signature block? ----lL. Yes - No County Attorney's signature block? ~Yes - No Attachments V<s Are all required attachments included? No k RevIewer lmtlals: Date ~3ff? 04-COA- 103 /222 ~"""_'"'=""--- -...., C .~.-,,".,.'''N"... "'._---"'~-~",-"~-_._-,.._--_., .,--,-,.~,...- -,.". -.._~ , ~-.. "'<l I www.sunbiz.org - Department of State 168 2 (}age 1 of2 Home Contact Us E-Filing Services Document Searches Forms Help Previous on Li!iJ Next on List Return To List IEntity Name Search Events NamI:LHi~tQJY Submit I Detail by Entity Name Florida Profit Corporation HANNULA LANDSCAPING AND IRRIGATION, INC. Filing Information Document Number P92000010592 FEI/EIN Number 650375795 Date Filed 12/08/1992 State FL Status ACTIVE Last Event NAME CHANGE AMENDMENT Event Date Filed 07/18/2008 Event Effective Date NONE Principal Address 28131 QUAILS NEST LANE BONITA SPRGS FL 34135 US Changed 04/29/1997 Mailing Address 28131 QUAILS NEST LANE BONITA SPRGS FL 34135 US Changed 04/29/1997 Registered Agent Name & Address HANNULA, DALE F 28131 QUAILS NEST LANE BONITA SPRINGS FL 34135 US Address Changed: 04/29/1997 Officer/Director Detail Name & Address Title PST HANNULA, DALE F 28131 QUAILS NEST LANE BONITA SPRINGS FL 34135 Annual Reports Report Year Filed Date 2007 04/30/2007 2008 04/28/2008 2009 04/14/2009 Document Images http://www.sunbiz.org/scripts/cordet.exe?action=DETFIL&inq_doc _ number=P920000 1 059... 7/8/2009 -<~'"-_...- 1 _...-.,,----_...._,._.,._.~,. ~~'",----.~.._. '__'_"N__"_'""""___'_~_N__~~"'_~"__. 16 B 2( MEMORANDUM TO: Ray Carter Risk Management Department ,/ ~, .r FROM: Rhonda Cummings, FCCN, CPPB, Contract Specialist (/~/ Purchasing Department ./ ~ DATE: July 28, 2009 RE: Review of Insurance for Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Hannula Landscaping and Irrigation, Inc. This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. dod/RC DArE ~rVED JUt { 9 2009 c: Liz De Leon, ATM RISK ~NT ~~ ~, / ~~ ,. ~,~-~...._. -- . - -.,--_."...^~.."-,<~,-"., -...-......" ...,~..- ~~_., 1 b tJ ~O A G R E E MEN T 09-5239 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Hannula Landscaping and Irrigation, Inc., authorized to do business in the State of Florida, whose business address is 28131 Quails Nest Lane, Bonita Springs, FL 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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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 seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - Landscape and Irrigation Maintenance (Hannula); Category II - Mowing and Right-of-Way Maintenance (Hannula); and Category III - Tree Service on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3. THE CONTRACT SUM: 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 Page -1- ''''-- I ---.,."........"" .--........,-- II. -- -',,""- --~-~ I'. - 168 20 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: Hannula Landscaping and Irrigation 28130 Quails Nest Lane, Bonita Springs, FL 34135 239-992-2210 Telephone, 239-498-6818 Fax Dale Hannula, President 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 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 Page -2- .,--"'- , - UiIl '''''"'.._w ......,,,,.,,, -......"'.--"""... ,- i 168 20 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. TERMINA TION: 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 $2,000,000 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 $1,000,000 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. 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. Page -3- """ _.-..-,.,---.,---~- -.... -._--,.~"',,._. ~-............- 168 20 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 cond uct of the Co ntractorN end or/Consu Itant 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete. Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted. 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. 15. CONTRACT TIME AND TIME EXTENSIONS. Page -4- ,,- - 11.." W ".u._.<__._._,_. ,-. --."" "..,~, 16 B 20 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all Page -5- .,. .-..-"",......."'..,.- '"~~--,.._-,~...~'".,. r ll' ..._O>~_~ ......N.... 168 20 tools, 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, see Exhibit A hereto attached, 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 any application, installation, connections, materials, equipment, and/or anything erected 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 Page -6- I or ... ""'~ .... -,~".~-.~ ~-,--" ..~, I"l_' _.,_....',~...,".,,>'".,..~ ,--.,<.,-. .",~,,". "'-..., .- 16 B 20 same, and any monies necessary to replace such loss or damage shall be deducted from any amounts due Contractor. B. Contractor shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. C. Contractor shall not disturb any benchmark established by the 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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 Page -7- --,._- r- .- -~,.,,-'<...~.,~,.,",~~._,- -,.,..<...."-".,.,.,~.,,.._'"-, ,.,.",._.,.",~- , ..--"".,~ 16820 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 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. Page -8- - rr .. .....~ ........ ,- """ -"--....- 16 B 20 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 COU TY, FLORIDA Dwight E. B~ock, -Glerk,6f Courts ~4 ::ted~~' By: ~ ~~iil~\,"ft8I , IJIl'.tIr"t 01." Hannula Landscaping and Irrigation, Inc. ~i1kb contrau JIlfl1 L By: J ~4~J - Signature 0ntL mej(C<.~ UO\.I\.,- t=. I+Q t-.) IV wl" Type/Print Witness N e Typed Signature ot',,, ~ ?~~};J~Nt- Second . ss Title \<Q..\'. ~ , M mu Ors Type/Print Witness' Name Approved as to form and legal sufficiency: &,tf- eJ42-~ ~ I ~si€tAr>1t County Attorney btf"'7 Item# ~ . '. Agenda 1- 2 ~ Date Page -9- ) "--""-_'-_"_>'_'.''''_'"--''~'-,-" ! ..-- " ,,-'^_._~~ 16 B 20 EXHIBIT A WARRANTY In consideration of ten dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSULTANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: Page -10- ,-- ~_...- 1 ''''''._'__ ..... ...-'.,,,.. .. 168 Jr' f.__, <../ Client#: 33375 HANLA1 ACORD", CERTIFICATE OF LIABILITY INSURANCE r DATE (MM/DDlYYYY) 06109/09 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Gulfshore Insurance, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 4100 Goodlette 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 f.;. FCCI Insurance Company 10 ".,.;.. Hannula Landscaping & Irrigation, Inc. INSURER s: 28131 Quails Nest Lane INSURER C: Bonita Springs, FL 34135-6930 INSURER D: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLlCY 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 PAlO CLAIMS. TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR NSR MIJ}A A ~NERAL LIABILITY GLOO067391 01/13/09 01/13110 EACH OCCURRENCE $1 000000 II' ""llJ JL 3MERCIAL GENERAL LIABILITY DAMAGE TO RENTED HOO 000 I-- CLAIMS MADE [i] OCCUR MEO EXP (Any oo~ p~rson) $5 000 ~ PO Oed:1.000 PERSONAL & ADV INJURY $1 000.000 GENERAL AGGREGATE $2.000000 n':LAGG~n LIMIT APnS peR: PROOUCTS. COMP/OP AGG $2 000.000 POLICY ~f'p.;: LOC A ~OMOBn.e LIABILITY CAOO 1 00451 01/13/09 01/13/10 COMBINeo SINGLE LIMIT $1,000,000 /u/t... ~W ~ ANY AUTO (ea accld~nl) f-- ALL OWNED AUTOS BODILY INJURY (Per p....son) $ f-- SCHEDULED AUTOS ~ HIRED AUTOS BODILY INJURY $ ~ NON-OWNED AUTOS (Per accid~nt) f-- PROPERTY DAMAGE $ (Per aoold801) RRAGE LIABILITY AUTO ONLY. EA ACCIDeNT $ ANY AUTO OTHER THAN EA ACC $ 1/ AUTO ONLY: AGG $ V A OOESSlUMBRELLA LIABILITY UMBOO062121 01/13/09 01/13/10 EACH OCCURRENCE $3 000 000 X OCCUR 0 CLAIMS MADe AGGREGATE $3 000 000 5 ~ DEDUCTIBLE 5 X RETENTION $10000 $ V- A WORKERS COMPENSATION AND 001WC08A40029 01/01109 01/01/10 X I wc STATU. I IOJ~' / . ~~ EMPLOYERS' L1AeILITY E,L, EACH ACCIDENT 5500.000 V (P! {,j ANY PROPRIETORIPARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? E,L. DISEASE. EA EMPLOYEE 5500 000 II yes, desc~b. under E,L, DISEASE. POLICY LIMIT 5500.000 speCIAL PROVISIONS belOW OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VeHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Re: RFP 09.5239 Annual Contract for Landscape Maintenance Vendors/ Collier County Board of County Commissioners is listed as additional insured on a primary & noncontributory basis with respect to general liability per CG2033 0704, includes waiver of subrogation per CGL0041206, "30 days notice of cancellation, except 10 days for nonpayment. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED llEFORE 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 00 SO SHALL 3301 Tamlaml Trail East IMPOSE NO OBLIGATION OR L1ABIUTY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Naples, FL 34112 REPRESENTATIVES. AUT EO REP SENTATIVE ~.,..... ACORD 25 (2001/08) 1 of 2 #S358672/M347612 CAH @ ACORD CORPORATION 1988 "--",,..-.-.., , . ,'~,".,"'.'~ -", ~ - I 168 20 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. A statement on this certificate does not confer rights to the certiflcate 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 lnsurer(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 #S358672JM347612 "-- ""__",.,_-_c._"-,,,,_,,, -""'--'~"~-'~'""-'--"'." '.'U" - 168 20 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CARE FULL Y. 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 addltionallnsureds, 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 additional 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 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc" 2003 CG 70 48 03 04 Page 1 of2 . """",_'_'_'H"_'~' ". _.--,.,... -..-"'. 16 B 20 (2) That portion of "your work" out of which the injury or damage arIses has been put to its intended use by 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 polley. 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 polley. The limits of Insurance applicable to lI:e additional insured are inclusive 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 certificate of insurance as outlined above requires that additional insured S,alus 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 reslrict 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. 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. TI1e 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 Uie 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, 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 " ~ ,,,.,..-",.,,.._.,, ,...,."....m."'...."." n . ",--- 168 20 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS GENERAL LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM Under SECTION I- COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY, paragraph 2. EXCLUSIONS, provisions 1. through 7. of this endorsement amend the policy as follows: 1. LIQUOR LIABILITY Exclusion c. liquor Liability is deleted. 2. POLLUTION - HEATING AND AIR CONDITIONING EQUIPMENT Exclusion f. Pollution or any additional pollution exclusion attached to this Coverage Form shall not apply to "Bodily injury" if sustained within a building that is or was at any time owned or occupied by or rented or loaned to any insured and caused by smoke, fumes. vapor or soot from equipment used to heat or cool the building. 3. NONOWNED WATERCRAFT AND NONOWNED AIRCRAFT (HIRED, RENTED OR LOANED WITH PAID CREW) Exclusion g. Aircraft, Auto or Watercraft, paragraph (2) is deleted and replaced with the following: (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons or property for a charge; Exclusion g. Aircraft, Auto or Watercraft, paragraph (6) is added as follows: (6) An aircraft that you do not own that is; (a) HIred; (b) Rented; or (c) Loaned to you; with paid crew for a period of five (5) consecutive days or less. Paragraph (6) does not apply if the insured has any other insurance for "bodily injury or .property damage" liability for such aircraft. whether such other insurance Is primary, excess, contingent or on any other basis. 4. PREMISES ALIENATED A. Exclusion j. Damage to Property, paragraph (2) is deleted. B. The following paragraph is also deleted from Exclusion j. Damage to Property: Paragraph (2) of this exclusion does not apply if the premises are .your work" and were never occupied, rented or herd for rental by you 5. PROPERTY DAMAGE LIABILITY - ELEVATORS AND SIDETRACK AGREEMENTS A. Exclusion J. Damage to Property, paragraphs (3), (4), and (6) do not apply to the use of elevators. B. Exclusion k. Damage to Your Product does not apply to: 1. The use of elevators; or 2. LIability assumed under a sidetrack agreement. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 CG 70 49 09 05 Page 1 of 9 ---_.__.,~.....-.--<-.._._~..- .... '11II' 1ll'.1lOlI1' 16B 20 6. PROPERTY DAMAGE LIABILITY - BORROWED EQUIPMENT A. Exclusion j. Damage to Property, paragraph (4) does not apply to "property damage" to borrowed equipment while at a jobsite and not being used to perform operations. B. With respect to anyone borrowed equipment item, provision 6.A. above does not apply to "property damage" that exceeds $25,000 per occurrence or $25,000 annual aggregate. 7. PRODUCT RECALL EXPENSE A. Exclusion n. Recall Of Products, Work Or Impaired Property does not apply to "product recall expenses" that you incur for the "covered recalf' of "your product". This exception to the exclusion does not apply to .product recall expenses. resulting from: 1. Failure of any products to accomplish their intended purpose; 2. Breach of warranties of fitness, quality, durability or performance; 3. Loss of customer approval or any cost incurred to regain customer approval; 4. Redistribution or replacement of "your product", which has been recalled, by like products or substitutes; 5. Caprice or whim of the insured; 6. A condition likely to cause loss, about which any insured knew or had reason to know at the inception of this insurance; 7. Asbestos, including loss, damage or clean up resulting from asbestos or asbestos containing materials; 8. Recall of "your product(s)" that have no known or suspected defect solely because a known or suspected defect in another of .your product(s)" has been found. B. Under SECTION 111- LIMITS OF INSURANCE, paragraph 3. is replaced in its entirety as follows and paragraph 8. is added: 3. The Products-Completed Operations Aggregate Limit is the most we will pay for the sum of: a. Damages under COVERAGE A eODIL Y INJURY AND PROPERTY DAMAGE LIABILITY , because of "bodily injury" and "property damage" included in the "products-completed operations hazard" and b. "Product recall expenses". 8. Subject to paragraph 5. above, $25,000 is the most we will pay for all "product recall expenses" arising out of the same defect or deficiency. The insurance afforded by provisions 1. through 7. of this endorsement is excess over any valid and collectible insurance (including any deductible) available to the insured whether primary, excess or contingent, and SECTION IV., paragraph 4. Other Insurance is changed accordingly. 8. CONTRACTUAL LIABILITY - PERSONAL AND ADVERTISING INJURY Under SECTION 1 - COVERAGE B., paragraph 2. Exclusions, paragraph e. Contractual Liablllty Is deleted. 9. SUPPLEMENTARY PAYMENTS Under SECTION J - SUPPLEMENTARY PAYMENTS - COVERAGES AAND e, paragraphs 1.b. and 1.d. are deleted and replaced with the following: b. Up to $2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applles. We do not have to furnish these bonds. d. All reasonable expenses Incurred by the Insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 Page2of9 CG 70 49 09 05 ,....,.,,,,,-- ... .,' '.;-" 'Illlil' "'l 16 B 20 10. BROADENED WHO IS AN INSURED SECTION II - WHO IS AN INSURED is deleted and replaced with the following: 1. If you are designated in the Declarations as: - a. An individual, you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you are an insured. Your members, your partners, and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your lTIembers are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture or limited liability company, you are an insured. Your "executive officers" and directors are Insureds, but only with respect to their duties as your officers or directors. Your stockholders are also 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. 2. Each of the following is also an insured: a. Your "volunteer workers" only while performing duties related to the conduct of your business, or your "employees,. other than either your "executive officers,. (if you are an organization other than a partnership, joint venture or limited liability company) or your managers (if you are a limited lIablllty company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these "employees" or .volunteer workers" are insured for. (1) "Bodily injury" or "personal and advertising injury"; (a) To you, to your partners or members Of you are a partnership or joint venture}, to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other .volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker" as a consequence of paragraph (1) (a) above; (c) For which there Is any obligation to share damages with or repay someone else who must pay damages because of the injury described in paragraphs (1 )(a) or (b) above; or (d) Arising out of his or her providing or failing to provide profeSSional health care services except as provided In provision 11. of this endorsement. (2) "Property damage" to property: (a) Owned, occupied or used by; (b) Rented to, in the care, custody or control of, or over which physIcal control is being exercised for any purpose by you, any of your "employees," ~volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (If you are a limited liability company). b. Any person (other than your "employee" or ~volunteer worker"}, or any organization while acting as your real estate manager. c. Any person or organization having proper. temporary custody of your property if you die, but only; (1 ) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 CG 70 49 09 05 Page 3 of 9 1I'W ._-<.~_. ~ .,-_..,. ._""" .. ... 168 20 d. Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this Coverage Form. e. Your subsidiaries if: (1) They are legally incorporated entities; and (2) You own more than 50% of the voting stock in such subsidiaries as of the effective date of this polley. If such subsidiaries are not shown in the Declarations, you must report them to us within 180 days of the inception of your original polley. f. Any person or organization other than an architect, engineer, or surveyor, which requires in a "work contract" that such person or organization be made an insured under this policy. However, such person or organization shall be an insured only with respect to covered "bodily injury," "property damage," and "personal and advertising injury" that results from "your work" under that "work contract." The coverage afforded to such people or organization will continue only for a period of thirty (30) days after the effective date of the applicable "work contract" or, until the end of the policy term, whichever is earlier. However, if you report to us within the 3D-day period stated above the name of the person or organization, as well as the nature of the "work contract" involved, the coverage afforded under this Coverage Form to such people or organization shall continue until the expiration of this polley. This paragraph f. does not apply if form CG 7048, Contractors Blanket Additional Insured Endorsement, is attached to the policy. g. Any person or organization to whom you are obligated by virtue of a written contract to provide insurance such as is afforded by this policy, but only with respect to liability arising out of the maintenance or use of that part of any premises leased to you, including common or public areas ,about such premises if so required in the contract. However, no such person or organization is an insured with respect to: (1) Any "occurrence" that takes place after you cease to occupy those premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. h. Any state or political subdivision but only as respects legal liability incurred by the state or political subdivision solely because it has issued a permit with respect to operations performed by you or on your behalf. However, no state or political subdivision is an insured with respect to: (1) "Bodily injury", "property damage", and "personal and advertising injury" arising out of operations performed for the state or municipality; or (2) "Bodily injury" or "property damage" Included within the "products-completed operations hazard." I. Any person or organization who is the lessor of equipment leased to you to whom you are obligated by virtue of a written contact to provide insurance such as is afforded by this policy, but only with respect to their liability arising out of the maintenance, operation or use by you of such equipment. However, no such person or organization is an insured with respect to any "occurrence" that takes place after the equipment lease expires. j. Any architect, engineer, or surveyor engaged by you but only with respect to liabllity arising out of your premises or "your work." However, no architect, engineer, or surveyor is an insured with respect to "bodily injury," "property damage," or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services by or for you, including: (1) The preparing, approving, or failing to prepare or approve maps, drawings, opinions, reports, surveys, change orders, designs or specificatlon; or (2) SupervIsory, inspection, or engineering services. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 Page 4 of 9 CG 70 49 09 05 I -'0'" . ._'" I 6 B 20 This paragraph j. does not apply if form CG 70 48, Contractors Blanket Additional Insured Endorsement, is attached to the policy. k. Any manager, owner, lessor, mortgagee, assignee or receiver of premises, including land leased to you, but only with respect to liability arising out of the owners~ip, maintenance or use of that part of the premises or land leased to you. However, no such person or organization Is an insured with respect to: (1) Any "occurrence" that takes place after you cease to occupy that premises, or cease to lease the land; or (2) Structural alteration. new construction or demolition operations performed by or on behalf of that person or organization. 3. Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded until the end of the policy period. b. Coverage A does not apply to "bodny injury" or "property damage" that occurred before you acquired or formed the organization. c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Coverage A does not apply to 'product recall expense" arising out of any withdrawal or recall that ocCurred before you acquired or formed the organization. 4. Any person or organization (referred to below as vendor) with whom you agreed, because of a written contract or agreement to provide insurance, is an insured but only with respect to "bodily injury" or "property damage" arising out of "your products" that are distributed or sold in the regular course of the vendor's business. However, no such person or organization is an insured with 'respect to: a. "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of llabllity in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement. b. Any express warranty unauthorized by you; c. Any physical or chemical change In "your product" made Intentionally by the vendor; d. Repackaging, unless unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; e. Any failure to make such inspecUons, adjustments. tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of "your products"; f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of "your producf'; g. "Your products" which, after distribution or safe by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. This insurance does not apply to any insured person or organization from which you have acquired "your products", or any ingredient, part of container, entering into, accompanying or containing "your products". No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 CG 70 49 09 05 Page 5 of 9 ,-, -;.- ~ """_,'0 ...~ ~,. >,,~ d"_~h. ""'. 16B 20 11. INCIDENTAL MALPRACTICE LIABILITY As respects provision 10., SECTION II- WHO IS AN INSURED, paragraph 2.a.(1){d} does not apply to any nurse, emergency medical technician or paramedic employed by you to provide medical or paramedical services, provided that you are not engaged in the business or occupation of providing such services, and your "employee" does not have any other Insurance that would also cover claims arlsing under this provision, whether the other insurance is primary, excess, contingent or on any other basis. Under SECTION 11I- LIMITS OF INSURANCE, provisions 12. and 13. of this endorsement amend the policy as follows: 12. AGGREGATE LIMITS PER PROJECT The General Aggregate Limit applies separately to each of your construction projects away from premises owned by or rented to you. 13. INCREASED MEDICAL PAYMENTS LIMIT AND REPORTING PERIOD A. The requirement under SECTION I- COVERAGE C MEDICAL PAYMENTS that expenses be incurred and reported to us within one year of the date of the accident is changed to three years. B. SECTION 11I- LIMITS OF INSURANCE, paragraph 7., the Medical Expense Limit, is subject to all of the terms of SECTION III - LIMITS OF INSURANCE and is the greater of: 1. $10,000; or 2. The amount shown in the Declarations for Medical Expense limit. C. This provision 13. does not apply if COVERAGE C MEDICAL PAYMENTS is excluded either by the provisions of the Coverage Form or by endorsement. 14. LEGAL LIABILITY (SPECIFIC PERILS) A. The word fire is changed to "specific perils" where it appears in: 1. The last paragraph of SECTION I - COVERAGE A. paragraph 2. Exclusions; 2, SECTION IV, paragraph 4.b. Excess Insurance. B. The Umits of Insurance shown in the Declarations will apply to all damage proximately caused by the i same event, whether such damage results from a "specific peril" or any combination of "specific perils." C. The Damage To Premises Rented To You Limit described in SECTION III ~ LIMITS OF INSURANCE, paragraph 6., Is replaced by a new limit. which is the greater of: 1. $300,000; or 2. The amount shown in the Declarations for Damage To Premises Rented To You Limit. D. This provision 14. does not apply Ifthe Damage To Premises Rented To You Liability of SECTION I- COVERAGE A is excluded either by the provisions of the Coverage Form or by endorsement. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, provisions 15. through 17. of this endorsement amend the polley as follows: 15. KNOWLEDGE OF OCCURRENCE Under 2. Duties In The Event Of Occurrence, Offense, Claim, Or Suit, paragraph a. Is deleted and replaced and paragraphs e. and f. are added as follows: a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense, regardless of the amount, which may result in a claim. Knowledge of an "occurrence" or an offense by your "employee{s)" shall not, in itself. constitute knowledge to you unless one of your partners. members, "executive officers", directors, or managers has knowledge of the "occurrence" or offense. To the extent possible, notice should Include: (1) How. when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 Page 6 of 9 CG 70 49 09 05 , ... ',._,~._,~.,_,u_"~'''''''____''~~ 168 20 (3) The nature and location of any injury or damage arising out of the woccurrence" or offense. e. If you report an "occurrence" to your workers compensation carrier that develops into a liability claim for which coverage is provided by the Coverage Form, failure to report such an "occurrence" to us at the time of the "occurrence" shall not be deemed a violation of paragraphs a., b., and c. above. However, you shall give written notice of this "occurrence" to us as soon you become aware that this "occurrence" may be a liability claim rather than a workers compensation claim. f. You must see to,it that the following are done in the event of an actual or anticipated "covered recall" that may result in "product recall expense": (i) Give us prompt notice of any discovery or notification that "your product" must be withdrawn or recalled. Include a description of "your product" and the reason for the withdrawal or recall; (2) Cease any further release, shipment, consignment or any other method of distribution of like or similar products until it has been determined that all such products are free from defects that could be a cause of loss under the insurance. 16. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Paragraph 6. Representations is deleted and replaced with the following: 6. Representations By accepting this polley, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; c. We have issued this policy in reliance upon your representations; and d. This policy is void in any case of fraud by you as it relates to this policy or any claim under this policy. We will not deny coverage under this coverage part If you unintentionally fail to disclose all hazards existing as of the Inception date of this policy. You must report to us any knowledge of an error or omission in the description of any premises or operations intended to be covered by the Coverage Form as soon as practicable after its discovery. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or nonrenewal. 17. BLANKET WAIVER OF SUBROGATION Paragraph 8. Transfer of Rights Of Recovery Against Others To Us is deleted and replaced with the following: 8. If the insured has rights to reeaver all or part of any payment we have made under this Coverage Form, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. However, If the insured has waived rights to recover through a written contract, or if "your work" was commenced under a letter of intent or work order, subject to a subsequent reduction to writing with customers whose customary contracts require a waiver, we waive any right of recovery we may have under this Coverage Form. 18. EXTENDED NOTICE OF CANCELLATION AND NONRENEWAL Paragraph 2. b. of A. Cancellation of the COMMON POLICY CONDITIONS is deleted and replaced with the following: b. 60 days before the effective date of the cancellation if we cancel for any other reason. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 9. When We Do Not Renew is deleted and replaced with the following: 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the. nonrenewal not less than 60 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc" 2004 CG 70 49 09 05 Page 7 of 9 .---~,.,.",,~,,~~ .~ 16820 19. MOBILE EQUIPMENT REDEFINED Under SECTION V - DEFINITIONS, paragraph 12. "Mobile equipment", paragraph f. (1) does not apply to self- propelled vehicles of less than 1,000 pounds gross vehicle weighl 20. LIMITED ELECTRONIC DATA LIABILITY A. The following paragraph is added to SECTION III - LIMITS OF INSURANCE: Subject to 5. above, the most we will pay under Coverage A for "property damage" because of all loss of "electronic data" arising out of anyone "occurrence" is $25,000. B. For this provision 20. only r SECTION V - DEFINITIONS r paragraph 17. "Property Damage" is replaced by the following: 17. "Property damage" means: 8. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it; b. Loss of use of tangible property that is not physically injured. AU such loss of use shall be deemed to occur at the time of the "occurrence" that caused it; or c. Loss of "electronic data". Loss of "electronic data" means loss of, loss of use of, damage to, corruption of, inability to access, or inability to properly manipulate "electronic data", resulting from physical injury to tangible property. All such loss of "electronic data" shall be deemed to occur at the time of the "occurrence" that caused it. For the purposes of this insurance, "electronic data" is not tangible property. 21. DEFINITIONS 1. SECTION V - DEFINITIONS, paragraph 4. "Coverage territory" is replaced by the following definition: "Coverage territory" means anywhere In the world with respect to liability arising out of "bodily injury," "property damage," or "personal and advertising injury," including "personal and advertising injury" offenses that take place through the Internet or similar electronic means of communication provided the Insured's responsibility to pay damages Is determined in a settlement to which we agree or in a "suit" on the merits, in the United States of America (Including its territories and possessions), Puerto Rico and Canada. 2. SECTION V - DEFINITIONS is amended by the addition of the following definitions: "Covered recall" means a recall made necessary because you or a government body has determined that a known or suspected defect, deficlency, inadequacy, or dangerous condition in "your product" has resulted or will result in "bodily injury" or "property damage". "Electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software (including systems and applications software), hard or floppy disks, CD~ ROMS, tapes, drives, cells, data processing devices or any other media used with electronically controlled equipment. "Product Recall expenses" mean only reasonable and necessary extra costs, which result from or are related to the recall or withdrawal of "your product" for: a. Telephone and telegraphic communication, radio or television announcements, computer time and newspaper advertising; b. Stationery, envelopes, production of announcements and postage or facsimiles: c. Remuneration paid to regular employees for necessary overtime or authorized travel expense; d. Temporary hiring by you or by agents designated by you of persons, other than your regular employees, to perform necessary tasks; e. Rental of necessary additional warehouse or storage space; f. Packaging of or transportation or shipping of defective products to the location you designate; and Includes copyrighted material of Insurance Services Office, Inc., with its permission. Copyright Insurance Services Office, Inc., 2004 Page8of9 CG 70 4909 05 ..~-, I 168 20 g. Disposal of "your products" that cannot be reused. Disposal expenses do not include: (1) Expenses that exceed the original cost of the materials incurred to manufacture or process such product; and (2) Expenses that exceed the cost of normal trash discarding or disposal, except as are necessary to avoid "bodily injury" or "property damage", "Specific Perils" means fire; lightning; explosion; windstorm or hail; smoke; aircraft or vehicles; riot or civil commotion; vandalism; leakage from fire extinguishing equipment; weight of snow, ice or sleet; or "water damage". "Water damage" means accidental discharge or leakage of water or steam as the direct result of the breaking or cracking of any part of a system or appliance containing water or steam. 'Work contract" means a written agreement between you and one or more parties for work to be performed by you or on your behalf. Includes copyrighted material of Insurance Services Office, Inc., with its permission, Copyright Insurance Services Office, Inc., 2004 CG 70 49 09 05 Page 9 of 9 - I Mm_. ,",.-",",",-._,--'."'_."",-"~,< '_' ''-~'''P 11 rr 16 B 20 I , COMMERCIAL GENERAL' LIABILITY CSl 004 (12 06) lHlS ENDORSEMENT CHANGES lHE POlICY. PLEASE READ IT CAREFuu.. Y. GENERAL LIABiliTY ADVANTAGE ENDORSEMENT ; This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL UABILIiY COVERAGE FORM j NOTE: The following are additions, replacements and amendments to the Commercial General Uablllfy Coverage Fron. and will apply unless excluded by separate endorsement(s) to the Commercial Ganeral LiabRity Coverage Form. , The COMMERCIAL GENERAL LlABJUTY COVERAGE FORM Is amended as follows: SECTION 1- COVERAGES, COVERAG~ A. BODILY INJURY AND PROPERTY DAMAGE is amended as I foUows: I 1. Extended "Property Damage" i Exclusion 2.a., Expecled or Intended InjUlY, Is repfaced with the following: a. "Bodily Injury'" or "property damage" expected or Intended from the standpoint of the Insured. This exclusion does not apply to "bodlfy Injury" or -property damage" resulting from the use of reasonable force to protect persons or property. 2. Non-owned Watercraft f7.XclUsron 2.g. (2) (a) Is replaced with the foRowlng: (a) Less than 51 feet IO~g; and 3. Property Damage liability - Borrowed Equipment The following Is added to Exclusion 2J. (4): Paragraph (4) of this exclusion does not apply to "property damage" to borrowed equipment while at a jobsite and not being used to perform operations. The most we wllI (J<iIY for "property damage" to any one borrowed equipment Item under this ooverage is $25,000 per .occurrence", The insurance afforded under this provision Is excess a-Ier any other valid and collectible property Insurance (Including deductible) available to the Insured. whether prImary. excess, contingent or on any other basis. SECllON ,- COVERAGES, the following coverages are added: COVERAGE D. VOLUNTARY PROPERTY DAMAGE 1. Insuring Agreement We win pay. at your request, for .property damage" to property of others caused by you, or whRe In your possession. arising out of your business operations. The amount we will pay for damages is described in SECTION III LIMITS OF INSURANCE. CGL 004 (12 06) Includes copyrighred material of the Insurance ServIces Office. Inc.. with Its pennission. Paije 1 of 12 . Copyright 2006 fCCIIn~rance Group. i i -"...... _. - -- 16 B 20 COMMERCiAl GENERAL UABIUTY CaL 004.(12 06) I 2. Exclusions This insUrance does not apply to: . a. Loss of propertY at premises owned, rented, leased, operated, or used by you; b. Loss of Pf'OI:?erty while In transit; c. Loss of property owned by, rented ro,/eased to, Joaryed to, borrowed by, or used by you; d. Premises you sell, give away, or abandon, If the .property damage" arises out of any part of those premIses: e. Loss of property caused by or arising out of the "produots-completed operations hazard"; f. Motor vehides: g. .Property damage" to "your product" arising out of It or any part of it; or h. "Property damage" to .your work" arising out of it or any part of it. , : 3. Deductible We wiD not pay for loss In anyone .occurrence. untn the amount of Joss exceeds $250. We win then pay the amount of loss in excess of $250 up to the applIcable limIt of insurance. 4. Cost Factor In the event of a covered loss, you shalf, if requested by us, replace the damaged property or furnish the labor and materials necessary for repairs thereto at your actual cost, excluding profit or overhead charges. I The Insurance afforded under COVERAGE D is excess over any other valid and conectible property or Inland marine Insurance {including the deductible applicable to the property or Inland marine coverage) ava"able to you whether primary. eXC8$S,'oontlngent or any other basis. . Coverage D covers unintentional damage or destruction, but does not cover disappearance, theft, or toss of use. The insurance under COVERAGE 0 does not apply If a loss for an "oceurrence~ is paid under COVERAGE E. . COVERAGE E. CARE, CUSTODY OR CONTROL 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages because of "property damage" to property of olt1ers whRe In your care, custody, or contto' or property of others as to which you are exercising physical control if the "property damage" arises out of your business operations. The 'amount we Will pay for damages is described in SECTION III LIMITS OF INSURANCE. . ! 2. Exclusions This insurance does not apply lo: - a. loss of property at premises owneil, rented, leased, operated, or used by you; b. loss .of property while in transit; CGl b04 (12 06) Includes copyrighted material of the Insurance Services Office. Inc., wlth its permission. . Page2of12 Copyright 2006 FCCllnsurance Group. ~."-- .<,~-"."_._,..---- 1. -. ~~ ~,;--'..... ...~-".~-~. -,,_...~ _. ".._"~- 16 B 20 COMMERCIAL GEM:RAl LIABILITY CGL 004 (12 00) i I c. PremIses you seD, give away, or abandon, if the "property damage" arfses out of any part of those . premises; d. "Pr~rty damage" ca.used by Or arising out of the "products-completed operations hazartl"; e. Motor '!ehJdes; . i ,- f. "Property damage" to "your product" arIstng out of it or any part of it; or . . g. .property damage" to "your work" arrsing out of It or any part of it - . . 3. Deductible We w1ir not pay for loss'ln any one "occurrence" until the amQunt of loss exceeds $250. We will then pay the amount of loss In excess of $250 up to the applicable limit of insurance. 4. Cost Factor In the event r:i a covered loss, you shall. if requested by us. replace the'damaged propeJtt or fumish the labor and materials necessary for repairs thereto at your actual cost, exdudlng profit or overhead charges. The insurance afforded under COVERAGE E is excess over any other valid and collectible property or inland I .marine insurance (including the deductible appticable to the property Or inland marine coverage) available to you whether primary. excess, contln~nt or any other basis. The insurance under COVERAGE E does not apply if a loss for an "occurrence" is paid under COVERAGE D. COVERAGE F; UMITED PRODUCT WfTHDRAWAL EXPENSE I 1. Insuring Agreement a. We will reimburse you for "product withdrawal expenses" Incurred because of a "product withdrawal" to which thislnsuranoo applies. I . The amQUnt of such reimbursement is limited as described in SECTION III . LIMITS OF INSURANCE. No other obligation or fiabifity to pay sums or perform acts or services is covered. b. This Insurance applies to a "product withdrawal" only if the "Pf:oduct wIthdrawal" is initiated in the coverage territory" duri~g the policy periOd because: .. .. (1) You determine that the Uproduot withdrawal" is necessary; or (2) . . M authorized government entity has ordered you to conduct a "product Withdl'aWal~ . c. We wll/ rellTJburse only those .product withdrawal expenses" which are incurred and reported to us within one year of the date the .product withdrawal" was initiated. d. The initlatiol1 of a "product withdrawal" wiIJ be deemed to have been made only at the earnest of the fonowlng times: (1) When you have announced, In any manner, to the general public. you.r vendors or to your employees (other than those employees directly Involved in making the determination) your decision to conduct a "product withdrawal" This appJIes regardless of whether the determination to conduct a "product WIthdrawal" Is made by you or Is requested by a third party; ; C~L 004: (12 06) lncrudes COpyrighted material of the Insurance Services Office, rllC., with its permission. Page 3 of 12 Copyright 2006 FCq).IllstIranc!'t ~roup. ' . ~...... 16 B 20 COMMERCIAl. GENERAl. LIABILITY CGL 004 (12 OS) . (2) When you received, either orally or in writing. notification of an order from an authorized 90\1ernment entity to conduct a "product withdrawal; or - (3) When a third party has initiated a "product wJthdrawar' and you communff::8te agreement with the "product withdrawal., or you announce 10 the general pubOc, your vendors or to your employees (other than those employees diTeotly involved In making the determination) your deCision to participate In the "product withdrawal", whIchever comes first. I e. "PrOduct withdrawal expenses" incurred to withdraw ~our products" which contain: I (1) The same "defect" will be deemed to have arisen out of the same "product WIthdrawal": or (2) A different "defect" wiD be deemed to have arisen out of a separate .product withdrawal"" newly detennined or ordered in accordance with paragraph 1.b of this coverage. 2. EXcluslons This Insurance does not apply to "product ~thdrawar expenses" arising out at ,. a. Any "product withdrawal" initiated due to; (1) The failure of "your products" to accomplish their Intended purpose, inclUding any breaoh of : warranty of fitness,. whether wrlUen or Impffed. This exclusion does not apply if such faDure has catJsed or is reasonabry expected to cause ~bodDy injury" or physical damage to tangible property. (2) Copyright, patent. trade secret or trademark Infringements: (3) Transformation of a chemica! nature, deterioration or decomposition of "your product", except if it Is caused by: (a) An error in manufacturing, design. prooesslng or transporl$tlon of "your product"i or (b) "Product tampering". (4) Expiration of the designated shelf life of "your product" . b. A "product withdrawal", Initiated because of a "defect" In ''your product" known to exist by the Named Insured or the Named Insured's "executive officers", prior to the inception date of this Coverage Part or prior to the time "your product" leaves your c:ontroJ or possession. c. Recall of any specifJc produCts for which "bodily Injury" or "property damage" is excluded under Coverage A ~ Bodily rnjl/lY And Property Damage Liability by endorsement d. ReCaR of "your products. whicO' have been banned from th9 market by an authorfzed government 6!1t1ty prior to the policy perfoo. . 9., . The defense of a claim or "suit" against you for "product withdrawal expenses". 3. For the purposes of the Insurance afforded under COVERAGE F, the following Is added to 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit CoodiUon under SECTION IV - COMMERCfAI.. . GENERAl lIABIUTY CONDITIONS: e. Duties In The Event Of A "Defect.. Or A "Product Withdrawal" ! i CGL 004 (12 06) Includes copyrighted material of the Insurance Services Office, Inc.,' with Us permlS$ion. Page 4 of 12 Copyright 2006 FCCllnsulllnce Group. I , I f -- """. --...~. ~ -........,-.- arM ~_ V' -r -. 16 B 20 COMMERCIAl GENERAl. LIABILITY CGL 004 (12 06) . (1) You must see to It thatweal'&.oo1ified as soon as practicable of any actual, suspected or , threatened "defecl" In "your products". or any gOY{:IfTIl11ental inv8$tigatlon, that may result In a "product withdrawal". To the extent possibte. notloo should rnofude: ! (a) How, when and where the "defect" was discovered; (b) The names and addresses of any injur.ed persons and wltnesses; and. ! (e) The na~, location and cfroumslances of any injury or damage arising Dut of use or consumption af"your product", ! . . '. (2) If a "product wilhdrawaf Is {nitiated, you must: i (a) Immediately record the specifics of the "product withdrawal" and ihe date it was initiated; and (-b) Notify us as soon as practicable. You must see to It ihatwe receive written notice of the "product withdrawal" as soon as practloable. ' (3) You and any other Involved Insured must: I i i (8) Immediately send us copies of pertinent oorrespondence received In connection with the I "product withdrawal"; (b) Authorize us to obtain records and other Information; and (e) Cooperate with us in our Investigation of the "product withdrawal", 4. The following definitions are added to the Oefinltlons Section: a. "Defect.. means a defect, deficiency or inadequacy that creates a dangerous condition. b. "Product tampering" Is an act of Intentional alteration of "your product" which may caUSe or has caused "bodny injury" or physical InJury to tangible property. When "product. tampering" is known, suspected or thr~ned, a "product with~I" will not be I limited to those batches of "your product" which are knOWn or suspected to have been tampered with. e. "Product withdrawal" means the recall or withdrawal of .your products", or products which <:ontain "your products., from the market or from use, by any other person or organization, because of a known or suspected "defect" In "your product". or a known or suspected "product tamperlng". which has caused or Is reasonably expected to cause "bodily Injury" or physloallnjury to tangible property. d. "Product withdrawal expenses" means those reasonable and necessary extra expenses, listed below paid and dlrecUy reraCed to a "product wilhdrawal~: (1) Costsofnotlftcatlon; (2) Costs of stationery. envelopes, production of announcements and postage or,facslmiles; (3) Costs of overtime paid to your regular nOnsalaried employees afKJ costs incurr~d by your emptoyees. including costs of transportation and accommodations; (4) eoSts of computer time; CGI. 004 (12 06) Cneludes copyrighted materlar of the Insurance Services Office, Inc.. WIth Its pennlssfon. Page 5 of 12 COpyright 2006 fCql JOS!:If8nce Group.:- . ! -,'..---~~,. "...."....- ..1111__ - 16 B 20 COMMERClAL GeNERAl. UABILflY CGlOO4 (1206) (5) costs of hiring Independent contractors and other tel1'lpOl'8ry employees; ! (6) Costs of transportatron, shipping Of packaging; (7) Costs ofwarehouse or storage space; or (8) Costs of proper disposa1 of "your products., or producls that contain ')tour products", that cannot be reused, not exceeding your purchase price or your cost to produce the products; r but "product withdrawal expenses- does not Ioclude costs of the replaoement, repair or redesign of "your producr. or the costs of regaining your market share, goodwill, revenue or protll COVERAGE G. CONTRACTORS ERRORS AND OMISSIONS 1. Insuring Agreement We will pay those sums that the insured becomes legally obligated to pay as damages due to faulty workmanship, material or design, or products Including consequential loss because of an occurrence to I which this Insurance applies. The damages must have resulted from the Insured's negUgent act. error or omission whne acting in your business capacity as descnbed in the Declarations or from a defect In material or a product sold or Instaled by the insuled while acting In this capacity. W~ wiD have the right and duty to defend the insured against any "suit" seeking those damages. However. we Will have no duty to defend the Insured against any "suit" seeking damages to which this Insurance does not apply. We may at our dfscretion, investigate any incident and settle any claim or .suit" that may result But our right and duty to defend end when we have used up the avalfable limit of Insurance for this coverage in payment of Judgments or settlements for this coverage. The amount we will pay for damages Is described in SECTION III LIMITS OF INSURANCE. .- 2. exclusions This insurance does not apply to: a. "BodDy Injury" or "personal and advertising Injury". b. Liability arising from a delay or failure to complete a oontract or proJect, or 10 complete a contract: or " project on time. a. Uability because or an error or omissIon: (1) In the preparation of estimates or lob costs;. (2) Where cost esti~es are exCeeded: . (3) In the preparation of estlm~tes of proflt or retum on capItalj (4) Sn advising or failure to advise on financing of the work or pr:oject; or (5) . In advising or faDing to adv{se on any legal work, title checks. form of insurance or suretyship. d. Any liability which arises out of any actual or alleged Infringement of copyright or trademark or trade dress or ~tent, unfaJr competition Of piracy, or theft?' wrongful taking of concepts o.r fntelledual property. . CGL 004 (12 06) Includes copyl'lghted material of the If\Sl,lJSnce SeMces Office. Inc., with Its permission. Page 6 of 12 Copyrfght 2006 FCCllnsurance Group. - r -~~-' i1r" ----. 16 B 20 COMMERCfAL. GENERAl LIABILITY CGt 004 (12 06) . e. Any rJability for. damages: ., . . .' , . (1) From the intentional dishonest, fraudulent, malicious or criminal acts of the Named 11lSUled, or by any partner, membe'Jo of a limited lability company, or executive officer. or at1he direction of any of them; or (2) Which Is in fact expected or Intended by the Insured. even If the Injury or damage Is of a different degree or.type than. ach.I1iIUy expected or Intended. f. Any liability arising out of manufacturer's warranties or guarantees, whether express or IrnprJed. .\ , . g. Any liability arising from .property damage" to property owned by, rented or leased to the insured. h. Any liabnlty before you have completed "your work~" "Your work" WI'" be deemed completed at the earliest of the following times: (1) When all of the work called for In your contract or \/IIOrk order has been complete<!: (2) When al the wOrk to be done at the job site his been completed If your contract calls for work at : , , more than one Job site; or " . . (3) When that part of the work done at a Jeb site has been put to its In1eoded use by any person or . . organizatlon other1han another contractor or subcontractor working on the same project. , Work that may need servIce or maintenance, correctton, repair or replacement. but which Is otherwise '\~mplete. will be treated as complete. I. Any liability arising from "property damage" t() products that are stillln your physical possession. 1. Any,lIabillly arising out of the rendering of or fa.ure to render any professional servlce9 by you or on your behBlf, but only with respect to either or both of the following operations: . (1) Provfding engineering, aroblteclural or surveying services to others; and I (2) Providing or hiring Independent professionals to provide engineering, architectural or surveying services in connectlon with construction work you perform. Proiessional services Include the preparing, approving or failing to prepare or appf'Olle, maps, shop I : drawings, opinions, reports. surveys, field orders, change orders, or drawlng$ and specifications. Professional services also include supervisory or inspection actMtIes performed as part of any related architectural or engIneering actJvltles. But. professional services do not Include services within construction Meal'l$, methods) techniques. sequel')C8S and procedures emproyed by you In connection with construction ~ you perform. - k. Any liability arising from your' loss of prattt or expected profit. r. .property damage" to property other than "your product: "your work" or "Impaired property." m. Any Ifabifity arising from claims or "sults..where thf;t right of action against the insured has been relinquished or waived. n. Any liability for "'property damage" to "your work" if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontraetQr. CGl 004 (12 06) Includes coPY.righted material of the Insurance Services Office, Inc., with Its permission. ' Page 7 of 12 Copyrig~ ~~ FCC! .Insurance ~roup'. I .-. -_.......""~..~"'.~. " v,-'..-',,,,,, '1'1' .~ IT 16 B 20 . ' COMMERCiAl GENERAL LIABn..JTY CGl 004 (12 06) o. Any liability arising from a decision to substitute a material or product for one specltied on blueprints, work orders. contracts or engineering speciffcations Unless there has been written authorization. or unless the blueprints, work orders, contracts or engineering specflicatlons were VvTItten by you, and you have authorized the manges. p. UablJi1y of others assumed by the insured under any contract or agreement. whether oral or In wrlllng. ThJs exclu$lon does. not apply 10 lIabUity fOT damages that the insured would have 10 the absence of the contract'or agreement " 3. Deductible We wlll not pay for loss in anyone "occurrence" until the amount of ~ exceeds $250. The, limits of Insurance wltl not be reduced by the appJfcation of the deductible amount We may pay any part or all of the deductible amount to effect settlement of any claim or "suit., and upon notiflcaUon of the action taken, you $hall promptly reimburse us for such part of the deductible amount as has ~n pafd by UB. 4. Cost Factor ' . In the event of a covered loss, you shaft if ruquested by us, replace the damaged property or furnish the labor and materials necessaty for repairs thereto at yo~r actual c::ost, exdudlng profit Of ovemead charges. SEC110N I-COVERAGES. SUPPLEMENTARY PAYMENTS - COVERAGE A and B is amended as follows: All ~es to SUPPlEMENTARY PAYMENTS - COVERAGES A and B are amended to SUPPLEMENTARY PAYMENTS - COVERAGES A. B, 0, E. and G. 1. Cost of Bait Bonds Paragraph 1.b.1s replaced with the followlng~ b. Up to $2,500 for cost or ball bonds required because of accidents or trafflo law violations arising out of the use of any vehlcJe to which the Bodily Injury Uabillty Coverag~ applies. We do not have to furnish these bonds. 2. Loss of EarnIngs Paragraph 1.d.ls replaced with thefollowlng: .. d. All reasonable expenses Incurred by the Insured at our request to assist us in the Investigation or defense of the claim or "suft", Including actual lass of earnIngs up to $350 a day bealuse of time off from work. SECTION 11- WHO IS AN INSURED'Is amended as follows: .. 1. lricicfental Malpractice Paragrapti 2.a.(1)(d) is.replaced with thefotlowing: (d) Arising out of his Of'her provIding or {aPing.to provide professional health care servite$. However, .thls exclusion does not apply to a nurse, emergenc.y medica' technician or paramedic employed by you to pro'llde medical services. unless: .' , (I) You are engaged In the occupatfon or' business of prOViding or offering medical, surgical, denial, x-ray or nursfng serviceS. treatment, advice or instruction; or eGlOO4 (12 06) Includes copyrighted material of the ln~urance SelVfces Office, Inc., with its pennisWm. Page 8 of 12 Copyright 2006 FCCllnsurance GroulJ. """""_A"_'__'_""~'"~__"~_"" , . 16B20 COMMERCIAL GENERAL UABIUTY CGL 004 (12 06) . (II) The "employee" haS another Insurance 1hat would also cover claims. arising under this provislol1, whether the other insurance is primary, excess, contingent or on any other basis. . 2. Newly Formed or Acquired 9rganizatJons 'PaiagrapIl4.a. Is replaoed with the following: a. Coverage under thls provlslon Is afforded only untlllhe 180th day after you acquire or form the organization or the end of th~ policy period, whichever i& eartier; SECTION 01- LIMITS OF INSURANCE Is amended as follows: 1. Paragraph 2. is repfaced with the following: 2. The ~eneral Aggregate Umlt is the most we will pay for the sum of; a. Medical expenses under Coverage C: b. Damages under Coverage A, except dalTlage$ because of ftbodlly Injury" or "property damage" ( Included in the "products-oompleted operations hazard"; ... Co Dama~ under Coverage B;. d. Voluntary "properly damage" payments under Coverage 0; and e. .2iCare. Custody or Control damages under Coverage e. 2. Paragraph S. Is replaced with the following: 5. SUbject to 2. or 3. above. whichever applies. the Each Occurrence limit Is tile most we will pay for the sum 01: a. Damages under Coverage A; " b. Medical expenses under Coverage C; Co Voluntary .property damage" payments under Coverage 0: and d. Care, Custody or Control damages under Coverage E because of all ubodlly injUry" and "property damage" arising out of any one "occurrence". 3. Paragrapb 6. is replaced with the fonowlng: 6. Subject to 5. above. the higher of $300,000 or the Damage To Premises Rented To You limit shown in the Declarations Is the most we will pay under Coverage A for damages because of "property damage" to any olle premises. while rented to you, Or In the ca.se of damage by fire or explosion. while rented to you or temporarily occupied by you with permission of the owner. arIs~ out of any one fire or explosion. 4. Paragraph 7. is ...placed with the following; . . : 7. SubJect to 5. above, the higher of $1 0,000 or the Medical Expense li~' shown In the Declarations is the most we will pay under Coverage C for all medical expenses because of "bodily Injury" sustained by any one person. , CGL 004 (1206) Includes copyrig~ material of the Insurance Services Office, Inc.. with Us permission. ' Page 9 of.12 Copyrtght 2006 FCqlnsurance S;.I:oup. -~--'-'.,-,,-",",- ---"-'-"~',,,,,-,-,'"'~~~'.--- .": ~"---- 16820 COMMERCtAL GENERAl. LlABlUTY CGl 004 (12 06) 5. Paragraph 8. is added as follows: 8. Subject to 5. above. the most we wIB pay under Coverage D. Voluntary Property Damage for loss arising . out of anyone "occunanoe" is $1.500. The most we will pay in any one-pollc.y period. regardless of the number of claims made or suits brought, Is $3.000. 6. .Paragnqm 9. is added as follows: 9. Subject to 6. above,1he moil we will pay under Coverage E. Care. Custody or"comror for -property damage" arising out of any one .occurrence" Is $1,000. The most we win pay In any one-policy perIod, regardJess of the number of claims made or suits brought, Is $5,000. . 7. Paragraph 10. Is added as folfows: 10. Subject to 5. above. the most we wBI pay under COverage F. Umited Product Withdrawal Expense for I "product withdrawal expenses" in any one-pollcy period, regardless of the number of insureds. .product withdrawals" Initiated or number or "your products" withdrawn is $10,000. 8. Paragraph 11.18 added as follows: 11. SUbject to 5. above. the most we WIll pay under Coverage G. ContractorS Errors and Omissions for damage in any one--pollcy period, regardless of the number of insureds. claims or "suits" brought. or persons or organizations making claIm or bringing "suits" Is $10,000. For errors in contract or job specifications or in recommendations of products or materials to be used. this policy wiD not pay for additional costs of products and materials to be used that would not have.been incurred had 1he correct recommendations or spec!flcations been made. 9. Paragraph 12. Is added as follows: , 12. The General Aggregate limit applies separately to: a. Each of your projeds away from premises owned by or rented to you; or I b. Each "location" owned by or rented to you. "location" as used in this paragraph means premises InvolvIng the same or connecting lots. or premises whose connectfon Is interrupted only by a street, roadway, waterway orright-of-way of a railroad. SECTION IV-COMMERCIAL GENERAL UABIUTY CONDITIONS Is amended as follows: 1. Subparagraph 2.a. of Duties In The Event Of Occurrence, Offense, Claim. or Suit ls repljlced with the follOWing: . . .' a. You must see to It that we are notified 8S soon as practicable or an "occurrence" or an offense which may result tn a clafm. This requirement applies only when the "occurrence" or offense is known to the folrowlng: (1) An individual who Is the sole aMler; (2) A partner, if you a~ a partnershIp or joint venture; (3) ~ "executive officer" or Insurance manager. If you are a corporatron; ! (4) A manager, if you are a Ifmiled lIabIHty company; CGL 004 (1206) Includes'copyrfghted material of the Insurance Services Office, Inc.. with lis permission. Page 10 0112 Copyright 2006 FCCllnsurance Group: -,,---- ~"..<--^,,~" . ~ , I'l ~ :a~J!Ij'. ",-_..,- 16820 COMMERCIAL GENERAL UABft..rrv CGL 004 (12 06) I (5) A person or organizatIon having propel' temporary custody of your property If you die; - (6) The legal representative of you if you die; or (7) A person (other than an "employeej or an organJza1lon while acting 8$ your'real estate'manager. To the extent possible, noUce should include: (1) How. when and where the "occurrence.! or offense took place; . (2) 'T119 names and addresses of any Injured persons and wilnesSeS; and i (3) The nature and location of any Injury or damage arising out of the "occurrence" or offense. 2. The following Is ~dded to Subparagraph 2. b. of Duties. It:' The Event Of Occurrence. Offense, Claim, or Suit: . The requirement In 2.b. applies only when the .oocurrence" or olfense is known to the following: (1) An Individual who Is 1he sole awner; f . (2) A partner or insurance manager. if YOll are a partnership or joint venture; (3) An "exeoutive officer" or insurance manager, If you !'Ire a corporation; (4) Amanager Of insurance manager,lf you are a limIted flabillty company; (5) Your 0fflclais, trustees, board members or Insurance manager, If you are a not-for-profit organization; (6) A person or organIZation having proper temporary custody of your property if you die; (1) The legal representative or you if you die: or .. i (8) A person (other than an -employee") or an organization while acting as your real estate manager. 3. Paragraph 6.1$ replaced with the following: 6. Representations By accepting this poJlcy, you agree: . a. The statements in the Oeclarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this poDcy.ln reliance upon your representa1ions. Any error or omission in the description of, or fatlure to completely desaibe or disclose any premises, operations' or products Intended to be covered by the Coverage Fonn Will not Invalidate or affect coverage for those premises. operations or products, provided such error or omIssIon or failure to completely , describe or disclose premlses, operations or producls was not lntentlon~1. You must report such enor or omission to us as soon as practicable after its discovery. However, this provision does not affect our right to collect additional premium Charges or exercfse our right of cancellation or nonrenewal. , CGL 004 (12 06) rneludes copyrighted material"of fh~ Insurance Services Office, In~., wl1fl. ip; permrsslon. Page 11 !Jf 1~ ! Gopy,right2QO~ FO~J.!n~ 9roup.. ' i I .~,..."... T ..._,,"~ 16 B 20 COMMERCW. GENERAL. LIABILITY CGL 004 (1206) 4. The following is added to paragraph 8. Transfer Of Rights Of RecoVery ASafnst Oltaecs To Us: We waive any right of recovery we may have because of payments we make for injury or damage arising out - of your ongoIng operations or "your work" done under a written contract requiring such wa/verwlth that person or organlzalfon and Included In the "products-completed operations hazardD. However, our rights may only be waived prlorto the "OcCUrreneeD giving rise to the rnjury or damage for which we make payment under this I Coverage Part. The Insured must do nothing after a loss to impair our rights. At our request, 1I1e Insured will bring "sulr or transfer those rights to us and help us enforce those rights. 5. Paragraph 1 O. Is added as fOllows: 10. L1berallzatfon If we revise this Coverage Form to provide more coverage without additional pl'8mium oharge, your policy will automatically prOvide the scld.iflonal coverage as of the day the revision Is effective in the applicable state(s}. SECTION V - DEFINITIONS is amended as follows; The following Is added to subparagraph 12. f. (1) of "Mobile equipment" definilion: ThIll does not apply to serf-prOpelled vehicles of 1e8$ than 1.000 pounds gross vehicle weight. I . ! " . CGl 004 (12 06) Includes copyrighted material of u'e Insurance Services Office, Inc., with its permission. Page 12 of 12 Copyright 2006 FCCI Insurance Group. 16 B 20 MEMORANDUM Date: August 10, 2009 To: Rhonda Cummings, Contract Specialist Purchasing Department From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: The Davey Tree Expert Company Enclosed please find an original contract, referenced above (Agenda Item #16B20), approved by the Board of County Commissioners on Tuesday, July 28, 2009. The second original will be held for the Board's record in the Minutes and Records Department. If you should have any questions, please contact me at 252-8406. Thank you. Enclosure (1) ._...,..,.......__~_~.~_M.~______~_.__._.."-.,,..""..""'''~'"._,.,,~.,.w.,.",~..^..".. 0.... ,__,_,___,,,_,,'"__",,",..~_,, r __""'_."""""'_d'~ ,,,. ,._.<."_,,_..,,__,,.6~""',_,~_,~_~,_o,"~_'_ \)u~ ~\Io'P~ ITEM NO.: D'ITt~iLI!~9FIJJ> B 20 ()?'_ fl!c-/(J/JCJ3 ' \()II~J1V 0.TTnp~'.'p{ FILE NO.: ,.,1"... ,',' ,',. I ,- ROUTED TO: i'GQ ~~34 ~u; DO NOT WRITE ABOVE THIS LINE };I ).; VtA c;JJ ~(t J-O REQUEST FOR LEGAL SERVICES )~~ ~IQn, Date: July 28, 2009 f)~tJ , To: County Attorney's Office ~/ ~P<I Attention: Jeff Klatzkow From: Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department, Extension 8941 Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: The Davey Tree Expert Company BACKGROUND OF REQUEST: This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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: Liz De Leon, ATM "'e^_" . _i ,- ~. ).. ",~," '''-c -_.'~'-' .. ~_..._-~,."- 16 B 20 MEMORANDUM ,I TO: Ray Carter Risk Management Department )f ~~..C FROM: Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department . DATE: July 28, 2009 RE: Review of Insurance for Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: The Davey Tree Expert Company This Contract was approved by the BCe on July 28, 2009; Agenda Item 16.8.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. dod/RC C: Liz De Leon, ATM QUE RttErVED JUl 2 9 2009 ala ~ ~ /ft9/oQ - ! --.<<",".-.--...--".... .-..,,--=- -"."",,-...,,,.,,. ~..',,'___'_'_d, "__~'%__ A G R E E MEN T 09-5239 1 6 8 20 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Davey Tree Expert Company, authorized to do business in the State of Florida, whose business address is 5515 Yahl Street, Suite A, 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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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 seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - ROW Mowing; Category II - Mowing; and Category III - Tree Service (Davey), on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3. THE CONTRACT SUM: 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). Page -1- ~"-'- - , - ;'.---""".'-""'- r_ ...-... "" ~ J ._~.".. 16 8 20 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: The Davey Tree Expert Company 5515 Yahl Street, Suite A, Naples, FL 34109 239-403-9665 Telephone, 239-403-9662 Fax Mike Breneman, District Manager 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 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 Page -2- ....,,,,,, 11i 1l.~ ,.....-.- --"'~~~""- --~. 16 8 20 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 $2,000,000 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 $1 ,000,000 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. 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 Page -3- --...... , 4' _ _~v:w-. ", _.Mot>....."l~'._'.,___ , ~."'-_.,"<". 16 8 20 limited to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the ContractorN end 0 r /Consu Itant 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete. Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted. 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. 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 Page -4- .,""'"'.... - ".. T ..~ --"..,.._,._"~..-.",,,~.-...._._..,..>,._-,, ~ ..._"'~-~ -- 16 B 20 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course 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. 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 Page -5- I . , --"..~,.- .~.~_.... ~ .1.44 r-_...-..... .-- 16 fj 20 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, see Exhibit A hereto attached, 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 any application, installation, connections, materials, equipment, and/or anything erected 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- ~.~-~" . ....- ..-4 V . ~~_~._^... . .o_.,_~ . -~, ._~-_._" -1~613?O 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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. Page -7- 111 'jr ~ "~ .".-" ~~,..""""-~- - - ."'w,' . 16 B 20 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 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. Page -8- """.-..,.. ....",.,.,..o"',._,lj v ''''...~ 16820 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. A TTEST:"" DWig:~Ck\~~etkor~~,~s _ ::ted. . i-,~~'r · By (;SearL ", M~. ~'~ "~i.';' .t.......... ',' The Davey Tree Expert Company ~ Contractor " ~\'O>. \-\ {CM By: ~~) 1, (S:j~ Fir t Witness P Signature ... ) .(>5~1 L<< \-\ ~ .( lenD 1'1 t. r""1\- SM. (> (t r;.' tV ~ 1-'11,,,) ;{ntWitness Name .. Typed Signature - C! IW.T1lJ ( ,- ,..4,</ +f-f'R.- ,. Second Witness Title ~OS" ..uc-r/lfo5~ Type/Print Witness Name Approved as to form and 1!t"j/7; L...L Ai~i8ternt County Attorney f),t,..iy ItemtJ ~ ~~~;da 1- z~ ffl Date <{1_~ Rec'd !..-..U.L I Page -9- ,._-~ ""', -,- "- .. EXHIBIT A 16 B 20 WARRANTY In consideration of ten dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSULTANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: Page -10- ~..._.. , " ACORD. CERTIFICATE OF LIABILITY INSURANCE 1-6rt!~;~~,! - I PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION I MARSH USA INC, ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 216-937-1700 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR I 200 PUBLIC SQUARE ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. i SUITE 1000 CLEVELAND,OH 44114-1824 08670 -RESID-GAW-08-09 136031 RESIC INSURERS AFFORDING COVERAGE I NAIC# INSURED INSURER A: Old Republic Insurance Co _______~!-~~14~--~--, THE DAVEY TREE EXPERT COMPANY - - - -~..- ._--_.__.__.._-_._.~.._.._-- 1500 N. MANTUA STREET INSURER B: I KENT, OH 44240 ..._-~---_.__._----~-------_._--- -t INSURER C: I i .J INSURER D: ! i I i I I L- INSURER E: COVERAGES -:,--1 THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, l NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE I MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND i CONDITIONS OF SUCH POLICIES, AGGREGATE LIMITS SHOIIVN MAY HAVE BEEN REDUCED BY PAID CLAIMS. i NSR ADD'L TYPE OF INSURANCE POLICY NUMBER OLICY EFFECTIVE POLICY EXPIRATION LIMITS I LTR INSRD DATE (MMJDDIYY} DATE IMM/DDJYY) X GENERAL LIABILITY I EACH OCCURRENCE ,$ 2.000,000 A X COMMERCIAL GENERAL LIABILITY MWZY 57967 09/01/08 09/01/09 ~~~~~~J~~~~~':;'ce) $ 2,000,000 - ~ CLAIMS MADE ~ OCCUR MED EXP (Anyone person) 5,00 $ - - ---- - -- --..- -- ---------~..__. PERSONAL & ADV INJURY $ 2,000,00 ,- GENERAL AGGREGATE $ 2,000,00C GENERAL AGGREGATE LIMIT APPLIES PER I'R2.DLJ.c:~~~_c:()MPJOP AG( $ u__2,000,00C !xl POLICY n j:& n LOC A X AUTOMOBILE LIABILITY MWTB 20069 09/01/08 09/01/09 COMBINED SINGLE LIMIT $ 2,000,00C I )( ANY AUTO (Ea accident) ! I-- ALL OWNED AUTOS --:c,;--------- ------ '-c-----------, BODILY INJURY $ . I-- (Per person) i SCHEDULED AUTOS I-- HIRED AUTOS I X i BODILY INJURY $ I-- X NON-OWNED AUTOS I (Per accident) i - PROPERTY DAMAGE I (Per accident) $ ! i GARAGE LIABILITY AUTO ONLY. EA ACCIDENT $ ,=l ANY AUTO OTHER THAN EA ACC $ ---~._._..- --.. ------~-.~------ AUTO ONLY: $ AGG CJESSJUMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ 1 DEDUCTIBLE $ ------ -- RETENTION $ A WORKERS COMPENSATION AND MWC115620 00 (AOS) 09/01/08 09/01/09 X WCSTATU, I IOJ~' EMPLOYERS' LIABILITY $ 5,000,000 ,L EACH ACCIDENT ANY PROPRIETORIPARTNERJEXECUTIVE ""CA, MN, PA, NC, WA, OH" ARE' ~,L. DISEASE - EA EMPLOYEE $ 5,000,000 OFFICERIMEMBER EXCLUDED? If yes, describe under ""SELF-INSURED STATES"" , F.L DISEASE. POLICY LIMIT $ , 5,000,000 SPECIAL PROVISIONS below OTHER DESCRIPTION OF OPERATIONSILOCATlONSIVEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS CANCELLATION CLAUSE REPLACED IN ITS ENTIRETY BY THE FOllOWING: IN THE EVENT OF (1~ CANCELLATION FOR OTHER THAN NONPAYMENT OF PREMIUM; OR (2) MATERIAL CHANGE THAT RESTRICTS OR REDUCES THE IN URANCE AFFORDED BY ANY POLICY DESCRIBED ABOVE, THE INSURER AFFORDING COVERAGE WilL MAIL NOTICE 30 DAYS BEFORE THE DATE OF CANCELLATION OR MATERIAL CHANGE TO THE PARTY NAMED BELOW: , -- .._.--_..._-_._-------.-~--~~._-~._-~_._-_.__.- CERTIFICATE HOLDER ClE-002372293-01 CANCELLATION I --_...._--------~ ---.--'".--.-'--- --~-~-~-~._-~._.._--_._-~ SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE I EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL I I COLLIER COUNTY I I ATTN: PURCHASING DEPARTMENT ~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, I 3301 TAMIAMI TRAIL EAST BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND I NAPLES, Fl 34112 ! I UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. 1- A~,rIA~:\:~'U'nr~:.SE NTA TIVE d~~ ,. ",~ i Luann M. Glavac I ACORD -2Su(200ilos) o ACORDuCORPORATION1988 I ,._,--,,,--,- .... - I"W"" - 16B 20 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 tenns 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 I nsurance on the reverse side of th is fonn does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affinnatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. Acord 25 (2001108) Reverse of Page 1 .,-. - - -,-,,-.,,~..'- ADDITIONAL INFORMATION CLE-002372293-01 DATE (MMIDDIYY) 07/15/2009 ._--_._--~----_..- _..__._._-,-----~ ~--_._-.---~~-- PRODUCER MARSH USA INC. 216-937-1700 200 PUBLIC SQUARE SUITE 1000 CLEVELAND,OH 44114-1824 08670 -RESID-GAW-08-09 136031 RESIC INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER F: i THE DAVEY TREE EXPERT COMPANY -~-- i 1500 N. MANTUA STREET INSURER G' ~ -- -_.'-~~----_._-~- KENT,OH 44240 INSURER H: INSURER I: TEXT ---,,-",,-'-"'-'~'-"----'--"--'-~-----"-"--------'- ---..--.----------------- -----.--_..~~-_.--_._- ------.---- RE: CONTRACT - #09-5239 "ANNUAL CONTRACT FOR LANDSCAPE MAINTENANCE VENDORS" COLLIER COUNTY IS(ARE) INCLUDED AS ADDITIONAL INSURED(S) AS RESPECTS GENERAL LIABILITY AND AUTOMOBILE LIABILITY WHERE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT AND ONLY AS RESPECTS OPERATIONS PERFORMED ON THEIR BEHALF BY THE NAMED INSURED, I L~_ -------.-- -----,-._- _._--_."-_.__.~ ..---..--' CERTIFICATE HOLDER ~--------'----- ----------~ -- -.-------..--- - ----,--..---..-------..-- ----~---_._----~. COLLIER COUNTY A TTN: PURCHASING DEPARTMENT 3301 TAMIAMI TRAIL EAST NAPLES, FL 34112 Ag{~~~~BgA"r.,~~ENTA TIVE d~~~ ~ "" ~ Luann M, Glavae Page 2 c ,"'-.._.._..,~""-_."~."."'''--_._..._,''''"~ -."--""-,--~.._.,.,--~.--,, ,.,...._-"~'..".,,,.."'----""'-,,..."' ."..,-~~..."_._-.__._.". . 16 B 20 MEMORANDUM Date: August 21, 2009 To: Rhonda Cummings, Contract Specialist Purchasing Department From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: Signature Tree Care, LLC Enclosed you will find an original contract document, referenced above, (Agenda Item #16B20) approved by the Board of County Commissioners on Tuesday, July 28, 2009. The second original will be held in the Minutes and Records Department as part of the Board's permanent record. If you should have any questions, please contact me at 252-8406. Thank you. Enclosure "-,~._-_.._-"",---".,.,~-,y","'-"" ITEM NO.: )CZ ~ pQ.-C~ O\30C0 i(~A3~,i,~~&!t~ FILE NO.: ,J Ii l :.. .' : I ,) , ,~ ROUTED TO: , i ,j I I ,,' ...; D DO NOT WRITE ABOVE THIS LINE sVV1 Mv1) V REQUEST FOR LEGAL SERVICES tw ~\lJ)16~ Date: August 14,2009 1 . \-- To: County Attorney's Office l-l I ~ tLoV () '^' Attention: Jeff Klatzkow 'b ~ D') . So ~ ~ From: Rhonda Cummings, FCCN, CPPB, Contract Specialist ~V. r Purchasing Department, Extension 8941 \)I' \ I [. V do Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance ~, b Vendors" ~-1 ~ Y' Contractor: Signature Tree Care, LLC ~,..,t- BACKGROUND OF REQUEST: 1vVj,4. This Contract was approved by the BCC on July 28, 2009; Agenda ~ ~ Item 16. B.20 This item has not been previously submitted. ~ ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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: Liz De Leon, ATM ,~.~'n'__ .' ___'___ ,,- ....<.r 1. If 1 Illll". ... ~... U ./. 16 B 20 MEMORANDUM ~ TO: Ray Carter Risk Management Department _}~ . FROM: Rhonda Cummings. FCCN, CPPB, Contract Specialist ) -' Je". L. Purchasing Department J"/ ~'Lc.. DATE: August 14, 2009 c ~ RE: Review of Insurance for Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Signature Tree Care, LLC This Contract was approved by the BCC on July 28, 2009; Agenda Item 16. B.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. dod/RC C: Liz De Leon, ATM OATE RECEIVED AUG '7 2009 RISK HAMAGEffNl ~~~'ch ' ~&1 r t/'7/0Q .'~'.'~~- "-""""_"m.__~""-_M..-.".."'~""'",,,,,,,,,_, ...... .. '<1. I"lI'T 1 - '~--'-" mausen_g 16 B 20 From: RaymondCarter Sent: Tuesday, August 18, 2009 2:50 PM To: CummingsRhonda Cc: DeLeon Liz; DeLeonDiana; mausen_g Subject: Contract 09-5239 Annual Contract for Landscape Maintenance Vendors Alii have approved the Certificate(s) of Insurance provided by Signature Tree Care, LLC for contract 09-5239 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 ,,-,.~,~,,-. T n__._......".____''''''''''__. 'www.sunbiz.org - Department of State 16820 Page 1 of2 "'~O""W,"~,P FLORIDA DEPARTMENT OF STATE :ftt. II " ~" .1: .. DIn S 1 O\' OF C ORPOR.HI 0\ S ' "Pj \{. j f" '1m f;;1' ' .' "'G,# '. , - ,,, ri'",,' .....-.:~,.1'. , Home Contact Us E-Filing Services Document Searches Forms Help previous on List Next o-.RList Retllrl1 To List IEntity Name Search Events No Name History Submit I Detail by Entity Name Florida Limited Liability Company SIGNATURE TREE CARE, LLC Filing Information Document Number L04000048831 FEI/EIN Number N/A Date Filed 06/30/2004 State FL Status ACTIVE Effective Date 07/01/2004 Last Event REINSTATEMENT Event Date Filed 01/11/2006 Event Effective Date NONE Principal Address 481 10TH AVE NE NAPLES FL 34120 US Changed 01/11/2006 Mailing Address 481 10TH AVE NE NAPLES FL 34120 US Changed 01/11/2006 Registered Agent Name & Address ORLlKOFF, IAN E 481 10TH AVE NE NAPLES FL 34120 US Address Changed: 01/11/2006 Manager/Member Detail Name & Address Title MGRM ORLlKOFF, IAN E 481 10TH AVE NE NAPLES FL 34120 US Annual Reports Report Year Filed Date 2007 04/30/2007 2008 02/15/2008 2009 02/02/2009 http://www.sunbiz.org/scripts/cordet.exe?action=DETFIL&in~ doc _ number=L0400004883... 7/812009 "' ~,,"".--_.'''~'~"~ ........_"""',._,,--_.,._~..._,...,..,.._"'~---~- ..----------..-.-,.. "",.,_.,""~.--._""..,,-_._,_.- 16820 A G R E E MEN T 09-5239 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Signature Tree Care, LLC, authorized to do business in the State of Florida, whose business address is 481-10th Avenue NE, Naples, Florida 34120 (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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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 seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - ROW Mowing; Category II - Mowing; and Category III - Tree Service (Signature), on an as- needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3. THE CONTRACT SUM: 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). ""'""''"--"-~-' .... .lL.... m."_iIlI_Ill D.-I' .......""_. ,,_.^-;~...- . .."'.... "'. . . ".~,,,.._.,. . 16 B 20 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: Signature Tree Care, LLC 481-10th Avenue NE, Naples, FL 34120 239-348-1330 Telephone, 239-348-3133 Fax Ian E. o rlikoff, President 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 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 -,- - r r ". .."T "'"""'~'-"""___'-',~__,,,,~,",_,, ""-"-"-"'''---'<'''''~'''' .......~~ _"'-'''''''',''''' J "HM"""_''''H''-'' ~-~..,.- 16820 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 $2,000,000 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 $1 ,000,000 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. 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 ContractorN endor/Consu Ita nt or anyone employed or utilized by the - - .- ~ ~ ."., --~-~._"._._" ....~._~ 1682" 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. I nvoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete. Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted. 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. 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. _""",0 """'u .. ........, . . .......,.'"."_'_.......Hl."W~""...-.v., .._>~--....",.."'-..'>',,_..... .. . -,,,--,"- 16 B 20 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course 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. 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. ......~--- ....._~._,.,,>"...o_.......,.__"'____......,_" ~,. ,,-,~_..~.,,-..~,~" , -,- 16 B 20 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, see Exhibit A hereto attached, 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 any application, installation, connections, materials, equipment, and/or anything erected 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. 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. .- ...-... . v ...,..".._".~.,..,..,-,,~-_...__.,",,'- -.,,,..._._--_."._-_.-.,.,,,.__.~ -- 16 B 20 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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. ,~''''' ...........,-".'.'.-.. "..._-,-_.-,~...,.. .~, .~..,...-" -- 16 B 20 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. -" -"'",,~----'-"'~ _ __."~".,,,_~,,_,.._".__>_____".,_ >_"" ". ,-_.w... -.- 16 B 20 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: , Dwight E. Brocl<,'ere~ ~.Courts .:,.\\.,' -'".;j By: ~ if~_L. By . 'i1__.' . __.... -, ..c~.' Donna Fiala, Chairman Dated. :~, '. " , ...~.,~. , , , '\ .t..~- .:J(IF\ Signature Tree Care, LLC ,," . j. Contractor /} SJ~""" .~~ By Firs Witness Ste.pk(t\le ~2..lverC( Type/Print Witness Name -4. ,\,r ~ WlI~tL~ DW'ler ' econd w~ Title ~n\((, ~i~'r.-\-c., Typ Print Witness ame Approved as to form and 1S:U;irj~L Assistant County Attorney l~p~/ \~~,' Item' ..;' , ~" Agenda 11.......,(I:.If) Date ~ {--U-[fi Page -9- _._';~_" -.-~,.._...,",. _.. ,.....~."k......'~_"'-..,.","'_. 16 B 20 EXHIBIT A WARRANTY In consideration of ten dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSUL TANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: u. ..---".-....-....,..". , ---" ~"" -- 07/29/2009 11: 58 23'3-'392-9202 G THOMAS INSURANCE ,.......--, ~Dq1) CERTIFICA TE OF LIABILITY INSURANCE OP 10 MR 07/29/09 SIGNA-l PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE G Thomas Ins Agy Inc. Bs HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 3401 Bonita Beach Rd ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Bonita Springs FL 34134 ~# Phone: 239-992-6822 Fax: 239-992-9202 ~URERSAFFORDING COVERAGE --_.~-_..~.-_.~-_. --~-.-_... - ..-----.. _...--~-~---~' .- --- INSUREt) lNSUR!;RA: Nw H\Jt:.'-\~1 Firo. Ir.__'J!1:'acneQ Co. . 23779 ." ------- . INSURER 9: Signature Tree Care LLC -_.--_._--_..__._--~---~_.- Stephanie Rivera I"""'" C_ -I 481 10 Avenue NE INSURER 0: ' Naples FL 34120 ,_.~~-~-------------- .-------.---.. ~.._--- INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSuRED NAMED ABOVE FOR THE POLICY PERIOD INDICA TED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR. CNlDITION 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. 1lWU'U----~-.. ~.---.---- - ....-~.-- ..._--~ l. TR iNSRD TYPE OF INSURANCE POl.ICY NUMBER LIMITS AI riNERAL l.IABILlTY I EACH OCCURRENCE~2, 000,000 Xl COMMERCIAL GENERAL LIABILITY i 77AC767477-3002 I 06/23/08 i 08/23109 - ~~~~~~YE~~~~u~~!'~~T~ooo:= ,. ~-I CLAIMS MADE I xl OCCUR MED EX? (Anyone person) $ ~, 000 -1""--- I I PERSONAL & ADV INJURY 51,000,000 k-,====='= I GENERAL AGGREGATE $ 2,000,000 , GEN.LAGGREGAH: LIMIT APPLIES PER:' ". PRODUCTS. COMP/OF' A~ $ 1,000,000 POLICY '---' PRO. liLaC JECT AUTOMOBILE LIABILITY ~~~~~~~,fINGLE LIMIT . 52,000 I 000 . ANY AUTO I 77BA767477-3001 -------1 -'1 [ 08/23/081 A . X I ALL OWNED AUTOS 08/23/09 ISODILYINJURY +- ! 1- -~j SCHEDULED AUTOS (Per persOn} :> - ~-,. _.~- . HIRED AVTOS I 80DIl Y INJURY i . .__1 NON. OWNED AUTOS I I I_."'er accident) IS f----- I ~-,,--- -_._-~ --- PROPERTY DAMAGE Is (Per ~ccidenl) I I~RAGE l.IABILITY AUTO ONLY. EA ACCIDENr L ANY AUTO o rHER THAN ~ACC _ $ ._ I AUTO ONLY: AGG . S !EXCESS J UMBRELLA LIABILITY I i EACH OCCL!.RRENCE ._fr=' ,__= OCCUR I~_ CLAIMS MADE I AGGREGATE _~_n_~ .." '~'---'--'---- I ; $ i i__ '--l ~-_.._---- I I DEDUCTIBLE '$ [ iU-- -~--Is. RETENTION s WORKERS COMPENSATION I I '. ... . TORY lIMm5 I I ER'. .____ . AND EMPLOVERS' LIABIl.ITY V f N I ANY PROPRIETOf'\lPARTNERlEXECUTND . I EL. EACH ACCIDENT r I OFFICER/MEMBER EXCLUDED? -- (Man<lalory In NH) I . E.L DISEASE. EA EMPLOYEE S If yes. describe under I E.L DISEASE. POliCY LIMIT ; SPECIAL PROVISIONS below . S I OTHER I I DESCRIPTION OF OPEAAnONSI LOCAnONS I VEHICLES I EXCLUSIONS ADDED BY t:NDORSEMENT f SPECIAL PI\OVl~IONS CERTIFICATE KOLDER WILL BE NAMED AS ADDITIONAL INSURED ONCE PROJECT COMMENCES - COVERAGES WILL BE CHANGED TO REFLECT THE CERTIFICATE AMOUNTS ONCE PROJECT COMMENCES CERTIFICATE HOLDER CANCELLATION SHOUl.D ~Y OF THE ABOVE DESCRIBED POLICIES BE CANCEl.LED BEFORE THE EXPIRATION COLLIER DATE THEREOF. THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ OAYS WRITTEN NOTICE TO THE CERTIFlCATE HOLDiiR NAMiD TO THE LEFT. BUT FAilURE TO DO SO SHALL COLLIER COUNTY BOARD OF COUNTY IMPose NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR COMMISSIONERS REPRESENT A TlVES. 3301 TJ\MIAMI TRAIL EAST AUTHORIZED REPRESENTATlV APLES FL 34112 Meylin Rosello ACORD 25 (2009f01) @ 1968-2009 ACORD The ACORD name and logo are registered marks of ACORD - "'~"""_"""_~______",".~..n".~"'''_ To: Collier County BCe from: Amanda Phone: 941 7-21-09 12:56P1P6 9220 Date (nvnlddlYYI 7/21/2009 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. Alliance Insurance Solutions LLC THIS CERTIFICATE DOES NOT AMEND. EXTEND OR AL TER THE PO Box 1777 COVERAGE AFFORDED BY THE POLICIES BELOW. St Petersburg, FL 33731 SUNZ Insurance Company Icll~'J INSURER A I" !tiL 727-497-1247 INSURER www ins4biz.com B Insured INSURER TXRECO, Inc. d/b/a Pinnacle Employee Leasing INSURER Suite 121 115 West Olympia Ave INSURER Punta Gorda FL 33950 E INSR TYPE OF INSURANCE POLICY NUMBER L1MI TS LTR GENERAL LIABILITY $ COMMERCIAL GENERAL L1AB $ CLAIMS MADE DoccUR $ $ $ $ LOC $ COMBINED SINGLE LIMIT $ BODIL Y INJURY (Per p<rson) $ BODIL Y INJURY (Per acclde,..) $ PROPERTY DAMAGE (per .cclde,.., $ GARAGE LIABILITY AUTO ONL Y . EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONl.Y, AGG $ EXCESS LIABILITY EACH OCCURRENCE $ OCCUR o CLAIMS MADE AGGRECA TE $ $ DEO\JCTlBLE $ RETENTION $ $ A WORKERS' COMPENSATION & 6/15/2009 6/15/2010 ST ATUTORY LIMIT EMPLOYERS' LIABILITY WCP E 000 0000804 EL EACH ACCIDENT EL DISEASE. EA EMPLOYEE El. DISEASE. POliCY UMIT DESCRIPTiON OF OPERATIONS/LOCA TlONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Cover~ provided for all leased employees but not subcontractors of: Signature Tree Care, LLC Client ective Date: 08/17/2007 State of Florida Coverage Only SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRA TlON DATE THEREOF. THE ISSUING COMPANY WILL ENDEAVOR TO MAIL Collier County BCC ~.9.Q____DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHAEllMPOSE NO OBLlGA nON Fax 239-252-6659 OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRE. Phone 239-252-5871 SENT A TlVES. '10 a.y. tor Noo.payment or PremkJm. 2885 Horseshoe Dr S AUTHORIZED Naples FL 34104 REPRESENT A liVE autd;;l~JL ouglas Lilak C'8RT NO.. 5J95627 Cl..lgJ~T ceCE:: ~3L hmand.1 Pr.one: 9~l'8JJ.205S 7/21/2009 :'2:55:01 P:-l P.):Je 1 o[ "".-,....--" --,-- , .., "I"""IW<f ,~_=__,.._..,_..".,c..-." ..,",."..... ~~".,--- .^"""'...---- 16820 ~. I MEMORANDUM Date: September 21, 2009 To: Rhonda Cummings, Purchasing Contract Specialist From: Teresa Polaski, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: Florida Land Maintenance Enclosed is one original contract, referenced above (Agenda Item #16B20), approved by the Board of County Commissioners on Tuesday, July 28, 2009. The second contract will be kept in the Minutes and Records Department as part of the Board's permanent records. If you should have any questions, please contact me at 252-8411. Thank you. Enclosure (1) ITEM NO.: D\-W-<> D\003 ~^' :. . ':~, OOE RECE16 B 2 0 FILE NO.: ~J' .... ',2 ROUTED TO: DO NOT WRITE ABOVE THIS LINE L, 12f1 VI) /V {- REQUEST FOR LEGAL SERVICES W C /;0 S;f D~ 1,..rif' Date: September 11, 2009 ~ ..y- o.t To: County Attorney's Office ~ L- c-- r Attention: Jeff Klatzkow 0v ~ . From: Rhonda Cummings, FCCN, CPPB, Contract Specialist ~ ~ ~ ~ 1 Purchasing Department, Extension 8941 / b) 1) Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance t1 ) Vendors" Contractor: Florida Land Maintenance d/b/a Commercial Land Maintenance BACKGROUND OF REQUEST: This Contract was approved by the BCC on July 28, 2009; Agenda )~ V Item 16.B.20 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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: Liz De Leon, ATM 16820 MEMORANDUM TO: Ray Carter Risk Management Department,K FROM: Rhonda Cummings, FCCN, CPPB, Contract Specialist _ Y ~ Purchasing Department \ / 1l' ~~ DATE: September 11, 2009 )- '" RE: Review of Insurance for Contract: #09-5239 "Annual Contract for landscape Maintenance Vendors" Contractor: Florida land Maintenance d/b/a Commercial land Maintenance This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. DATE RECErVED dod/RC SEP 1 4 2009 IJSK MANAGEMENT C: Liz De Leon, ATM ,kct r!'~9 . 16820 1 mausen_9 From: RaymondCarter Sent: Tuesday, September 15, 20099:12 AM To: CummingsRhonda Cc: mausen_g; DeLeonDiana Subject: Contract 09-5239 "Annual Contract for Landscape Maintenance Vendors" All, I have approved the certificate(s) of insurance provided by Florida Land Maintenance d/b/a Commercial Land Maintenance 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 www.sunbiz.org - Department of State f5e Mf2 0 .'1 " FLORIDA DEPARTMENT OF STATE r~ ~" "- ~' ,~v' " ,~" DI\'I~JO\ 01 C () H PO R.\ r I () \ ~ 'n/;!r " >iW , , . " .' ~ '\ \. -~,.. ..... "',-.:'~ ~ Home Contact Us E-Filing Services Document Searches Forms Help Previous on List Next on List R~tl.Jrn.I(:L1..i~t IEntity Name Search Events No Name History $~bmi~ I Detail by Entity Name Florida Profit Corporation FLORIDA LAND MAINTENANCE, INC. Filing Information Document Number P99000047430 FEI/EIN Number 650923754 Date Filed OS/20/1999 State FL Status ACTIVE Last Event CANCEL ADM DISS/REV Event Date Filed 10/18/2004 Event Effective Date NONE Principal Address 3980 EXCHANGE AVE NAPLES FL 34104 Changed 04/10/2006 Mailing Address 3980 EXCHANGE AVE NAPLES FL 34104 Changed 04/10/2006 Registered Agent Name & Address KINDELAN, ROBERTO JR. 3980 EXCHANGE AVE NAPLES FL 34104 US Address Changed: 04/10/2006 Officer/Director Detail Name & Address Title PD KINDELAN, ROBERT JR. 3980 EXCHANGE AVE NAPLES FL 34104 Annual Reports Report Year Filed Date 2007 02/09/2007 2008 01/11/2008 2009 01/07/2009 Document Images http://www.sunbiz.org/scripts/cordet.exe?action=DETFIL&in~ doc _ number=P9900004 743... 7/812009 www.sunbiz.org - Department of State Page 1 of 1 . 16820 ~ " FLORIDA DEPARTMENT OF STATE l\~ 'Ill; " . Dlrl'lIU\' tI! COR P 0 R.\ r I 0 \ ~ .n/;f:' '. l; '",,: "" ~ , ~ z ~ ~ ~ . )c~ 4'>> """- . ." ",llIl11l1li1ill,,>': '. Home Contact Us E-Filing Services Document Searches Forms Help Previous on List f'lext on Lis,! Rell.lrntQJ...Isl IFictitious Name Search EiH.Ilg...Hi$torY. Submit I Fictitious Name Detail Fictitious Name COMMERCIAL LAND MAINTENANCE, INC. Filing Information Document Number G99200900006 Status ACTIVE Filed Date 07/19/1999 Expiration Date 12/31/2009 Current Owners 1 County COLLIER Total Pages 2 Events Filed 1 FEI/EIN Number 65-0923754 Mailing Address 370 COMMERCIAL BLVD. NAPLES, FL 34104 Owner Information FLORIDA LAND MAINTENANCE, INC. 370 COMMERCIAL BLVD. NAPLES, FL 34104 FEI/EIN Number: 65-0923754 Document Number: P99000047430 Document Images 07 / 19L1999~~nRE:GI$I.RAIJQ N Yi~\Nirtl~9~in PDF f~l'lllat I QJIJ 5/2Q04 -- RENEWAL Yi~Wim~ge in PDF f91'lll~~ I I Note: This is not official record. See documents if question or conflict I Previous on List Next on List Return to List IFictitious Name Search Filing HJstQrY. suhrhi~1 I -fame I Contact us I Document Searches I E.Filing Services I Forms I Help I Copyright and Pnvacy Policies Copyright @ 2007 State of Florida, Department of State. http://www.sunbiz.org/scripts/ficidet.exe?action=D E TREG&docnum=G99200900006&rdo... 7/8/2009 RLS # C2'l- I' .eC- fg 'fB-2 CHECKLIST FOR REVIEWING CONTRACTS _ n Entity Name: p:'LO~Il),4 )...AA.Jb MA;;t1J rfAMJ(}cE... /~e, d/J.j4. ('~//IL- ~'1> ;!lJ4.tAJtt./UjWCE , / Entity name correct on contract? ~Yes No Entity registered with FL Sec. of State? V"" Yes No Insurance Insurance Certificate attached? ~Yes - No Insured registered in Florida? ~Yes No Contract # &/or Project referenced on Certificate? ~Yes L-No Certificate Holder name correct (BCC)? -4L-- Y es No Commercial General Liability Exp. Date 7 f l/"Uno General Aggregate Required $ Z Ml L.. Provided $ ? Ml L.. Products/Compl/Op Required $ Provided $ I' Exp. Date II Personal & Advert Required $ Provided $ { M\ L- Exp. Date , f Each Occurrence Required $ Provided $ L , Exp. Date , ( Fire/Prop Damage Required $ Provided $ ?, '0 Df) 0 Exp. Date " Automobile Liability J Bodily Inj & Prop Required $ Z 1M L Provided $ I M \1._ Exp Date ~ f f {'Uf () Workers Compensation Exp Date rz.J31/Ztt:J'f Each accident Required $ IMII Provided $ I MLL.. Disease Aggregate Required $ Provided $ , ( \ I Exp Date I , Disease Each Empl Required $ Provided $ I' Exp Date t' Umbrella Liability Exp Date r,ll/7.iJ(() Each Occurrence Provided $ S 1\1\\ t.. Aggregate Provided $ /6 At\. t L- Exp Date ( ' l ' 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 inderrmification meet County standards? /Yes No Is County inderrmifying 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 Correct executor name in signature block? ~Yes No Correct title of executor? -----\.L.... Y es No Executor authorized to sign for entity? ~Yes No Proper number of witnesses/notary? ~)\~ -LYes 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 --L Y es Are all required attachments included? No ~ Reviewer Initials: ~ Date: !/,I"Jf)9 04-COA- 1036/222 A G R E E MEN T 09-5239 16B20 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Florida Land Maintenance, Inc., d/b/a Commercial Land Maintenance, authorized to do business in the State of Florida, whose business address is 3980 Exchange 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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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 seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - Landscape and Irrigation Maintenance (Commercial Land); Category II - Mowing and Right-of-Way Maintenance (Commercial Land); and Category III - Tree Service on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3. THE CONTRACT SUM: 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 Page -1- 16820 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: Florida Land Maintenance, Inc. d/b/a Commercial Land Maintenance 3980 Exchange Avenue, Naples, FL 34104 239-643-6205 Telephone, 239-643-5012 Fax Robert Kindelan, Jr., President 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 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 Page -2- 16B2( 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 sLlspension 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 $2,000,000 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 $1 ,000,000 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. 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. Page -3- by 16820 11. INDEMNIFICATION: To the maximum extent permitted 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. I nvoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete. Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted. 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 carl 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. 15. CONTRACT TIME AND TIME EXTENSIONS. Page -4- 16B2n A. Time is of the essence in the performance of any Work under this Agreemen: and Contractor shall diligently pursue the completion of the Work and coordinate the Work bE~ing 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 wel 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all Page -5- 1682G tools, 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, see Exhibit A hereto attached, 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 fm in the Contract Documents. If, within one (1) year after any application, installation, connections, materials, equipment, and/or anything erected 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 Page -6- 16 B 20 same, and any monies necessary to replace such loss or damage shall be deducted from any amounts due Contractor. B. Contractor shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. C. Contractor shall not disturb any benchmark established by the 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 rE!SpOnSe 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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 Page -7- 16820 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 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. Page -8- 16820 IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an authorized person or agent, hereunder &et their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS COLLIER cr;;!..TY, FLORIDA _ By: ~ cl~ Donna Fiala, Chairman Florida Land Maintenance, Inc. d/b/a Commercial Land Maintenance ~Wi~ess :~ntr~ ~ Signature ~ ~~ --W;r- f-do~n -r ((;~ J.c ( A rJ Type/Print Witness Name Typed Signature (j, . i YI( e $; ~EJt/T u cA (,0\(.,<- -J a. ~1 Second Witness. Title Q U {Ii f'/( i \J f'J 1'-1 j Type/Print Witness Name Approved as to form and I fficienp / ~ County Attorney ~P7 Item # .lb.fIZp ~:da ~9 ~ Page -9- epu lerk EXHIBIT A 16820 WARRANTY In consideration often dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSULTANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: Page -10- 16 820 ~ ACORDfi) CERTIFICATE OF LIABILITY INSURANCE I DATE (M M/DD/yyYY) ~ 9/11/2009 PRODUCER phone: 239-262-5143 FaK: 239-261-8265 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Brown & Brown of Florida, Inc. ONLY AND CONFERS NO RIGHTS UPON THE -!fff.IFICA TE HOLDER THIS CERTIFICATE DOES NOT AMEND, TEND OR 999 Vanderbilt Beach Road, #507 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Naples FL 34108-3507 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURERA:FCCI Commercial Insurance Com FL Land Maint. , Inc INSURERB:N;ot-ional Trust- Tn"'t1rance Comn D/B/A Commercial Land Maint INSURER C:Nnrt h River Ins. Co. 3980 Exchange Avenue Naples FL 34104 INSURER 0: 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 J~Y 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 DO' ~DC POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS A X ~NERAL LIABILITY GLOO074082 7/1/2009 7/1/2010 EACH OCCURRENCE $1 onn 000 x... 3MERCIAL GENERAL LIABILITY PREMIS nee' $300 000 - CLAIMS MADE Ii] OCCUR MED EXP (Anv one p.....on) $10 000 PERSONAL &ADV INJURY $1 000 noD GENERAL AGGREGAlE $? 000 000 ~'L AGG~E~E LIMIT APFx=lS PER: PRODUCTS - COM PlOP AOO $2 000 000 POLICY I X ~~.9.;: LOC B ~TOMOBILE LIABILITY CAOO11222 7/1/2009 7/1/2010 COMBINED SINGLE LIMIT lx- ANY AUTO (Ea accidel1) $1,000,000 I-- ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ - - HIRED AUTOS BODILY INJURY NON-OWIIED AUTOS (Per eeddon!) $ - PROPERTY DAMAGE $ (Per aedden!) RGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EAACC $ AUTO ONLY: AOO $ C OESS I UMBRELLA LIABILITY 5530925385 7/1/2009 7/1/2010 EACH OCCURRENCE $ 5 000 000 OCCUR 0 CLAIMS MADE AGGREGAlE $'" nnn 000 $ ~ DEDUCTIBLE $ I Y RElENTION $0 $ WORKERS COMPENSA liON I T~~T~J.V-<: I lOJ,tt- AND EMPLOYERS' LIABILITY Y/N AIN PROPRIETORlPARTNERlEXECUTIVE: 0 E.L. EACH ACCCENT $ OFFICERlMEMBER EXCLUDED? (Mandatory In NH) E.L. DISEASE - EA EMPLOYEE $ ~~~~I~,i'~~~~~s below E.L. DISEASE. POLICY LIMIT $ OTHER DESCRlPll0N OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Landscaping Contractor. *10 Days Notice Given for Non-Payment of Premium. ertificate Holder is included as additional insured per form # CGL021 (04-03) - Additional Insured - Owners, ~essees, or Contractors _ Scheduled Person or Organization when required under a written contract or agreement. Waiver ~~ S~brogation applies when required under written contract per form # CGL004 (02-08)General Liability Advantage ont l.nued. . . CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL *45 DAYS WRITTEN NOTICE TO THE Collier county Board of County CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO Commissioners SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON 3301 East Tamiami Trail THE INSURER, ITS AGENTS OR REPRESENTATIVES. Naples FL 34112 AUTHORIZED REPRESENTA TlVE .il.;,..,1I..,4"t';'/1r I ACORD 25 (2009/01) @ 1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 16 82n 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 endl:lrsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER This Certificate elf 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) 16 820 DESCRIPTIONS Continued. Endorsement. Contract#09-5239 "Annual Contract for Landscape Maintenance Vendors 16 820 ACOR~M CERTIFICATE OF LIABILITY INSURANCE I 09/11/2009 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Risk Concepts Corporati?n 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: Southem Eagle Insurance Company Administrative Concepts Corporation INSURER B: L10vds 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 SHOVJN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD'L POLICY EFFECl1VE POLICY EXPIRATION LTR INSRD 'TYPE OF INSURANCI" POLICY NUMBER DATE ;MMlDDNYI DArE IMMlDDiYVi"' LIMITS GENERAL LIABILITY EACH OCCURRENCE S - COMMERC"'L GENERAL I.lABILITY PREMISES (Ea OCllJrrencel S = ~ CLAIMS MADE [~]OCCUR MED EXP (Anyone person) $ PERSONAL & mv INJURY S r-- GENERAl AGGREGATE S r-- GEN'L AGGREGATE LIMIT APPLIES PER: PRODUClS-COMP/OP AGG S IPOLICY nJ:C~ flLOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT - ANY AUTO (Ea accident) S - _ ALL O'MlED AUTOS BODILY INJURY $ SCHEDULED AUlOS (Per person) - HIRED AUTOS BODILY INJURY I-- NON.Q'MJED AUTOS (Per sedden!) $ I-- I-- PROPERTY DAMAGE S (Per aedden!) GARAGE LIABILITY AUTO ONL Y-EA ACCIDENT $ I ANY AUTO OTHER THAN EA ACC S --, AUTO ONLY: AGG S EXCESs/UMBRELLA LIABILITY EACH OCURRENCE S ~ OCCUR 0 CLAIMS MADE AGGREGATE $ S ~~ $ -, RETENTION S S A 'M>RKERSCOOPENSATIONAND X lVV\jtiIAIU-T IUIH- EMPLOYERS'LIABILlTTY WC0272682-00 0110112009 12/3112009 TORY LIMITS I ER ANY PROPRIETORIPARTNERlEXEClITlVE E.L EACH ACCIDENT S 1.000,000.00 OFFICERlMEMBER EXCLUDED? E.L. DISEASE-EA EMPLOYEE S 1,000,000.00 II yes, deSClibe under SPECIAL PROVISIONS bebw E.L. DISEASE-POLICY LIMIT S 1.000.000.00 U' HI:t< . Please note that South em Eagle Insurance Company has reinsured it's liabilities In excess 01 $250,000 under the policies 01 B C Workers Compensation insurance listed above with the underwriters listed A- or better at the time of rlacement of such reinsurance. Such reinsurance O E E Care subject to their own terms, conditions and limns. This is lor Inlonnatlona purposes and nothing shall create any right xcess overage under such relnsurances. DESCRIPTION OF OPERATIONS I LOCAllONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Effective: 10/1 0/2004 022514 Coverage is extended to the leased employees of allemate employer (Florida Operations Only): Florida Land Maintenance, Inc DBA Commerlcal Land Maintenance -;i; Contract #09-5239 Annual Contract for Landscape Maintenance Vendors 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 affirmitivelll or neaativelll amend extend or alter the coverane afforded bv ihe oolicies listed thereon. CERTIFICATE HOLDER CANCELLATION C II' C ty B d f C ty C ., SHOULON-NOFTHEABOVEoESCRlaEoPoLICIEsaECANCELLEOBEFORETHEEXPIRATION o ler oun oar 0 oLIn om miSSioners DATE THEREOF, THE ISSUING INSURER WLL ENDEAVOR 10 MAIL~DAYS \M'lITTEN NOTiCE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO DO SO SHALL 3301 East Tamiami Trail IMPOSE NO OBLIGATION OR L1AaILlTYOF ANY I<IND UPDN THE INSURER. ITS AGENTS CR N pi 5 FL 34112 REPRESENTATIVES. a e . AUTHORIZED REPRESENTAllVE Fax# V <>--~- ->-'- \2..L~ ACORD 25 (2001/08) 433 - 20090911 @ ACORD CORPORATION 1988 - "'--" 16820 MEMORANDUM Date: October 9, 2009 To: Rhonda Cummings, Purchasing Contract Specialist From: Teresa Polaski, Deputy Clerk Minutes & Records Department Re: Contract #09-5239: "Annual Contract for Landscape Maintenance Vendors" Contractor: Caribbean Lawn & Garden Enclosed is one original contract, referenced above (Agenda Item #16B20), approved by the Board of County Commissioners on Tuesday, July 28, 2009. The second contract will be kept in the Minutes and Records Department as part of the Board's permanent records. If you should have any questions, please contact me at 252-8411. Thank you. Enclosure (1) . zf?! ~D ~ {) tA t {j!:f 1- ITEM NO.: aq..pR.C- O"'~ l.P Lj ;)P I, v4-> ~('l1lfF;~B~'Yf6 r/7J ?3~ ~ ~ tJO(jf'.IT\I/"';~Jtl.'j . 8 < . FILE NO.: "I hi 'f . ,,\'."~ 0 cf75h. ffl:? ~,., i' f..,.,. (') ROUTED TO: /V/j/Jf "-0 '03 DO NOT WRITE ABOVE THIS LINE REQUEST FOR LEGAL SERVICES ~ Date: September 11, 2009 S~ A'fV To: County Attorney's Office ~~ Attention: Jeff Klatzkow From: Rhonda Cummings, FCCN, CPPB, Contract Specialist Purchasing Department, Extension 8941 Re: Contract: #09-5239 "Annual Contract for Landscape Maintenance Vendors" Contractor: Caribbean Lawn & Garden BACKGROUND OF REQUEST: L This Contract was approved by the Bee on July 28, 2009; Agenda ~ Item 16.B.20 This item has not been previously submitted. ACTION REQUESTED: Contract review and approval. OTHER COMMENTS: This is a standard contract with no changes. Please forward to 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. r \(\ \ \, \ \ \ \ \ C: Liz De Leon, A TM ~~\\! , \ \ ~ ,,~ ~\iJ ; j . . . . MEMORANDUM 16020 TO: Ray Carter Risk Management Department FROM: Rhonda Cummings, F Purchasing Departm nt DATE: September 11, 2009 RE: Review of Insurance for Contract: #09-5239 "Annual Contrac Landscape Maintenance Vendors" Contractor: Caribbean Lawn & Garden This Contract was approved by the BCC on July 28, 2009; Agenda Item 16.B.20 Please review the Insurance Certificates for the above referenced contract. If you have any questions, please contact me at extension 8941. Thank you. dod/RC C: Liz De Leon, A TM 0 , ~~ ~ DATE RECEIVED t'4": SEP , 4 2009 ~-~ /tfJ~~ .... - . . . mausen_9 l.AiJ < if From: RaymondCarter Sent: Wednesday, October 07,20093:40 PM To: CummingsRhonda Cc: DeLeonLiz; mausen_g; GazgaNorberto; DeLeonDiana Subject: Contract 09-5239 "Annual Contract for Landscape Maintenance Vendors" All, I have approved the certificate(s) of insurance provided by Caribbean Lawn & Garden for contract 09-5239 which will now be f. Office for their review. Thank you, Ray ~ Ca'r.t.eh. Manager Risk Finanace Office 239-252-8839 Cell 239-821-9370 1 . . RLS# or-fJR.t- ~~~'I CHECKLIST FOR REVIEWING CONTRACTS Entity Name: /J.fIR..I g S U4:;.J J....AWJJcf-r9A-R..'bElO OF SW ~'-~ Fl:AJ I~ 1602n Entity name correct on contract? ~Yes No V Entity registered with FL Sec. of State? ~es No Insurance Insurance Certificate attached? ~Yes No Insured registered in Florida? ~Yes No Contract # &/or Project referenced on Certificate? Yes V""" No Certificate Holder name correct (BCC)? ~Yes No Commercial General Liability 4.( It !,ab General Aggregate Required $ Z Ml L- Provided $ Z. ","t... Exp. Date Products/Compl/Op Required $ Provided $ II Exp. Date ' I Personal & Advert Required $ Provided $ 'IA.L t- Exp. Date L I Each Occurrence Required $ Provided $ II Exp. Date I' Fire/Prop Damage Required $ Provided $ (~OJ ~ () Exp. Date I . Automobile Liability Exp Date Iz..("lcr{tfi Bodily Inj & Prop Required $ 'Z- Ii4.l L... Provided $ z.. M.l t.- Workers Compensation Exp Date '1/ q, I,l' Each accident Required $ 1t\A(L Provided $ I~ll- Disease Aggregate Required $ Provided $ \. f Exp Date I ' , I Disease Each Empl Required $ Provided $ I 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 Does indenmification meet County standards? ~Yes No Is County indenmifying 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 Correct executor name in signature block? ~es 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? ---k-Yes No Clerk's attestation signature block? ~Yes No County Attorney's signature block? Yes No Attachments ~s Are all required attachments included? No ~ Reviewer Initials: . Date: It) I R I f)9 04-COA-O I cf30/~22 . ,~.sunbiz.org - Department of State Page 1 of2 '~O Home Contact Us E-Filing Services Document Searches Forms Help Previous on List Next on List Return To List IEntity Name...?earch No Events No Name History Detail by Entity Name Florida Profit Corporation CARIBBEAN LAWN & GARDEN OF SW NAPLES FL., INC. Filing Information Document Number P07000036951 FEI/EIN Number 208700505 Date Filed 03/22/2007 State FL Status ACTIVE Effective Date 03/21/2007 Principal Address 3307 DESOTO BLVD. S. NAPLES FL 34117 Mailing Address 3307 DESOTO BLVD. S. NAPLES FL 34117 Registered Agent Name & Address CARAZA, MARIA C 3307 DESOTO BLVD. S. NAPLES FL 34117 Officer/Director Detail Name & Address Title P CARAZA, PABLO JR. 3307 DESOTO BLVD. S. NAPLES FL 34117 Title VP CARAZA, MARIA C 3307 DESOTO BLVD. S. NAPLES FL 34117 Annual Reports Report Year Filed Date 2008 03/13/2008 2009 04/30/2009 Document Images http://www.sunbiz.org/scripts/cordet.exe?action=D ETFIL&in<L doc _ number= P0700003 695... 7/8/2009 A G R E E MEN T 09-5239 16020 for Annual Contract for Landscape Maintenance Vendors THIS AGREEMENT is made and entered into this 28 day of July, 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 Caribbean Lawn & Garden of SW Naples FL, Inc., authorized to do business in the State of Florida, whose business address is 3307 DeSoto Boulevard South, Naples, Florida 34117 (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 the date of the Notice to Proceed, and terminating one year later, or until such time as all outstanding Purchase Orders issued prior to the expiration of the Agreement period have been completed. This contract may be renewed for three (3) 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 seven (7) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete services for Landscape Maintenance in specific categories. Some contractors are identified in one or more of the following categories: Category I - Landscape and Irrigation Maintenance (Caribbean); Category II - Mowing and Right-of-of- Maintenance (Caribbean); and Category III - Tree Service on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP #09-5239 and the Contractor's proposal, which is incorporated 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 obligation of the Quotation procedure outlined in the next paragraphs and all Work undertaken by Contractor for Owner pursuant to this Agreement and that procedure during the term and any extension of the term of this Agreement. Prior to the issuance of a Purchase Order, the Owner shall provide a summary of Work to be performed to all the Contractors in a specific category which will afford the Contractors the opportunity to submit a formal quotation for the Work; the Contractors shall respond with the information sought within the time specified by the Project Manager. The Project Manager will award the work to the Contractor that submits the lowest responsive quote and the successful firm will receive a Purchase Order for Work including incidentals. 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. 3. THE CONTRACT SUM: 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 Page -1- i I 1682f) 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: Caribbean Lawn & Garden of SW Naples FL, Inc. P.O. Box 990866, Naples, FL 34116 239-455-7278 Telephone, 239-455-7645Fax Maria C. Caraza, Vice-President 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 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 Page -2- . . . . 16820 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 for cause; further the County may terminate this Agreement for convenience with a seven (7) 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 $2,000,000 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 $2,000,000 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 $1 ,000,000 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. 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. Page -3- 16820 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. Upon execution of the Contract and completion of each month's work, payment requests shall be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Department for payment. Payment will be made upon receipt of a proper invoice and in compliance with Section 218.70 Florida Statutes, otherwise known as the "Florida Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payments for work not performed or for unsatisfactory performance of Contractual requirements. Contractor. Services beyond 60 days from the current monthly invoice will not be considered for payment unless authorized by the Project Manager. Also at the end of the County's fiscal year, September 30, invoices must be complete. Invoices submitted for prior work in the fiscal year unless authorized by the Project Manager will not be accepted. 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. 15. CONTRACT TIME AND TIME EXTENSIONS. Page -4- I 16820 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. A Purchase Order Modification shall be issued and executed promptly after an agreement is reached between Contractor and Owner concerning the requested changes. Contractor shall promptly perform changes authorized by duly executed Purchase Order Modifications. 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. During the course of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all Page -5- tools, appliances, construction equipment and machinery and surplus ma!ri~,~i; Qall 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, see Exhibit A hereto attached, 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 any application, installation, connections, materials, equipment, and/or anything erected 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 Page -6- same, and any monies necessary to replace such loss or damage shall be de~u~e~r~ Qy amounts due Contractor. B. Contractor shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. C. Contractor shall not disturb any benchmark established by the 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. INSPECTIONS. Owner reserves the right to inspect the Work and make an independent determination as to the acceptability of the Work. Unless and until the Owner is completely satisfied, payment shall not become due and payable. 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. 27. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Alternative Transportation 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. 09-5239, any addenda, 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 Page -7- 16820 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 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. Page -8- 16820 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: ~.J~ Donna Fiala, Chairman Caribbean Lawn & Garden of SW Naples, FL, Inc. Con, actor r{da--'.5712- By: Irst WItness '~ .' 'hL m J.J tCl.. v~(.\. .~ Q (J,~) ~ype/Print Witn~ Name TYPH9nature /~ckv e~!AL ~ V, IUJ- Second Witness Title fi y end 0... K f c,( Y t'" y- Type/Print Witness Name Approved as to form and 'e~m~L A County Attorney b,P7 r l1a6zp- Hem # Agenda~ 1 Date ~ ~~e I!lvtJ~ l ~ - Page -9- EXHIBIT A 16820 WARRANTY In consideration often dollars, ($10.00), receipt of which is hereby acknowledged, the undersigned CONTRACTOR does hereby provide, warrant and guarantee all work done and executed under the contract either directly performed by the CONTRACTOR or at the express request of the CONTRACTOR by a SUBCONTRACTOR or CONSULTANT. Project Name: Date of Final Completion: Name and Address of CONTRACTOR: CONTRACTOR warrants and guarantees the work performed pursuant to the contract shall be free of all defects of materials and workmanship for a period of one year from the DATE OF FINAL COMPLETION. The undersigned party further agrees that it will, at its own expense, replace and/or repair all defective work and materials and all other work damaged by any defective work upon written demand by the COUNTY. It is further understood that further consideration for this warranty and guaranty is the consideration given for the requirement pursuant to the general conditions and specifications under which the contract was let that such warranty and guaranty would be given. This warranty and guaranty is in addition to any other warranties or guaranties for the work performed under the contract and does not constitute a waiver of any rights provided pursuant to Florida Statutes, Chapter 95, et seq. DATE: CONTRACTOR BY: Attest: Page -10- -- 168/2 ACORDTII CERTIFICATE OF LIABILITY INSURANCE DATE (MMlDDIYYVY) 10/2/2009 PRODUCER Phone: 239-939-1010 FaK: 239-939-7172 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Tim Shaw Insurance Group Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE email: certificates@timshaw.com HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 4091 Colonial Blvd ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Fort Myers FL 33966 INSURERS AFFORDING COVERAGE NAlC, INSURED INSUREAA:North Pointe Insura e Co. 7740 Caribbean Lawn & ,~e'n of SW Naples, Inc INSURER B: PO Box 990866 Naples FL 34116 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. POUCY NUMBER POLICY EFFECTIVE POUCYEXPIRA110N LIMITS A ~ERALLIABIUTV 3093000279 4/4/2009 4/4/2010 EACH OCCURRENCE $1.000 000 X. ===rMERC~LGENERALLI~LrrY PREMISES lEa oocurenall SlOO.OOO - CLAIMS MAllE IX] OCCUR I MED EXP (Any OI191l1l190n) $5 Don PERSONJ\L&ADVINJURY $lnno 000 GENERAL AGGREGATE $2 000 000 -;l'- AGGREnE LIMIT Ar!~r PER: PRODUCTS - COMPIOP AGG $2 000 000 x POLICY P,~ LOC ~OMOBILE UABILlTY COMBlNED8INGLE LIMIT $ ANYAUTO (Ea _nl) - - AlL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) - - HIREDAUTOS BODILY INJURY $ NON.QWNEDAUTOS (Per aocldenl) - - PROPERTY DAMAGE $ (Per aocld9n1) RRAGE UABlLlTY AUTOONL Y - EAACCIDENT $ ANY AUTO OTHER THAN EAACC $ AUTOON.Y: AGG $ A tiJESSIUMBRELLA UABILlTY 3093000279 10/112009 4/412010 EACH OCCURRENCE $1 .000 .000 X OCCUR D CLAlMSMADE AGGREGATE $1 000 000 $ 8 DEDUCTIBLE $ X RETENTlON $10.000 $ WORKERS COMPENSATION AND I WGS AIU-, I IU.r~- EMPLOYERS' UABlUTY E.L EACH ACCIDENT $ f>M'{ PROPRIETORlPARTNERlEXEa.JTIVE OFRCE~EMBEREXCLUDED? EL DISEASE - EA EMPLOYEE $ ~~CI't~~~NSb9law E L DISEASE - POLICY LIMIT $ OTHER DE'iCFl'"TI'IN OF OFERAnONS I LOCAnoNS I VEHICLES I EXCLUSIONS ADDEO BY ENDORSEMENT I SPECIAL PROVISIONS ~ERTIFICATE HOLDER IS INCLUDED AS ADDITIONAL INSURED WITH REGARDS TO THE GENERAL LIABILITY COVERAGE SHOWN ABOVE; FOR NY WORK PERFORMED BY THE NAMED INSURED AS REQUIRED BY WRITTEN CONTRACT. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER Collier Country Board of County WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE Commissioners CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO 3301 Tamiami Trail E. SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON Naples FL 34112 THE INSURER, ITS AGENTS OR REPRESENTATIVES. AlITHORlZED REPRESENTATIVE ,1. . ....-.;<::~,"<.t.t, ,,- ACORD 25 (2001/08) @ACORDCORPORATION 1988 j --..-- 16B2C 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) I I j 16820 ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE 02-16-2009 PRODUCER 1 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION AUTOMATIC DATA PROCESSING INS AGCY ONL Y AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND. EXTEND OR 250717 P: (877)287-1316 F: (877)287-1315 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 308 FARMINGTON AVE INSURERS AFFORDING COVERAGE FARMINGTON CT 06032 INSURED INSURER A: Twin City Fire Ins CO INSURER B: CARIBBEAN LAWN & GARDEN OF SW INSURER c: 3307 DESOTO BLVD. S. INSURER D: NAPLES FL 34117 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 INSR lYPE OF INSURANCE POUCY NUMBER ~~YJ~~g~~f rgk'fl,rtJlC~~~ LIMITS lTR ~ERAllIABILllY I I I EACH OCCURRENCE $ >-- ~MMERCIAL GENERAL LIABILITY FIRE DAMAGE IAny one fire) $ I CLAIMS MADE U OCCUR I MED EX? iAnv one person) $ ! PERSONAL & ADV INJURY $ - GENERAL AGGREGATE $ ~'L AGGRE~ LIMIT APPLIES PER: PRODUCTS. COMP/OP AGG $ I POLICY r I ~r8T r I LOC ~TOMOBllE lIABllIlY I i COMBINED SINGLE LIMIT $ j ANY AUTO ilEa acciden.' - I BODILY INJURY - ALL OWNED AUTOS I (Per person) $ - SCHEDULED AUTOS - HIRED AUTOS BODILY INJURY (Per accident) $ f-- NON.OWNED AUTOS >-- I PROPERTY DAMAGE I $ (Per accIdent) ~RAOE lIABILITY AUTO ONLY. EA ACCIDENT $ i- ANY AUTO I OTHER THAN EA ACC $ AUTO ONLY: AGG $ ~ESS lIABllIlY : EACH OCCURRENCE $ =:J OCCUR U CLAIMS MADE I AGGREGATE $ I $ R DEDUCTIBLE , $ RETENTION $ $ X h~r STATU- I IOl~- WORKERS COMPENSATION AND RY LIMIT" A EMPlOYERS' lIABILITY 76 WEG TR4992 04/09/09 04/09/1 0 E.L. EACH ACCIDENT $1,000,000 I $1,000,00-0 I E.L. DISEASE. EA EMPLOYEE ~. DISEASE. POLICY LIMIT $1,000,000 OTHER DESCRIPTION OF OPERATIONS/lOCATIONSNEHlClES/EXClUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Those usual to the Insuredls Operations. I I I i I I I I I CERTIFICATE HOLDER I J ADDITIONAL INSURED; INSURER lETTER: CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE I EXPIRATION DATE THEREOF. THE ISSUING INSURER WILL ENDEAVOR TO MAIL I 30 DAYS WRITTEN NOTICE (10 DAYS FOR NON-PAYMENT) TO THE CERTIFICATE I HOLDER NAMED TO THE LEFT. BUT FAILURE TO DO SO SHALL IMPOSE NO i Collier County I OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER. ITS AGENTS OR I 3301 Tamiami Trl. E. REPRESENT A TlVES. Naples, FL 34112 , I AUTHOR 0 ~IVE 7 t?-J&~ ACORD 25-S (7/971 .:. ACORD CORPORATION 1988 05-:.01-2009 01 :04pm From-PE49B2 16820 T-030 P. DOl/DOl F-OSO CERTIFICATE OF INSURANCE SUCH INSURANCE AS RESPECTS THE INTEREST OF THE CERTIFICATE HOLDER NAMED BELOW WILL NOT BE CANCELED OR OTHERWISE TERMINATED WITHOUT GIVING 10 DAYS PRIOR WRITTEN NOTICE TO THE CERTIFICATE HOLDER, BUT IN NO EVENT SHALL THIS CERTIFICATE BE VALID 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: 181 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, or o STATE FARM INDEMNITY COMPANY of Bloomington, Illinois has coverage in force for the following Named Insured as shown below: NAMED INSUREO: CARIBBEAN LAWN & GARDEN AODRESS OF NAMeD INSURED: PO BOX 990866, NAPLES. FL 34116-6046 POLICY NUMBER 482 0632-F25-59A 666 6442-003-59 640 3292-022-598 EFFECTIVE DATE OF POLICY 12/25/09-06/25/09 04/03/09-10/03/09 04/22/09-10/22/09 DESCRIPTION OF FLtET (5 05 FORD VEHICLE (Including VIN) VEHI CLES I AANGER LIABILITY COVERAGE 181 YES ONO 181 YES DNO 181 YES DNO DYES ONO LIMITS OF LIABILITY a. Bodily Injury Each Person Each Accident 2 M.M CSL 1 MM CSL 2 M.M CSL b. Property Damage Each Accident c, Bodily Injury & Property Carnage Single Limit Each Accident PHYSICAL DAMAGE ~YES oNO 181 YES ONO 181 YES ONO DYES ONO COVeRAGES a. Comprehensive $ 500 Deductible $ 500 Deductible $ 500 Deductible $ Deductible 181 YES ONO 18I YES DNa 181 YES ONO DYES oNO b. Collision $ 500 Deductible $ SOD Deduetlble $ 500 Deductible $ Deductible EMPLOYERS NON-OWNED DYES 181 NO DYES oNO DYES ONO DYES DNO CAR LIABILITY COVERAGE HIRED CAR LIABILITY DYES I8J NO DYES DNa DYES ONO DYES DNO COVERAGE FLEET. COVERAGE FOR ALL OWNED AND LICENSED 181 YES ONO 18I YES ONO DYES DNa DYES DNO MOTOR VEHICLES .'{Ir AGENT 2598 05/01/2009 Signature of Authorized Representative TIlle Agent's ode umber Date Name and Address of Certificate Holder Name and Address of Aaent COLLIE~ COUNTY BOARD OF COUNTY COMMISSIONERS 9~IAN A. GLAESER 3301 TAMIAMI TRL E 7385 RADIO RD SUITE 104A NAPL~S, FLORIDA 34112 NAPLES, FL 34104 INTERNAL STATE FARM USE ONL V: 18I Request permanent CertifiCt\te of Insurance for liability coverage. I 12242U Rev. 06-1D-2oo4 18I Request Ce"'flcate Holder to be added as an Additional Insured, ] I j