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#10-5361 Assumption Agreement (Honc)ASSUMPTION AGREEMENT This Assumption Agreement is made and entered into as of September 13, 2011, by and between Hone Marine Services, Inc., a Florida corporation d/b/a Hone Destruction ("Hone") and Collier County, a political subdivision of the State of Florida ("County"). WHEREAS, on January 12, 2010 the Collier County Board of County Commissioners awarded Contract #10-5361 "Demolition of Commercial and Residential Structures" to Gruelle Construction, Inc. ("Gruelle"), attached hereto as Exhibit A, and hereinafter referred to as "Agreement"; and WHEREAS, Hone hereby represents to Collier County that by virtue of an asset purchase agreement Hone is the successor in interest to Gruelle in relation to the Agreement; and WHEREAS, the parties wish to formalize Hone's assumption of rights and obligations under the Agreement effective as of the date first above written. NOW THEREFORE, IN CONSIDERA nON of the mutual promises in this Assumption Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties, it is agreed as follows: 1. Hone accepts and assumes all rights, duties, benefits, and obligations of the Contractor under the Agreement, including all existing and future obligations to pay and perform under the Agreement. 2. Hone will promptly deliver to County evidence of insurance consistent with Pages 3 and 4 of Contract #10-5361. 3. Except as expressly stated, no further supplements to, or modifications of, the Agreement are contemplated by the parties. 4. Notice required under the Agreement to be sent to Contractor shall be directed to: CONTRACTOR: Hone Marine Services, Inc. d/b/a Hone Destruction 1130-2 Pondella Road Cape Coral, FL 33909 Phone: 239-352-4662; E-mail: David@HoncMarine.com Attention: David Mulicka, President 5. The County hereby consents to Hone's assumption of the Agreement. No waivers of performance or extensions of time to perform are granted or authorized. The County will treat Hone as the Contractor for all purposes under the Agreement. 1 IN WITNESS WHEREOF, the undersigned have executed and delivered this Assumption Agreement effective as of the date first above written. COLLIER COUNTY: ATTEST: DWIGHT~:~Jim~K>.Clerk :.,,)> - . ..~..... &,P ~,. '. ,.4') r ,~~. \>.-, . \ .~.:" ", ..:~ By: Date: Approved as to form and legal u icy: By: Jeffre' A Count A BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA 7uJ- W. ~ By: FRED W. COYLE, CHAI AN Attest: Date: 2 ~ ACORO@ CERTIFICATE OF LIABILITY INSURANCE I DATE (MMlDDIYYYY) ~ 8/15/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ~2~I~CT Karen Gross Alan Williams & Assoc Ins Agency Inc ~A~~N.r^ c...,. (239) 418-1100 I ;..e~ No': (239) 418-1164 13700-1 Ben C. Pratt/ ~DMDA~~SS: karen@a1.awi.1.1.i.ams . net Six Mile Cypress Pkwy PRODUCER 00004307 Ft.Mvers FL 33912 INSURER/SI AFFORDING COVERAGE NAIC# INSURED INSURER A Maxum Indemni tv Co ~6743 INSURER B :SAFECO Honc Marine Services, Inc. , INSURER C :GREAT AMERI CAN & PMA INSURANCE dba Honc Destruction INSURER D : 1130-B Pondella Rd INSURER E : Cape Coral FL 33909 INSURER F : COVERAGES CERTIFICATE NUMBER:2011/12 HONe DESTRUCTION REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR 1~~~~ivWr, 1~g}-6%~ LTR POLICY NUMBER LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 - ~ OMMERCIAL GENERAL LIABILITY ~~~~~~J9E~~~~i~nce $ 100,000 A CLAIMS-MADE [i] OCCUR aDG D03104804 6/5/2011 6/5/2012 MED EXP (Anyone person) $ 5,000 - ~ XCU PERSONAL & ADV INJURY $ 1,000,000 ~ CONTRACTUAL GENERAL AGGREGATE $ 2,000,000 -il'L AGGRE@E LIMIT APAS PER: PRODUCTS - COMPfOP AGG $ 1,000,000 X POLICY. X P'bW,: LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 - (Ea accident) X ANY AUTO - 01CI426762-1 11/12/2010 1/12/2011 BODILY INJURY (Per person) $ B - ALL OWNED AUTOS BODILY INJURY (Per accident) $ - SCHEDULED AUTOS PROPERTY DAMAGE X HIRED AUTOS (Per accidenl) $ X NON-OWNED AUTOS Medical payments $ 5,000 - Uninsured motorist Bi-single $ 100,000 UMBRELLA LIAB H OCCUR EACH OCCURRENCE $ - EXCESS LIAB CLAIMS-MADE AGGREGATE $ - DEDUCTIBLE $ RETENTION $ $ C WORKERS COMPENSATION "lma00626 USL&H X I T~->,Tf:I#cJ lOJ~- AND EMPLOYERS' LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE [i] E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N N/A 11/12/2010 1/12/2011 (Mandatory in N H) D291666Y/LONGSHOREMAN E.L. DISEASE - EA EMPLOYEI $ 1 000 000 g~~'Mrt-IT6'~ '8'~~PERATIONS below E.L. DISEASE - POLICY LIMIT $ 1 000 000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) REF: 10-5361 Demolition of Commercial & Residential Structures 3 story Maximun demolition of various structures. The certificated Holder is named as additional insured to the general liability. CERTIFICATE HOLDER CANCELLATION DianaDeLeon@colliergov.net SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Collier County Board of County Commission ACCORDANCE WITH THE POLICY PROVISIONS. Diana DeLeon Purchasing Department 3327 E. Tamiami Trail AUTHORIZED REPRESENTATIVE Naples, FL 34112 Jeff Wi.1.1.i.ams/CL7 ~~ ACORD 25 (2009/09) INS025 (200909) @ 1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD . ~ ACORO@ CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDNYYY) ~ 8/15/2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ~2AAI~CT Karen Gross Alan Williams & Assoc Ins Agency Inc r!1gN.,E^ ~ytl. (239) 418-1100 I FAX iA/C Nol: (239) 418-1164 13700-1 Ben C. pratt/ i~DA~~SS: karen@alawil1.iams . net Six Mile Cypress Pkwy ~~~~~~~: ID#pOO04307 Ft.Mvers FL 33912 INSURER1Sl AFFORDING COVERAGE NAIC# INSURED INSURER A Maxum Indemni tv Co 126743 INSURER B :SAFECO Honc Marine Services, Inc. , INSURERC :GREAT AMERICAN & PMA INSURANCE dba Honc Destruction INSURER D :Evans ton Insurance Co. 1130-B Pondella Rd INSURER E : Cape Coral FL 33909 INSURER F : COVERAGES CERTIFICATE NUMBER:2011/12 HONC DESTRueTION REVISION NUMBER' THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL I"UBR I (~g~J~ivWr\ l~g~6%~' LTR INC:R wvn POLICY NUMBER LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 f-- ~ OMMERCIAL GENERAL LIABILITY ~~~~~~J9E~~~~~~nce) $ 100,000 A CLAIMS-MADE [i] OCCUR P3DG 003104804 6/5/2011 6/5/2012 MED EXP (Anyone person) $ 5,000 f-- ~ XCU PERSONAL & ADV INJURY $ 1,000,000 ..x CONTRACTUAL GENERAL AGGREGATE $ 2,000,000 -il'L AGGRE@E LIMIT APnS PER PRODUCTS - COMP/OP AGG $ 1,000,000 X POLICY X ~~PT LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 I-- (Ea accident) X ANY AUTO - 01CI426762-1 BODILY INJURY (Per person) $ B ALL OWNED AUTOS 11/12/2010 11/12/2011 - BODILY INJURY (Per accident) $ SCHEDULED AUTOS PROPERTY DAMAGE - $ X HIRED AUTOS (Per accidenl) - X NON-OWNED AUTOS Medical payments $ 5,000 - Uninsured motorist BI-single $ 100,000 d X UMBRELLA LIAB ~ OCCUR 99-XCU-2000 109/19/2011 06/05/2012 EACH OCCURRENCE $ 1000000 - EXCESS LIAB CLAIMS-MADE AGGREGATE $ 1000000 f-- DEDUCTIBLE $ X RETENTION $ 10000 $ C WORKERS COMPENSATION ~lma00626 USL&H I we STATU-, I IOJ~- AND EMPLOYERS' LIABILITY Y/N X T"RY LIMIT" ANY PROPRIETOR/PARTNER/EXECUTIVE [!!] EL EACH ACCIDENT $ 1 000 000 OFFICER/MEMBER EXCLUDED? N N/A 11/12/2010 11/12/2011 (Mandatory in NH) 0291666Y/LONGSHOREMAN EL DISEASE - EA EMPLOYEI $ 1 000 000 ~~~Mrti'f8~ 'g'~~PERATIONS below EL DISEASE - POLICY LIMIT $ 1 000 000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) REF: 10-5361 Demolition of Commercial & Residential Structures 3 story Maximun demolition of various structures. The certificated Holder is named as additional insured to the general liabili ty . CERTIFICATE HOLDER CANCELLATION DianaDeLeon@colliergov.net SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Collier County Board of County Commission ACCORDANCE WITH THE POLICY PROVISIONS. Diana DeLeon Purchasing Department AUTHORIZED REPRESENTATIVE 3327 E. Tamiami Trail Naples, FL 34112 Jeff Wi1.1.iams/CL7 ~~- ACORD 25 (2009/09) INS025 (200909) @1988-2009ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD A G R E E MEN T 10-5361 for Demolition of Commercial & Residential Structures THIS AGREEMENT is made and entered into this I ;;>.+" day of .J alr\tAG r~ ,2010, by and between the Board of County Commissioners for Collier County, lorida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Gruelle Construction, Inc., authorized to do business in the State of Florida, whose business address is 17600 Devore Lane, Fort Myers, Florida 33913 (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 Janl!ary 9, 2010 and terminating January 8, 2011. This contract shall have three (3) 6ne (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 two (2) firms to be pre-qualified and awarded a Contract to each firm. Each awardee will enter into an Agreement to provide complete demolition of commercial and residential structures on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of Bid #10-5361 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. . For work $50,000 or less: the department may select one of the vendor(s) on contract, quote out the work among all vendor(s) on contract, or competitively solicit for new quotes. · For work more than $50,000 and les$ than $200,000; the department may quote out work among all the vendor(s)on contract, or, may conduct a separate new solicitation. . Demolition jobs in excess of $200,000 will require Board of County Commissioners approval and the provision of payment and performance bonds. 10-5361 Demolition of Commercial & Residential Structures Page -1- 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. Quotes shall be submitted as lump sum based on the unit prices in Exhibit A, Unit Prices, attached hereto and incorporated herein by reference. The using department shall retain the detail. 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: Gruelle Construction, Inc. 1760 Devore Lane Fort Myers, Florida 33913 Attention: William J. McFarlane, President Telephone: 239-454-3080 Facsimile: 239-454-2999 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 Agreement must be in writing. 10-5361 Demolition of Commercial & Residential Structures Page -2- 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 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 thirty (30) day written notice. The County shall be sole judge of non-performance. 9. NO DISCRIMINATION: The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE: The Contractor shall provide insurance as follows: A. Commercial General Liabilitv: Coverage shall have minimum limits' of $2,000,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; 1 0-5361 Demolition of Commercial & Residential Structures Page -3- 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 Reauirements: Comer 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 sentto the County ten (10) 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 Contractor 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 Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 12. PAYMENTS. Generally, the Contractor will be paid upon completion upon receipt of an approved pay application and in accordance with Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Acf'. 13. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, 10-5361 Demolition of Commercial & Residential Structures Page -4- 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. 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 demolition 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 10-5361 Demolition of Commercial & Residential Structures Page -5- 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. 15. 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. 16. 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. 17. CLEAN UP. Contractor agrees to keep the Project site clean at all times of debris, rubbish and waste materials arising out of the Work. At the completion of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all tools, appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean and ready for occupancy by Owner. 18. 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. 19. 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 othelWise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. 1 0-5361 Demolition of Commercial & Residential Structures Page -6- Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used,. cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 20. 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. 21.' 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. 22. 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 10-5361 Demolition of Commercial & Residential Structures Page -7- 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. 23. 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. 24. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefore. If Owner considers the Work (or designated portion) substantially complete, Owner shall notify Contractor in writing, which shall fix the date of Substantial Completion for the entire Work (or designated portion thereof) and include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punch list. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, he shall promptly 10-5361 Demolition of Commercial"& Residential Structures Page -8- notify Contractor in writing, recommending that on the basis of his observations and inspections, and the Contractor's certification that the Work has been completed in accordance with the terms and conditions of the Contract Documents, that the entire balance found to be due Contractor is due and payable. Final payment shall not become due and payable until Contractor submits: (1) If required by Owner, other data establishing payment or satisfaction of all obligations, such as receipt, releases and waivers of liens, arising out of the Contract Documents, to the extent and in such form as may be designated by Owner. 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, the final payment shall not become due and payable. 25. UQUIDA TED DAMAGES. The "Commencement Date" shall be established by the purchase order date. 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. The Work shall be substantially completed within the time specified in the Request for Quotation. The date of substantial completion of the Work (or designated portions thereof) is the date certified by the Owner when demolition is sufficiently complete, in accordance with the Contract Documents, so Owner can occupy or utilize the Work (or designated portions thereof) for the use for which it is intended. The Work shall reach final completion and be ready for final acceptance by Owner within the time specified in the Request for Quotation. Owner and Contractor recognize that since time is of the essence for any work under this Agreement, Owner will suffer financial loss if the Work is not substantially completed within the time specified in the Request for Quotation. Should Contractor fail to substantially complete the Work within the specified time period, Owner shall be entitled to assess as liquidated damages, but not as a penalty, the amount specified in the Request for Quotation for each calendar day thereafter until substantial completion is achieved. The Project shall be deemed to be substantially completed on the date the Owner issues a notice to the Contractor in writing pursuant to the terms hereof. Contractor hereby expressly waives and relinquishes any right which it may have to seek characterize the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the Owner's actual damages at the time of contracting if Contractor fails to substantially complete the Work in a timely manner. 1 0-5361 Demolition of Commercial & Residential Structures Page -9- When any period of time is referenced by days herein, it shall be computed to exclude the first day and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation, and the last day shall become the next succeeding day which is not a Saturday, Sunday or legal holiday. 26. CONTRACT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Code Enforcement Department. 27. 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, Exhibit A, Insurance Certificate, Bid No. 10-5361, any Quotation made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations. 28. 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. 29. 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. 30. 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. 31. 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. 10-5361 Page -10- Demolition of Commercial & Residential Structures 32. 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. 33. 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. 34. 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. 35. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision- making authority and by Owner's staff person who would make the presentation of any settlement reached during negotiations to Owner for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision-making authority and by Owner's staff person who would make the presentation of any settlement reached at mediation to OWNER'S board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under Section 44.102, Fla. Stat. 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. 10-5361 Demolition of Commercial & Residential Structures Page -11- 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 TI~&r1~€;~;~~'" Dwi h~\~\J3,~9C~~, 91ed<;of Courts ~, "....','. . '. ~....-: -, ., ':', By.::i?;4 .,J. ". Die~t' ':;f '" ':".; ~;,../,~(Sea.J .. ....-;:-... .:...~.. . ~ k' .." . ~ 1.....~ 'it /' ....~I~A. .. .' In', /'/';"...~ fe= !-;#~~ ~ Fir itnes {;?WICr?J -s . ~ Type/Print Witness ame ~d~ ,5 re~A.e^ Crt,. c,t?M c"'" Type/Print Witness N~me Approved as to form and I~UffiCienJl5 ~ 1/ I</~ l ,A.i'iintnnt County Attorney - Lkp~ Sr~J- R -U4~L. Pnnt Name 10-5361 Demolition of Commercial & Residential Structures BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA By: '1u1- w. ~ Fred W. Coyle, Chairman Gruelle Construction, Inc. Contractor By: r:yttaa t {t~ SignafUre vi r.g I hi f}- C &r'Iejk Typed Signature Y1 Cf ?H >1I;t/7.J- Title Page -12- C::::~~:=I=:::::::=:::.:::::~"-""'."._"."'.."-.EXHiBITA,.,.:~:.=~=~:...no''''''-'r._...._m'__._-T~=~:==~l:::=:~.:~--r=:=.=~~"".' L..:.:...:': ..1...:.'. :.......:' ::.:.'.::...'~.:' .::....~_.:.::~:i~_ ~~~!=.~:_. .':.:._..~.:.:'.... ._.... :.: :.:.:t:::::::..:-~'::J...:~.::::::.::::::.[:_::::~.~:~I:.~"_':::. .:.::'.:J lItem i ; iUnitof ' - ~ ~ : 1 ; : ' INumber!ltem Description _____.____.. !Quantity !UnitPrice !Measure JTotal I 1_.._..........}~].~~~~.<?JYf.!am~ Str~ctur~..~~.~~).~.~_..................._._L..__.1.~~l__... $2.28..l.?!...........__..l......$3,420.CX?J ! 2i Single Story Frame Structure 150lSF or more '15011 $2.24 . SF ,$3,362.24 i r--3!Multiple Story Frame Structure 2SOOSF or less '-'in 2soo1 $2.28 iSF -"'.T- $5,700.00 i 1-..............-..1:---.--.--.----.--..-....._........_~.._.._-..-..........-...-_..+....-.-----.r. -.......---...-..-....... "....,...,..-----..-., i 4jMutliple Story Frame Structure 2S0lSF or more i 2501, $2.24 !SF '$5,602.24 i "-'~~."'''---'-', ___......N_.__..____.___._..____..._~~____..______.___.._.........._._.__.."..M...:'............___ ..__._____.~,._~_.,....._...:-____ . L_ 5:Single Story Block Structure 1500 SF or less __.__.__._ i .___ 1500.. $2.28: SF i $3,420.00 I , 61sin~~_~tory .~Io_ck ?..!!::!ctur~U:~Q..1SFE! r.!l_~~..... ___' ~... 15Q~. .. $2:.~!2f.. . . . $3,362.24 J 7lMultipfe Story Block Structure 2500SF or less -'''''-_-''';_=1=2500 $2.28 ,SF $5,700.00 j t~:':~~~::7 Fra_~e~t~~~,. ~~F-=:==-__~__ ~~~;;_~= .~_ji::~ : I 10 Charge in the Event Structure has Friable Asbestos ' 1500 $1.96 ,SF : $2,940.00, r~"-'gk~~e !~ !~~~'-'~I)t Strl!~.!!~~ h.~S_!-l<<?I2:~_~i~~_e_~s_b.~~!~~HJ}~qQL~.. ..~Q~~~J~~. ... .i. _~375..:QOJ !.........._~~~~~val E.fP_eb~~ Materials Litt.~.~_~~~!:.~!~~~ Ti!:.~.~....._.._L....__.2g.l-...$10:QQ.Jq....._._...L__ $500.00 ~ j 13'Removal of Hazardous Materials . 201 $12.50 rev . $250.00 : >.-..... _._..y,_...y__'V_______.;-_ I' , t..-...~ ~ ::~~~; ;~~~iC Tankm.-.._.. .... .... ............--........-..<-.... ..-.j-....-.-..~il-$i~~~~ i ~--.........+...-..- $;~~:~ci-j L=~ 16lRemoval of Swimmin~.f.<?9L~:~::=-~==~-==:_. r'~- 5001 $1.~~__-+-. $750.00 ! ! 17! Removal ofFendng All Types : 11 $1.00 ,IF : $1.00 ! ~~=.--.._.18~.ncr~t;Bk,Ck Str;;ct~~1 Cut;..~~d"R~:it~r:~ti~'~ ....=-=~==[==.=::::::...1==.. $2.49 TLF"".".=:r'=." $2.49 '1 f::~:~;:a~~~~~ii~: .... ... ....:..==-=I..:~:~.....~:....:~~--:~~.i!}:::-t:=:E1 r-- I ....--...-.......,-..------- . ... , I 22 Fumigation : 1 $150.00 i EA I $150.00 ! r "23 'R~d;'nt C-;;~t';~i'''' "".'" . - if" $22.50 ; EA' H_ . '$22.5O-i ! "==.241 Bee Hive Removal ----...==~:=:.::::=:---=-...~- _.-=~--$149.00 lEA -'-r- $149.00! 1 25 Chain link Seccurity Fence i 11 $3.25 r LF r $3.25 ! r'--" .-....261 R;;:~;.~~i.~rD-;i~~~y Apro~'.'''HH ,'H ..H.-...-......................r.-.......HH1!T"....-$1.48 i LF--...........T.._........$lA8.1 "'-'---:::;r.:: .. --.--..................-...---....--......-....---- - . - , r.di~i~~7i~;~;;~~.iL~g~H. .. . ..... H['. ....~. 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