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Agenda 06/28/2016 Item #16E5 6/28/2016 16.E.5. EXECUTIVE SUMMARY Recommendation to award Request for Proposal No. 16-6618 Annual Contract for General Contractor Services to the following six firms: Surety Construction Company, Bradanna, Inc., Compass Construction, Inc., William J. Varian Construction Company, Inc., Varian, Chris Tel, and EBL Construction. OBJECTIVE: To secure general contracting services to provide an efficient and timely response to address maintenance and repairs to the facility infrastructure for projects under$250,000. CONSIDERATION: The Facilities Management Division is responsible for more than 4.3 million square feet in more than 900 structures. In order to efficiently and effectively address the maintenance and repair items (i.e., office re-designs, restroom repairs, heating ventilation rehabilitation, door relocations, plumbing, electrical, etc.); and/or projects outlined on the Capital Projects List approved by the Board,general contractor services are used. On behalf of all County divisions, Facilities Management and Procurement Services staff developed Request for Proposal (RFP) No. 16-6618 Annual Contract for General Contractor Services. Based on historical data,and other similar contracts approved by the Board,this competitive solicitation was issued with the following selection criteria, as many of these projects are dependent on specialized expertise/experience, project scheduling, quality of work or other customer critical components. The criteria included: • Firm Business Plan and Company Overview(5 points) • Project History(25 points) • Experience and Capacity of Firms(25 points) • Specialized Expertise of Team Members and Rates(25 points) • References(10 points) • Local Vendor Preference(10 points) This solicitation was issued March 10, 2016; notices were emailed to one thousand six hundred seventy- three (1,673) firms with eighty-four (84) requests for solicitation packages. The Procurement Services staff received proposals from nine (9) firms by the due date of April 12, 2016. According to standard procurement procedures, a selection committee was formed to review and rank the proposals. By consensus,the committee recommended the following firms to be awarded a contract: 1. Surety Construction Company 2.Bradanna,Inc. 3. Compass Construction,Inc. 4.William J.Varian Construction Company,Inc. 5. Chris-Tel Construction Company 6.EBL Construction For all projects, irrespective of the amount, County Staff will solicit all contractors under this contract to obtain quotes;and the work will be awarded to the lowest responsive quote. Staff requests that the Board award RFP No. 16-6618,"Annual Contract for General Contractor Services" to the six(6)firms identified herein. /'\ Packet Page-1792- 6/28/2016 16.E.5. On June 15, 2016, County Staff met with all of the recommended general contractors and the Clerk's Office to review the contract terms and the process for payment.During the meeting the group vetted the estimating, quoting, and payment process to be used for this contract. The meeting adjourned with all parties having a better understanding and comfort level with the contract process and payment invoicing requirements. FISCAL IMPACT: The funding for each Work Order that is assigned under the approved contracts has been approved by the Board during the annual operating and capital budget process. The annual expenditures for these services has been between $1,900,000 and$2,100,000 annually over the past five years. GROWTH MANAGEMENT IMPACT: While these contracts have no direct growth management impact,they are consistent with the County's long-term growth plans. LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is approved as to form and legality,and requires majority vote for approval. -JAK RECOMMENDATION: That the Board of County Commissioners award RFP No. 16-6618, Annual Contract for General Contractor Services to six firms: Surety Construction Company, Bradanna, Inc., Compass Construction, Inc., William J. Varian Construction Company, Inc., Chris-Tel Construction Company,and EBL Construction and authorizes the Chairman to sign the attached contracts. Prepared by:Margaret A.Bishop,P.E., Senior Project Manager,Facilities Management Division Attachments: • Selection Committee Final Rankings • Request for Proposal No. 16-6618 Annual Contract for General Contractor Services • Surety Construction Company—Contract • Bradanna Inc.—Contract • Compass Construction,Inc.—Contract • William J.Varian Construction Company,Inc.—Contract • Chris-Tel Construction Company—Contract • EBL Construction-Contract Packet Page-1793- 6/28/2016 16.E.5. COLLIER COUNTY Board of County Commissioners Item Number: 16.16.E.16.E.5. Item Summary: Recommendation to award Request for Proposal#16-6618, "Annual Contract for General Contractor Services" to the following six firms: Surety Construction Company, Bradanna, Inc., Compass Construction, Inc., William J. Varian Construction Company, Inc., Chris Tel, and EBL Construction. Meeting Date: 6/14/2016 Prepared By Name: BishopMargaret Title: Project Manager, Senior,Facilities Management 5/19/2016 12:39:32 PM Submitted by Title: Project Manager, Senior,Facilities Management Name: BishopMargaret 5/19/2016 12:39:34 PM Approved By Name: JonesHank Title:Project Manager,Principal,Facilities Management Date: 5/20/2016 3:05:18 PM Name: pochopinpat Title: Operations Coordinator,Administrative Services Department Date: 5/23/2016 4:56:07 PM Name: MarkiewiczJoanne Title: Division Director-Procurement Services,Procurement Services Date: 5/24/2016 10:02:46 AM Name: LinguidiDennis Title:Division Director-Facilities Mgmt,Facilities Management Date: 5/24/2016 10:25:20 AM Packet Page -1794- 6/28/2016 16.E.5. Name: JohnsonScott Title:Manager-Procurement,Procurement Services Date: 5/24/2016 1:35:55 PM Name: HerreraSandra Title: Manager-Procurement,Procurement Services Date: 5/24/2016 3:25:48 PM Name: BurnsRhonda Title: Procurement Specialist,Procurement Services Date: 5/24/2016 5:06:31 PM Name: KlatzkowJeff Title: County Attorney, Date: 5/25/2016 12:15:41 PM Name: PriceLen Title: Department Head-Administrative Svc,Administrative Services Department Date: 5/31/2016 5:29:06 PM Name: WellsLaura Title: Management/Budget Analyst, Senior, Office of Management&Budget Date: 6/1/2016 10:26:22 AM Name: KlatzkowJeff Title: County Attorney, Date: 6/1/2016 10:50:12 AM Name: CasalanguidaNick Title: Deputy County Manager, County Managers Office Date: 6/5/2016 10:45:44 AM Packet Page-1795- 6/28/2016 16.E.5. w CD CD CD CD CD CD CD CD CD O CD CD CD CD CD CD CD CD CD .... ,— N co •Tr it) co r-- 00 0) = uo w° - o ra o c ._ ._ t' ". a) 1 - I a) 1 U) co co co .1- N- Lo I-- Co h- a) vo co o - COCO up co 00 co co co (cc) co 00 CO CO CO C) c''). °:). ,-- CO T- Lri r•-'. cci 10 CO I,. a) C• .6- '5 = 0 C6 m z3 ct OA T- CI Tt 0,2 OD C4 l',- CO El 0 .0 CI) a) C Ta a) "c C/) 01 (0 E c) c) c o 2 c C T- Cq Nt C., Q0 111 I,- 00 CO 0 CO -17.; Ce O -- J2 (-) i- 1 CIO • li: CD 4- .... 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REQUEST FOR PROPOSAL Caber county Administrative Services Department Procurement Services Division COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS solicitation #16-6618 General Contractor Services Rhonda Burns, Procurement Strategist (239) 252-8941 (Telephone) (239) 252-6700(Fax) RhondaCummings@colliergov.net(Email) This proposal solicitation document is prepared in a Microsoft Word format. Any alterations to this document made by the Vendor may be grounds for rejection of proposal, cancellation of any subsequent award, or any other legal remedies available to the Collier County Government. 'l„r PnacummentServices Dvisvn+3327TamiamiTrailEast+Naples,Florida34112-1901+23925281.37+w.rug.colliergov.netiprocurementservices Packet Page -1797- 6/28/2016 16.E.5. Table of Contents LEGAL NOTICE 3 EXHIBIT I:SCOPE OF WORK,SPECIFICATIONS AND RESPONSE FORMAT 4 EXHIBIT II:GENERAL RFP INSTRUCTIONS 16 EXHIBIT III:COLLIER COUNTY PURCHASE ORDER TERMS AND CONDITIONS 20 EXHIBIT IV:ADDITIONAL TERMS AND CONDITIONS FOR RFP 24 ATTACHMENT 1:VENDOR'S NON-RESPONSE STATEMENT 33 ATTACHMENT 2:VENDOR CHECK LIST 34 ATTACHMENT 3:CONFLICT OF INTEREST AFFIDAVIT 35 ATTACHMENT 4:VENDOR DECLARATION STATEMENT 36 ATTACHMENT 5:AFFIDAVIT FOR CLAIMING STATUS AS A LOCAL BUSINESS 38 ATTACHMENT 6:IMMIGRATION AFFIDAVIT CERTIFICATION 39 ATTACHMENT 7:VENDOR SUBSTITUTE W—9 40 ATTACHMENT 8:INSURANCE AND BONDING REQUIREMENTS 41 ATTACHMENT 9: REFERENCE QUESTIONNAIRE 43 16-6618 RF P_No n_CC NATem pl ate_12222015 2 Packet Page -1798- 6/28/2016 16.E.5. Coger County Administrative Services Department Procurement Services Division Legal Notice Sealed Proposals to provide General Contractor Services will be received until 2:30 PM Naples local time, on April 12, 2016 at the Collier County Government, Purchasing Department, 3327 Tamiami Trail E, Naples, FL 34112. Solicitation 16-6618 General Contractor Services Services to be provided may include, but not be limited to the following: complete and miscellaneous contracting jobs that require the services of a General Contractor. A non-mandatory pre-proposal conference will be held on March 31, 2016, commencing promptly at 10:00 AM, and will be held in the Purchasing Department Conference Room, Collier County Government, Purchasing Department, 3327 Tamiami Trail E, Naples, FL 34112. All statements shall be made upon the official proposal form which may be obtained on the Collier County Purchasing Department Online Bidding System website: www.colliergov.net/bid. Collier County does not discriminate based on age, race, color, sex, religion, national origin, disability or marital status. BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA, BY: /S/ Joanne Markiewicz Director, Procurement Services This Public Notice was posted on the Collier County Purchasing Department website: www.colliergov.net/ourchasinq and in the Lobby of Purchasing Building "G", Collier County Government Center on March 10, 2016. f,. Procucmert Services Depzhat•3327 Tamiami Trail Eas!•Naples,Florida 34112-4961•vrww.colhergov.ne/purchasing 16-6618 RF P_Non_CC NATem plate_12222015 3 Packet Page -1799- 6/28/2016 16.E.5. Exhibit I: Scope of Work, Specifications and Response Format As requested by the Collier County Procurement Services Division (hereinafter, the "Division or Department"), the Collier County Board of County Commissioners Procurement Services Division (hereinafter, "County") has issued this Request for Proposal (hereinafter, "RFP") with the intent of obtaining proposals from interested and qualified Consultants in accordance with the terms, conditions and specifications stated or attached. The Consultant, at a minimum, must achieve the requirements of the Specifications or Scope of Work stated. The results of this solicitation may be used by other County departments once awarded according to the Board of County Commissioners Procurement Ordinance, as amended, and Procedures. Brief Description of Purchase The selected General Contractor(s) shall be responsible for knowledge of and compliance with all relative local, state, and federal codes and regulations. The selected General Contractor(s) will also be required to follow Collier County vertical standards, unless otherwise approved by the Facilities Management Division (copy of current vertical standards will be included with RFP packets). The resultant Contract will be available, but not mandatory, for use by all County Departments in need of this service. Historically, County departments have encumbered approximately $1,900,000 — 2,100,000 annually over the past five (5) years. The construction services associated with the resultant contract generally will not exceed $250,000 for any one project unless approved by the Board of County Commissioners. Scope of Work The selected General Contractor(s) will be responsible for providing complete construction services for a wide range of projects, and is responsible for the overall coordination of a project. The General Contractor(GC) provides material, labor, equipment, tools and services necessary for the project. The GC may hire specialized subcontractors to perform all, or some portion of the construction work. The GC must be qualified, and is directly responsible for 100% of the contracted work including all work performed by the GC's in-house personnel or any subcontractors. In the event the General Contractor(s) does not "self perform" any or all tasks within the specifications, and utilizes subcontractors, the General Contractor is directly responsible for all supervision, monitoring and compliance with one hundred percent (100%) of meeting schedule, cost, work scope plans and specification quality in the performance of a project for the County. GC's may be involved in: • Construction supervision/administration; • New construction; • Renovations/retrofits; • Design Build projects (generally only under$50,000); • Demolition associated with renovations/retrofits; • Scheduling work and subcontractors in harmony with the County's operations; and, • Estimating cost of future projects. 16-6618 RF P_N on_CCNATem plate_12222015 4 Packet Page -1800- 6/28/2016 16.E.5. GC responsibilities may include (these are not intended to represent the entire GC portfolio, but rather, a sample of the various responsibilities that a GC may be requested to participate in for a Collier County project) including but not limited to: • Hiring various trades to complete a project; • Applying for building permits; • Securing the property; • Providing temporary utilities on site; • Managing personnel on site; • Providing site surveying and engineering services; and, • Disposing or recycling of construction waste, monitoring schedules and cash flows, and maintaining accurate records. In preparing a response/ proposal, the selected GCs agree to the following: 1. Should any project that is active extend past the contract termination date, the specific work order or purchase order shall be extended until the completion of the project and the work is deemed accepted by the County's project manager. 2. Individual projects shall be quoted as lump sum for all work, as directed by the County's project manager. The GC is responsible for providing a lump sum quote and agrees to the lump sum price methodology, definitions and practices established by the Board of County Commissioners as stated below: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Generally speaking, these contracts are predictable and cost certain, easy to administer for the County and the Contractor, and foster higher levels of collaboration, and account for more than fifty (50%) percent of public sector projects. 3. For projects that require bonding (typically over $200,000); the bonding fee may be charged to Collier County. 4. For insurance related repairs/work, the GC may be asked to provide an itemized breakdown of materials, labor and associated costs necessary to complete the repairs covered by the County's insurance policy. 5. The County's project manager will follow the procedure outlined below to receive price proposals from the awarded GC: For projects up to three thousand ($3,000) dollars is as follows: • County Staff will select one of the awarded contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. 16-6618 RFP_Non_CCNATem plate_12222015 5 Packet Page -1801- 6/28/2016 16.E.5. For projects up to fifty thousand ($50,000) dollars is as follows: • For projects above three thousand ($3,000) and up to $50,000: A summary of work will be offered to all GC's under contract. The GC will respond with the price methodology as identified by the County's project manager within seven (7) working days for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the GC with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all GC's under contract with anticipated completion schedules, price methodology, and may identify liquidated damages (if required). • The GC will respond with a price methodology and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the GC with the lowest responsive lump sum quote. 6. Additional Performance and Payment Bonds Requirement: When a construction project is in excess of$200,000 and more than thirty (30) days in duration, the Contractor(s) may be required to provide Performance and Payment Bonds, in the form prescribed in Exhibits A, and B, Pages A-1 through B-3, in the amount of 100% of the Contract Amount, the costs of which is to be paid by Contractor. The Performance and Payment Bonds shall be underwritten by a surety authorized to do business in the State of Florida and otherwise acceptable to Owner; provided, however, the surety shall be rated as "A-" or better as to general policy holders rating and Class V or higher rating as to financial size category and the amount required shall not exceed 5% of the reported policy holders' surplus, all as reported in the most current Best Key Rating Guide, published by A.M. Best Company, Inc. of 75 Fulton Street, New York, New York 10038. Should the contract amount be less than $500,000, the requirements of Section 287.0935, F.S. shall govern the rating and classification of the surety. All performance security under the subsequent contract shall be continued for a six (6) month period beyond the final completion of the project. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business is terminated in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute 16-6618 RF P_No n_CC NATem plate_12222015 6 Packet Page -1802- 6/28/2016 16.E.5. Term of Contract The contract term, if an award(s) is/are made is intended to be for two (2) years, with one (1) additional two (2) year renewal option. Projected Solicitation Timetable The following projected timetable should be used as a working guide for planning purposes only. The County reserves the right to adjust this timetable as required during the course of the RFP process. Event Date Issue Solicitation Notice March 10, 2016 Last Date for Receipt of Written Questions April 6, 2016, 4:00 PM, Naples Local Time Pre-Proposal meeting (non-mandatory) March 31, 2016, 10:00 AM, Naples Local Time and Locations Addendum Issued Resulting from Written Questions or Pre- TBA Proposal Conference Solicitation Deadline Date and Time April 12, 2016, 2:30 PM, Naples Local Time Anticipated Evaluation of Submittals April - May 2016 Anticipated Completion of Contract Negotiations May 2016 Anticipated Board of County Commissioner's Contract June 2016 Approval Date Response Format The Vendor/General Contractor understands and agrees to abide by all of the RFP specifications, provisions, terms and conditions of same, and all ordinances and policies of Collier County. The Vendor further agrees that if it is awarded a contract, the work will be performed in accordance with the provisions, terms and conditions of the contract. To facilitate the fair evaluation and comparison of proposals, all proposals must conform to the guidelines set forth in this RFP. Any portions of the proposal that do not comply with these guidelines must be so noted and explained in the Acceptance of Conditions section of the proposal. However, any proposal that contains such variances may be considered non-responsive. Proposals should be prepared simply and economically, providing a straightforward concise description of the Vendor's approach and ability to meet the County's needs, as stated in this RFP. All proposals should be presented as described in this RFP in PDF or Microsoft Word 16-6618 RF P_Non_CCNATemplate_12222015 7 Packet Page -1803- 6/28/2016 16.E.5. format with Tabs clearly marked. If outlined in this RFP, the utilization of recycled paper for proposal submission is strongly encouraged. The items listed below shall be submitted with each proposal and should be submitted in the order shown. Each section should be clearly labeled, with pages numbered and separated by tabs. Failure by a Vendor to include all listed items may result in the rejection of its proposal. 1. Tab I, Cover Letter/ Management Summary Provide a cover letter, signed by an authorized officer of the firm, indicating the underlying philosophy of the firm in providing the services stated herein. Include the name(s), telephone number(s) and email(s) addresses of the authorized contact person(s) concerning proposal. Submission of a signed Proposal is Vendor's certification that the Vendor will accept any awards as a result of this RFP. 2. Tab II, GC Business Plan and Company Overview (5 points) In this tab, include: • The approach in coordinating GC projects that do not exceed fifty thousand ($50,000) dollars. • Provide a sample schedule, with milestones, for a project that does not exceed fifty thousand ($50,000) dollars. • Provide responses to the following items below in the format requested so that the Selection Committee members will be provided with the same objective information for each company for scoring purposes. Companies who do not respond to the items below in this format will be pre-scored zero (0) points; items not completed or left blank will be pre-scored zero (0) 1. My company has a business manual which outlines administrative procedures. Instructions: Enter ten (10) if the company has a business manual. Enter zero (0) if the company does not have a business manual. 2. My company has a drug-free workplace policy. Instructions: Enter ten (10) if the company has a drug free workplace policy. Enter zero (0) if the company does not have a drug free workplace policy. • If the answer is yes, provide a copy of that policy. 3. My company performs random drug testing. Instructions: Enter ten (10) if the company performs random drug testing. Enter zero (0) if the company does not provide random drug testing. 16-6618 RF P_Non_CC NATemplate_12222015 8 Packet Page -1804- 6/28/2016 16.E.5. TOTAL (Add items #1 -3, and;place the total in the adjacent field) Prior to the Selection Committee reviewing proposals, the following methodology will be applied to each General Contractors' information provided in this area: • The County shall total each of the company's scores and create a ranking from highest total to lowest total. • The highest number of points will be awarded to the company who has the highest total. • For all distribution of criteria points, the company total will be divided by the highest company's total which will then be multiplied by the criteria points within this section to determine the General Contractors Points Awarded. Each subsequent company's score will be calculated in the same manner. • Points awarded will be extended to a "whole" number (per Microsoft Excel). For illustrative purposes only, see chart for an example of how these points would be distributed among the six proposers. Company Total Company Score Points Awarded Firm ABC 30 5 Firm DEF 30 5 Firm GI-II 20 3 Firm JKL 20 3 Firm MNO 20 3 Firm PQR 10 2 The Points Awarded will be distributed to the Selection Committee prior to their evaluation of the proposals. The Selection Committee will review the proposal to ensure consistency and completion of all tasks in the RFP, and review the Points Awarded per company. The Selection Committee members may, at their sole discretion modify the points assigned after a thorough review of the proposal and prior to final ranking by the final Selection Committee. 3. Tab III, Project History (25 points) In this tab, include: • Provide responses to the following items below in the format requested so that the Selection Committee members will be provided with the same objective information for each company for scoring purposes. Companies who do not respond to the items below in this format will be pre-scored zero (0) points; items not completed or left blank will be pre- scored zero (0) 1. Identify the number of similar projects that the company started during this time frame (1/1/2013 — 12/31/2015). 2. Of the projects identified above (in item #1), identify how many of those projects are complete, closed and 16-6618 RF P_No n_CC NATem plate_12222015 9 Packet Page -1805- 6/28/2016 16.E.5. all documentation turned over to the "owner." 3. Of the projects identified above (in item#2), identify how many of those projects were completed according to the owner's schedule (number of days). 4. Of the projects identified above (in item#2), identify how many of those projects were completed in the owner's outlined budget. Subtotal (Add items 1 through 4 and enter subtotal enter in the adjacent field) 5. Of the projects identified above (in item #1), identify how many of those projects are not complete, closed and all documentation has been turned over to the "owner." TOTAL (Subtract item 5 from the Subtotal and enter in the adjacent field) Prior to the Selection Committee reviewing proposals, the following methodology will be applied to each GC's information provided in this area: • The County shall total each of the company's scores and create a ranking from highest total to lowest total. • The highest number of points will be awarded to the company who has the highest total. • For all distribution of criteria points, the company total will be divided by the highest company's total which will then be multiplied by the criteria points within this section to determine the General Contractors Points Awarded. Each subsequent company's score will be calculated in the same manner. • Points awarded will be extended to a "whole" number (per Microsoft Excel). For illustrative purposes only, see chart for an example of how these points would be distributed among the six proposers. Company Total Company Points Awarded Score Firm ABC 128 25 Firm DEF 125 24 Firm GHI 92 18 Firm JKL 67 13 Firm MNO 67 13 Firm PQR 14 3 The Points Awarded will be distributed to the Selection Committee prior to their evaluation of the proposals. The Selection Committee will review the proposal to ensure consistency and completion of all tasks in the RFP, and review the Points Awarded per company. The Selection Committee members may, at their sole discretion modify the points assigned 16-6618 RFP_Non_CC NATemplate_12222015 10 Packet Page -1806- 6/28/2016 16.E.5. after a thorough review of the proposal and prior to final ranking by the final Selection Committee. 4. Tab IV, Experience and Capacity of Firm (25 points) Include the following information • Provide information that outlines the process that the GC uses to assess subcontractors' qualifications to produce the required deliverables, including abilities, capacity, skill, and financial strength, and number of years of experience in providing the required services. • Describe the GC's various team members who deliver successful projects on time and on budget. Provide at least one (1) example. • Provide responses to the following items below in the format requested so that the Selection Committee members will be provided with the same objective information for each company for scoring purposes. Companies who do not respond to the items below in this format will be pre-scored zero (0) points; items not completed or left blank will be pre-scored zero (0). 1. As described in the solicitation document, the company must be licensed and insured in the State of Florida. Instructions: Insert ten (10) if evidence of licensure and insurance is included in the submittal; insert zero (0) if evidence is not presented. • Provide evidence of licenses and insurance. If this evidence of licensure and insurance is not provided, the County reserves the right to no Ion•er consider the •ro•osal. 2. Identify the number of years the company has provided General Contracting services to the public sector (under the same name and/or the same principle owners). (number of years) 3. Identify the number of"industry awards and/or recognitions"that the company has received from peer group (i.e. Associated General Contractors of America or (number of awards) one of its affiliates) in the past five (5) years (1/1/2011 - 12/31/2015). 4. Provide a list of projects that were performed in Collier County including Collier County Government, over the past five years 1/1/2011 — 12/31/2015). (number of Collier County projects) • Provide a list of those projects, the year, the business owner and/or Collier County project manager. TOTAL (Add items #'s 1 —',4, and place the total in the adjacent field) (TOTAL) 16-6618 RF P_Non_CC NATem plate_12222015 11 Packet Page -1807- 6/28/2016 16.E.5. Prior to the Selection Committee reviewing proposals, the following methodology will be applied to each company's information provided in this area: • The County shall total each of the company's scores and create a ranking from highest total to lowest total. • The highest number of points will be awarded to the company who has the highest total. • For all distribution of criteria points, the company total will be divided by the highest company's total which will then be multiplied by the criteria points within this section to determine the General Contractors Points Awarded. Each subsequent company's score will be calculated in the same manner. • Points awarded will be extended to a "whole" number (per Microsoft Excel). For illustrative purposes only, see chart for an example of how these points would be distributed among the six proposers. Company Total Company Points Awarded Score Firm ABC 54 25 Firm DEF 52 24 Firm GHI 36 17 Firm JKL 24 11 Firm MNO 14 6 Firm PQR 12 6 The Points Awarded will be distributed to the Selection Committee prior to their evaluation of the proposals. The Selection Committee will review the proposal to ensure consistency and completion of all tasks in the RFP, and review the Points Awarded per company. The Selection Committee members may, at their sole discretion modify the points assigned after a thorough review of the proposal and prior to final ranking by the final Selection Committee. 5. Tab V, Specialized Expertise of Team Members and Rates (rates are for purposes of Selection Committee evaluation only and will not be used as a final contract rate schedule) (25 points) In this tab, include: • Description of the proposed contract team (to include principals of the firm) and the role to be played by each member of the team. • Attach brief resumes of all proposed project team members who will be involved in the management of the total package of services, as well as the delivery of specific services. • Provide responses to the following seven (7) items below in the format requested so that the Selection Committee members will be provided with the same objective information for each company for scoring purposes. Companies who do not respond to the items below in this format will be pre-scored zero (0) points; items not completed or left blank will be pre-scored zero (0) 16-6618 RFP_Non_CCNATem plate_12222015 12 Packet Page -1808- 6/28/2016 16.E.5. • This section below will be used for evaluation purposes only (for purposes of Selection Committee evaluation only and will not be used as a final contract rate schedule). 1 GC licensed staff members who have 10 years (or more) of experience individually in their area of Number of Staff expertise. 2 Provide the number of Project Managers on staff. Number of Project • Provide the fully burdened hourly rate (includes: Managers overhead, profit, bond and insurance) Rate: $ 3 Provide the number of Project Superintendents on staff. Number of Superintendents • Provide the fully burdened hourly rate (includes: overhead, profit, bond and insurance) Rate: $ 4 Provide the number of Laborers on staff. Number of Laborers • Provide the fully burdened hourly rate (includes: overhead, profit, bond and insurance) Rate: $ 5 Provide the number of Machine Operators on staff. Number of Machine • Provide the fully burdened hourly rate (includes: Operators overhead, profit, bond and insurance) Rate: $ 6 Provide the number of Estimators on staff. Number of • Provide the fully burdened hourly rate (includes: Estimators overhead, profit, bond and insurance) Rate: $ 7 Provide the number of Clerical /Administrative on staff. Number of Clerical / Administrative Staff • Provide the fully burdened hourly rate (includes: overhead, profit, bond and insurance) 16-6618 RFP_Non_CCNATem plate_12222015 13 Packet Page -1809- 6/28/2016 16.E.5. Rate: $ TOTAL (Add items#'s 1 —7, and place the total in the adjacent field) (TOTAL) Prior to the Selection Committee reviewing proposals, the following methodology will be applied to each company's information provided in this area: • The County shall total each of the company's scores and create a ranking from highest total to lowest total. • The highest number of points will be awarded to the company who has the highest total. • For all distribution of criteria points, the company total will be divided by the highest company's total which will then be multiplied by the criteria points within this section to determine the General Contractors Points Awarded. Each subsequent company's score will be calculated in the same manner. • Points awarded will be extended to a "whole" number (per Microsoft Excel). For illustrative purposes only, see chart for an example of how these points would be distributed among the six proposers. Company Total Company Points Awarded Score Firm ABC 54 25 Firm DEF 52 24 r- , Firm GHI 36 17 Firm JKL 24 11 Firm MNO 14 6 Firm PQR 12 6 6. Tab VI, References (10 points) In order for the vendor to be awarded any points for this tab, the County requests that the vendor submits five (5) completed reference forms from clients whose projects are of a similar nature to this solicitation as a part of their proposal. The County will only use the methodology calculations for the first five (5) references (only) submitted by the vendor in their proposal. Selection Committee members are not permitted to complete reference forms for work that was performed for Collier County Government. Prior to the Selection Committee reviewing proposals, the following methodology will be applied to each vendor's information provided in this area: • The County shall total each of the vendor's five reference questionnaires and create a ranking from highest number of points to lowest number of points. References marked with an N/A (or similar notation will be given the score of zero (0)). Vendors who do not turn in reference forms will be counted as zero (0). • The greatest number of points allowed in this criterion will be awarded to the vendor who has the highest score. • The next highest vendor's number of points will be divided by the highest vendor's points which will then be multiplied by criteria points to determine the vendor's points awarded. Each subsequent vendor's point score will be calculated in the same manner. 16-6618 RFP_Non_CCNATem plate_12222015 14 Packet Page -1810- 6/28/2016 16.E.5. • Points awarded will be extended to the whole number per Microsoft Excel. For illustrative purposes only, see chart for an example of how these points would be distributed among the five proposers. Vendor TotalReference Vendor Name Points Awarded Score Vendor ABC 445 10 Vendor DEF 435 10 Vendor GI-II 425 10 Vendor JKL 385 9 Vendor MNO 385 9 Vendor PQR 250 6 The points awarded by vendor will be distributed to the Selection Committee prior to their evaluation of the proposals. The Selection Committee will review the vendor's proposal to ensure consistency and completion of all tasks in the RFP, and review the Points Awarded per vendor. The Selection Committee may, at their sole discretion, contact references, and/or modify the reference points assigned after a thorough review of the proposal and prior to final ranking by the final Selection Committee. 7. Tab VII, Acceptance of Conditions Indicate any exceptions to the general terms and conditions of the RFP, and to insurance requirements or any other requirements listed in this RFP. If no exceptions are indicated in this tabbed section, it will be understood that no exceptions to these documents will be considered after the award, or if applicable, during negotiations. Exceptions taken by a Vendor may result in evaluation point deduction(s) and/or exclusion of proposal for Selection Committee consideration, depending on the extent of the exception(s). Such determination shall be at the sole discretion of the County and Selection Committee. 8. Tab VIII, Required Form Submittals • Attachment 2: Vendor Check List • Attachment 3: Conflict of Interest Affidavit • Attachment 4: Vendor Declaration Statement • Attachment 5: Affidavit for Claiming Status as a Local Business • Attachment 6: Immigration Affidavit Certification • Attachment 7: Vendor Substitute W-9 • Attachment 8: Insurance and Bonding Requirements • Attachment 9: Reference Questionnaire • Other: Copy of current Class A General Contractor's License 16-6618 RF P_Non_CC NATem plate_12222015 15 Packet Page -1811- 6/28/2016 16.E.5. Exhibit II: General RFP Instructions 1. Questions Direct questions related to this RFP to the Collier County Purchasing Department Online Bidding System website: www.colliergov.net/bid. Vendors must clearly understand that the only official answer or position of the County will be the one stated on the Collier County Purchasing Department Online Bidding System website. For general questions, please call the referenced Procurement Strategist noted on the cover page. 2. Pre-Proposal Conference The purpose of the pre-proposal conference is to allow an open forum for discussion and questioning with County staff regarding this RFP with all prospective Vendors having an equal opportunity to hear and participate. Oral questions will receive oral responses, neither of which will be official, nor become part of the RFP. Only written responses to written questions will be considered official, and will be included as part of this RFP as an addendum. All prospective Vendors are strongly encouraged to attend, as, this will usually be the only pre- proposal conference for this solicitation. If this pre-proposal conference is denoted as "mandatory", prospective Vendors must be present in order to submit a proposal response. 3. Compliance with the RFP Proposals must be in strict compliance with this RFP. Failure to comply with all provisions of the RFP may result in disqualification. 4. Ambiguity, Conflict, or Other Errors in the RFP It is the sole responsibility of the Vendor if the Vendor discovers any ambiguity, conflict, discrepancy, omission or other error in the RFP, to immediately notify the Procurement Strategist, noted herein, of such error in writing and request modification or clarification of the document prior to submitting the proposal. The Procurement Strategist will make modifications by issuing a written revision and will give written notice to all parties who have received this RFP from the Purchasing Department. 5. Proposal, Presentation, and Protest Costs The County will not be liable in any way for any costs incurred by any Vendor in the preparation of its proposal in response to this RFP, nor for the presentation of its proposal and/or participation in any discussions, negotiations, or, if applicable, any protest procedures. 6. Delivery of Proposals All proposals are to be delivered before 2:30 PM, Naples local time, on or before April 12, 2016 to: Collier County Government Purchasing Department 3327 Tamiami Trail E Naples FL 34112 Attn: Rhonda Burns, Procurement Strategist 16-6618 RF P_Non_CCNATemplate_12222015 16 Packet Page -1812- 6/28/2016 16.E.5. The County does not bear the responsibility for proposals delivered to the Purchasing Department past the stated date and/or time indicated, or to an incorrect address by Consultant's personnel or by the Consultant's outside carrier. However, the Procurement Director, or designee, reserves the right to accept proposals received after the posted close time under the following conditions: • The tardy submission of the proposal is due to the following circumstances, which may include but not be limited to: late delivery by commercial carrier such as Fed Ex, UPS or courier where delivery was scheduled before the deadline. • The acceptance of said proposal does not afford any competing firm an unfair advantage in the selection process. Vendors must submit one (1) paper copy clearly labeled "Master," and six (6) flash drives with one copy of the proposal on each flash drive in Word, Excel or PDF. List the Solicitation Number and Title on the outside of the box or envelope. 7. Validity of Proposals No proposal can be withdrawn after it is filed unless the Vendor makes their request in writing to the County prior to the time set for the closing of Proposals. All proposals shall be valid for a period of one hundred eighty (180) days from the submission date to accommodate evaluation and selection process. 8. Method of Source Selection The County is using the Competitive Sealed Proposals methodology of source selection for this procurement, as authorized by Ordinance Number 2013-69, as amended, establishing and adopting the Collier County Procurement Procedures. The County may, as it deems necessary, conduct discussions with qualified Vendors determined to be in contention for being selected for award for the purpose of clarification to assure full understanding of, and responsiveness to solicitation requirements. 9. Evaluation of Proposals The County's procedure for selecting is as follows: 1. The County Manager or designee shall appoint a selection committee to review all proposals submitted. 2. The Request for Proposal is issued. 3. Subsequent to the receipt closing date for the proposals, the Procurement professional will review the proposals received and verify each proposal to determine if it minimally responds to the requirements of the published RFP. 4. Selection committee meetings will be open to the public and the Procurement professional will publicly post prior notice of such meeting(s) in the lobby of the Purchasing Building and on the County's Procurement Services Internet site. 5. Prior to the first meeting (Organization Meeting) of the selection committee, the Procurement professional will post a notice announcing the date, time and place of the meeting at least three (3) working days prior to the meeting. At the initial organization meeting, the selection committee members will receive instructions, the submitted proposals, and establish the next selection committee meeting date and time. After the first meeting, the Procurement professional will publically announce all subsequent 16-6618 R F P_N o n_C C NATe m pl ate_12222015 17 Packet Page -1813- 6/28/2016 16.E.5. committee meeting dates and times. The subsequent meeting dates and times will be posted with at least one (1) day advanced notice. 6. Selection committee members will independently review and score each proposal based on the evaluation criteria stated in the request for proposal using the Individual Selection Committee Score and Rank Form and prepare comments for discussion at the next meeting. The Individual Selection Committee Score and Rank Form is merely a tool to assist the selection committee member in their review of the proposals. 7. At the scheduled selection meeting, the members will present their independent findings / conclusions / comments based on their reading and interpretation of the materials presented to each other, and may ask questions of one another. At the conclusion of that discussion, members of the public will be offered an opportunity (not to exceed three (3) minutes)to provide comments. 8. At the conclusion of public comments (provided for in number 7), the selection committee members will individually rank order each proposer. Collier County selection committee members may consider all the material submitted by the Proposer and other information Collier County may obtain to determine whether the Proposer is capable of and has a history of successfully completing projects of this type, including, without limitation, additional information Collier County may request, clarification of proposer information, public comments, and/or additional credit information. 9. Once the individual ranking has been completed, the Procurement professional will direct selection committee members to read their individual ranking publically. The Procurement professional will record individual rankings on the Final Ranking Sheet which will mathematically compile into an overall selection committee rank of proposers. 10. In any of the selection committee meeting deliberations, by consensus, members may request to invite proposers in to clarify their proposals, ask for additional information, present materials, interview, ask questions, etc. The members may consider any and all information obtained through this method in formulating their individual ranking and subsequent selection committee overall ranking and final ranking. 11.The selection committee's overall rank of firms in order of preference (from highest beginning with a rank of one (1) to the lowest) will be discussed and reviewed by the Procurement Strategist. By final consensus, and having used all information presented (proposal, presentation, references, etc.), the selection committee members will create a final ranking and staff will subsequently enter into negotiations. Award of the contract is dependent upon the successful and full execution of a mutually agreed contract, pending the final approval by the Board of County Commissioners. The County reserves the right to withdraw this RFP at any time and for any reason, and to issue such clarifications, modifications, and/or amendments as it may deem appropriate. Receipt of a proposal by the County or a submission of a proposal to the County offers no rights upon the Vendor nor obligates the County in any manner. Acceptance of the proposal does not guarantee issuance of any other governmental approvals. Proposals which include provisions requiring the granting of zoning variances shall not be considered. 10. References The County reserves the right to contact any and all references pertaining to this solicitation and related proposal. 16-6618 RF P_Non_CC NATem plate_12222015 18 Packet Page -1814- 6/28/2016 16.E.5. 11. Proposal Selection Committee and Evaluation Factors The County Manager shall appoint a Selection Committee to review all proposals submitted. The factors to be considered in the evaluation of proposal responses are listed below. Tab I, Cover Letter/Management Summary 0 Points Tab II, Business Plan 5 Points Tab III, Project History 25 Points Tab IV, Experience and Capacity of Company 25 Points Tab V, Specialized Expertise of Team Members 25 Points Tab VI, References 10 Points Local Vendor Preference 10 Points TOTAL 100 Points Tie Breaker: In the event of a tie, both in individual scoring and in final ranking, the firm with the lowest paid dollars by Collier County to the vendor (as obtained from the County's financial system) within the last five (5) years will receive the higher individual ranking. If there is a multiple firm tie in either individual scoring or final ranking, the firm with the lowest volume of work shall receive the higher ranking, the firm with the next lowest volume of work shall receive the next highest ranking and so on. 12. Acceptance or Rejection of Proposals The right is reserved by the County to waive any irregularities in any proposal, to reject any or all proposals, to re-solicit for proposals, if desired, and upon recommendation and justification by Collier County to accept the proposal which in the judgment of the County is deemed the most advantageous for the public and the County of Collier. Any proposal which is incomplete, conditional, obscure or which contains irregularities of any kind, may be cause for rejection. In the event of default of the successful Vendor, or their refusal to enter into the Collier County contract, the County reserves the right to accept the proposal of any other Vendor or to re-advertise using the same or revised documentation, at its sole discretion. 16-6618 R F P_N on_CC NATem plate_12222015 19 Packet Page -1815- 6/28/2016 16.E.5. Exhibit Ill: Collier County Purchase Order Terms and Conditions 1. Offer and to comply with all carrier This offer is subject to cancellation by the regulations. Risk of loss of any goods COUNTY without notice if not accepted by sold hereunder shall transfer to the VENDOR within fourteen (14) days of COUNTY at the time and place of issuance. delivery; provided that risk of loss prior to actual receipt of the goods by the 2. Acceptance and Confirmation COUNTY nonetheless remain with This Purchase Order (including all VENDOR. documents attached to or referenced b) No charges will be paid by the COUNTY therein) constitutes the entire agreement for packing, crating or cartage unless between the parties, unless otherwise otherwise specifically stated in this specifically noted by the COUNTY on the Purchase Order. Unless otherwise face of this Purchase Order. Each delivery provided in Purchase Order, no invoices of goods and/or services received by the shall be issued nor payments made COUNTY from VENDOR shall be deemed to prior to delivery. Unless freight and be upon the terms and conditions contained other charges are itemized, any in this Purchase Order. discount will be taken on the full amount of invoice. No additional terms may be added and c) All shipments of goods scheduled on the Purchase Order may not be changed except same day via the same route must be by written instrument executed by the consolidated. Each shipping container COUNTY. VENDOR is deemed to be on must be consecutively numbered and notice that the COUNTY objects to any marked to show this Purchase Order additional or different terms and conditions number. The container and Purchase contained in any acknowledgment, invoice Order numbers must be indicated on bill ^ or other communication from VENDOR, of lading. Packing slips must show notwithstanding the COUNTY'S acceptance Purchase Order number and must be or payment for any delivery of goods and/or included on each package of less than services, or any similar act by VENDOR. container load (LCL) shipments and/or with each car load of equipment. The 3. Inspection COUNTY reserves the right to refuse or All goods and/or services delivered return any shipment or equipment at hereunder shall be received subject to the VENDOR'S expense that is not marked COUNTY'S inspection and approval and with Purchase Order numbers. payment therefore shall not constitute VENDOR agrees to declare to the acceptance. All payments are subject to carrier the value of any shipment made adjustment for shortage or rejection. All under this Purchase Order and the full defective or nonconforming goods will be invoice value of such shipment. returned pursuant to VENDOR'S instruction d) All invoices must contain the Purchase at VENDOR'S expense. Order number and any other specific information as identified on the To the extent that a purchase order requires Purchase Order. Discounts of prompt a series of performances by VENDOR, the payment will be computed from the date COUNTY prospectively reserves the right to of receipt of goods or from date of cancel the entire remainder of the Purchase receipt of invoices, whichever is later. Order if goods and/or services provided Payment will be made upon receipt of a early in the term of the Purchase Order are proper invoice and in compliance with non-conforming or otherwise rejected by the Chapter 218, Fla. Stats., otherwise COUNTY. known as the "Local Government 4. Shipping and Invoices Prompt Payment Act," and, pursuant to a) All goods are FOB destination and must the Board of County Commissioners be suitably packed and prepared to Purchasing Policy. secure the lowest transportation rates 16-6618 R F P_N o n_C C N AT e m p l a te_1222 2015 20 Packet Page -1816- 6/28/2016 16.E.5. 5. Time Is Of the Essence and transportation shall conform to all Time for delivery of goods or performance of applicable laws, including but not limited to services under this Purchase Order is of the the Occupational Health and Safety Act, the essence. Failure of VENDOR to meet Federal Transportation Act and the Fair delivery schedules or deliver within a Labor Standards Act, as well as any law or reasonable time, as interpreted by the regulation noted on the face of the Purchase COUNTY in its sole judgment, shall entitle Order. the COUNTY to seek all remedies available to it at law or in equity. VENDOR agrees to 9. Advertising reimburse the COUNTY for any expenses No VENDOR providing goods and services incurred in enforcing its rights. VENDOR to the COUNTY shall advertise the fact that further agrees that undiscovered delivery of it has contracted with the COUNTY for nonconforming goods and/or services is not goods and/or services, or appropriate or a waiver of the COUNTY'S right to insist make use of the COUNTY'S name or other upon further compliance with all identifying marks or property without the specifications. prior written consent of the COUNTY'S Purchasing Department. 6. Changes The COUNTY may at any time and by written notice make changes to drawings 10. Indemnification and specifications, shipping instructions, VENDOR shall indemnify and hold harmless quantities and delivery schedules within the the COUNTY from any and all claims, general scope of this Purchase Order. including claims of negligence, costs and Should any such change increase or expenses, including but not limited to decrease the cost of, or the time required for attorneys' fees, arising from, caused by or performance of the Purchase Order, an related to the injury or death of any person equitable adjustment in the price and/or (including but not limited to employees and delivery schedule will be negotiated by the agents of VENDOR in the performance of COUNTY and VENDOR. Notwithstanding their duties or otherwise), or damage to the foregoing, VENDOR has an affirmative property (including property of the COUNTY obligation to give notice if the changes will or other persons), which arise out of or are decrease costs. Any claims for adjustment incident to the goods and/or services to be by VENDOR must be made within thirty (30) provided hereunder. days from the date the change is ordered or within such additional period of time as may 11. Warranty of Non-Infringement be agreed upon by the parties. VENDOR represents and warrants that all goods sold or services performed under this 7. Warranties Purchase Order are: a) in compliance with VENDOR expressly warrants that the goods applicable laws; b) do not infringe any and/or services covered by this Purchase patent, trademark, copyright or trade secret; Order will conform to the specifications, and c)do not constitute unfair competition. drawings, samples or other descriptions furnished or specified by the COUNTY, and VENDOR shall indemnify and hold harmless will be of satisfactory material and quality the COUNTY from and against any and all production, free from defects and sufficient claims, including claims of negligence, costs for the purpose intended. Goods shall be and expense, including but not limited to delivered free from any security interest or attorneys' fees, which arise from any claim, other lien, encumbrance or claim of any third suit or proceeding alleging that the party. These warranties shall survive COUNTY'S use of the goods and/or inspection, acceptance, passage of title and services provided under this Purchase Order payment by the COUNTY. are inconsistent with VENDOR'S representations and warranties in section 11 8. Statutory Conformity (a). Goods and services provided pursuant to this Purchase Order, and their production 16-6618 RF P_Non_CCNATem plate_12222015 21 Packet Page -1817- 6/28/2016 16.E.5. If any claim which arises from VENDOR'S beyond their control, including, but without breach of section 11 (a) has occurred, or is limitation to war, strikes, civil disturbances likely to occur, VENDOR may, at the and acts of nature. When VENDOR has COUNTY'S option, procure for the COUNTY knowledge of any actual or potential force the right to continue using the goods or majeure or other conditions which will delay services, or replace or modify the goods or or threatens to delay timely performance of services so that they become non-infringing, this Purchase Order, VENDOR shall (without any material degradation in immediately give notice thereof, including all performance, quality, functionality or relevant information with respects to what additional cost to the COUNTY). steps VENDOR is taking to complete delivery of the goods and/or services to the 12. Insurance Requirements COUNTY. The VENDOR, at its sole expense, shall provide commercial insurance of such type 15. Assignment and with such terms and limits as may be VENDOR may not assign this Purchase reasonably associated with the Purchase Order, nor any money due or to become due Order. Providing and maintaining adequate without the prior written consent of the insurance coverage is a material obligation COUNTY. Any assignment made without of the VENDOR. All insurance policies shall such consent shall be deemed void. be executed through insurers authorized or eligible to write policies in the State of 16. Taxes Florida. Goods and services procured subject to this Purchase Order are exempt from Florida 13. Compliance with Laws sales and use tax on real property, transient In fulfilling the terms of this Purchase Order, rental property rented, tangible personal VENDOR agrees that it will comply with all purchased or rented, or services purchased federal, state, and local laws, rules, codes, (Florida Statutes, Chapter 212), and from and ordinances that are applicable to the federal excise tax. conduct of its business. By way of non- exhaustive example, this shall include the 17. Annual Appropriations American with Disabilities Act and all The COUNTY'S performance and obligation prohibitions against discrimination on the to pay under this Purchase Order shall be basis of race, religion, sex creed, national contingent upon an annual appropriation of origin, handicap, marital status, or veterans' funds. status. Further, VENDOR acknowledges and without exception or stipulation shall be 18. Termination fully responsible for complying with the This Purchase Order may be terminated at provisions of the Immigration Reform and any time by the COUNTY upon 30 days Control Act of 1986 as located at 8 U.S.C. prior written notice to the VENDOR. This 1324, et seq. and regulations relating Purchase Order may be terminated thereto, as either may be amended. Failure immediately by the COUNTY for breach by by the awarded firm(s) to comply with the VENDOR of the terms and conditions of this laws referenced herein shall constitute a Purchase Order, provided that COUNTY has breach of the award agreement and the provided VENDOR with notice of such County shall have the discretion to breach and VENDOR has failed to cure unilaterally terminate said agreement within 10 days of receipt of such notice. immediately. Any breach of this provision may be regarded by the COUNTY as a 19. General material and substantial breach of the a) This Purchase Order shall be governed contract arising from this Purchase Order. by the laws of the State of Florida. The venue for any action brought to 14. Force Majeure specifically enforce any of the terms and Neither the COUNTY nor VENDOR shall be conditions of this Purchase Order shall responsible for any delay or failure in be the Twentieth Judicial Circuit in and performance resulting from any cause for Collier County, Florida 16-6618 RF P_Non_CC NATem plate_12222015 22 Packet Page-1818- 6/28/2016 16.E.5. b) Failure of the COUNTY to act associated with this Purchase Order in immediately in response to a breach of accordance with Florida Statute Chapter this Purchase Order by VENDOR shall 112.061, Per Diem and Travel not constitute a waiver of breach. Expenses for Public Officers, employees Waiver of the COUNTY by any default and authorized persons. by VENDOR hereunder shall not be e) In the event of any conflict between or deemed a waiver of any subsequent among the terms of any Contract default by VENDOR. Documents related to this Purchase c) All notices under this Purchase Order Order, the terms of the Contract shall be sent to the respective Documents shall take precedence over addresses on the face page by certified the terms of the Purchase Order. To the mail, return receipt requested, by extent any terms and /or conditions of overnight courier service, or by personal this Purchase Order duplicate or overlap delivery and will be deemed effective the Terms and Conditions of the upon receipt. Postage, delivery and Contract Documents, the provisions of other charges shall be paid by the the Terms and/or Conditions that are sender. A party may change its address most favorable to the County and/or for notice by written notice complying provide the greatest protection to the with the requirements of this section. County shall govern. d) The Vendor agrees to reimbursement of any travel expenses that may be 16-6618 R F P_N on_C C NATem pl ate_12222015 23 Packet Page -1819- 6/28/2016 16.E.5. Exhibit IV: Additional Terms and Conditions for RFP 1. Insurance Requirements The Vendor shall at its own expense, carry and maintain insurance coverage from responsible companies duly authorized to do business in the State of Florida as set forth in the Insurance and Bonding attachment of this solicitation. The Vendor shall procure and maintain property insurance upon the entire project, if required, to the full insurable value of the scope of work. The County and the Vendor waive against each other and the County's separate Vendors, Contractors, Design Consultant, Subcontractors agents and employees of each and all of them, all damages covered by property insurance provided herein, except such rights as they may have to the proceeds of such insurance. The Vendor and County shall, where appropriate, require similar waivers of subrogation from the County's separate Vendors, Design Consultants and Subcontractors and shall require each of them to include similar waivers in their contracts. Collier County shall be responsible for purchasing and maintaining, its own liability insurance. Certificates issued as a result of the award of this solicitation must identify "For any and all work performed on behalf of Collier County." The General Liability Policy provided by Vendor to meet the requirements of this solicitation shall name Collier County, Florida, as an additional insured as to the operations of Vendor under this solicitation and shall contain a severability of interests provisions. Collier County Board of County Commissioners shall be named as the Certificate Holder. The Certificates of Insurance must state the Contract Number, or Project Number, or specific Project description, or must read: For any and all work performed on behalf of Collier County. The "Certificate Holder" should read as follows: Collier County Board of County Commissioners Naples, Florida The amounts and types of insurance coverage shall conform to the minimum requirements set forth in the Insurance and Bonding attachment, with the use of Insurance Services Office (ISO) forms and endorsements or their equivalents. If Vendor has any self-insured retentions or deductibles under any of the below listed minimum required coverage, Vendor must identify on the Certificate of Insurance the nature and amount of such self- insured retentions or deductibles and provide satisfactory evidence of financial responsibility for such obligations. All self-insured retentions or deductibles will be Vendor's sole responsibility. Coverage(s) shall be maintained without interruption from the date of commencement of the Work until the date of completion and acceptance of the scope of work by the County or as specified in this solicitation, whichever is longer. The Vendor and/or its insurance carrier shall provide 30 days written notice to the County of policy cancellation or non-renewal on the part of the insurance carrier or the Vendor. The Vendor shall also notify the County, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverage or limits received by Vendor from its insurer and nothing contained herein shall relieve Vendor of this requirement to provide notice. In the event of a reduction in the aggregate limit of any policy to be provided by Vendor 16-6618 RFP_N on_CC NATem plate_12222015 24 Packet Page-1820- 6/28/2016 16.E.5. hereunder, Vendor shall immediately take steps to have the aggregate limit reinstated to the full extent permitted under such policy. Should at any time the Vendor not maintain the insurance coverage(s) required herein, the County may terminate the Agreement or at its sole discretion shall be authorized to purchase such coverage(s) and charge the Vendor for such coverage(s) purchased. If Vendor fails to reimburse the County for such costs within thirty (30) days after demand, the County has the right to offset these costs from any amount due Vendor under this Agreement or any other agreement between the County and Vendor. The County shall be under no obligation to purchase such insurance, nor shall it be responsible for the coverage(s) purchased or the insurance company or companies used. The decision of the County to purchase such insurance coverage(s) shall in no way be construed to be a waiver of any of its rights under the Contract Documents. If the initial or any subsequently issued Certificate of Insurance expires prior to the completion of the scope of work, the Vendor shall furnish to the County renewal or replacement Certificate(s) of Insurance not later than ten (10) calendar days after the expiration date on the certificate. Failure of the Vendor to provide the County with such renewal certificate(s) shall be considered justification for the County to terminate any and all contracts. 2. Offer Extended to Other Governmental Entities Collier County encourages and agrees to the successful vendor extending the pricing, terms and conditions of this solicitation or resultant contract to other governmental entities at the discretion of the successful vendor. 3. Additional Items and/or Services Additional items and / or services may be added to the resultant contract, or purchase order, in compliance with the Procurement Ordinance. 4. County's Right to Inspect The County or its authorized Agent shall have the right to inspect the Vendor's facilities/project site during and after each work assignment the Vendor is performing. 5. Vendor Performance Evaluation The County has implemented a Vendor Performance Evaluation System for all contracts awarded in excess of $25,000. To this end, vendors will be evaluated on their performance upon completion/termination of this Agreement. 6. Additional Terms and Conditions of Contract Collier County has developed standard contracts/agreements, approved by the Board of County Commissioners (BCC). The selected Vendor shall be required to sign a standard Collier County contract within twenty one (21) days of Notice of Selection for Award. The resultant contract(s) may include purchase or work orders issued under one, or any combination of price methodologies by the County's project manager: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material 16-6618 R F P_N o n_CC NATem p I ate_12222015 25 Packet Page -1821- 6/28/2016 16.E.5. invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Generally speaking, these contracts are predictable and cost certain, easy to administer for the County and the Contractor, and foster higher levels of collaboration, and account for more than fifty (50%) percent of public sector projects. The County reserves the right to include in any contract document such terms and conditions, as it deems necessary for the proper protection of the rights of Collier County. A sample copy of this contract is available upon request. The County will not be obligated to sign any contracts, maintenance and/or service agreements or other documents provided by the Vendor. The County's project manager, shall coordinate with the Vendor/ Contractor the return of any surplus assets, including materials, supplies, and equipment associated with the scope or work. 7. Payment Method Payments are made in accordance with the Local Government Prompt Payment Act, Chapter 218, Florida Statutes. Vendor's invoices must include: • Purchase Order Number • Description and quantities of the goods or services provided per instructions on the County's purchase order or contract. Invoices shall be sent to: Board of County Commissioners Clerk's Finance Department ATTN: Accounts Payable 3299 Tamiami Trail E Ste 700 Naples FL 34112 Or emailed to: bccapclerk(a�collierclerk.com. Collier County, in its sole discretion, will determine the method of payment for goods and/or services as part of this agreement. Payment methods include: • Traditional—payment by check, wire transfer or other cash equivalent. • Standard — payment by purchasing card. Collier County's Purchasing Card Program is supported by standard bank credit suppliers (i.e. VISA and MasterCard), and as such, is cognizant of the Rules for VISA Merchants and MasterCard Merchant Rules. The County may not accept any additional surcharges (credit card transaction fees) as a result of using the County's credit card for transactions relating to this solicitation. The County will entertain bids clearly stating pricing for standard payment methods. An additional separate discounted price for traditional payments may be provided at the initial bid submittal if it is clearly marked as an "Additional Cash Discount." Upon execution of the Contract and completion of each month's work, payment requests may be submitted to the Project Manager on a monthly basis by the Contractor for services rendered for that prior month. Services beyond sixty (60) days from current monthly invoice will not be considered for payment without prior approval from the Project manager. All invoices should be submitted within 16-6618 RFP_Non_CCNATem plate_12222015 26 Packet Page-1822- 6/28/2016 16.E.5. the fiscal year the work was performed. (County's fiscal year is October 1 - September 30.) Invoices submitted after the close of the fiscal year will not be accepted (or processed for payment) unless specifically authorized by the Project Manager. r� Payments will be made for articles and/or services furnished, delivered, and accepted, upon receipt and approval of invoices submitted on the date of services or within six (6) months after completion of contract. Any untimely submission of invoices beyond the specified deadline period is subject to non-payment under the legal doctrine of "laches" as untimely submitted. Time shall be deemed of the essence with respect to the timely submission of invoices under this agreement. In instances where the successful contractor may owe debts (including, but not limited to taxes or other fees) to Collier County and the contractor has not satisfied nor made arrangement to satisfy these debts, the County reserves the right to off-set the amount owed to the County by applying the amount owed to the vendor or contractor for services performed of for materials delivered in association with a contract. Invoices shall not reflect sales tax. After review and approval, the invoice will be transmitted to the Finance Division for payment. Payment will be made upon receipt of proper invoice and in compliance with Chapter 218 Florida Statutes, otherwise known as the "Local Government Prompt Payment Act." Collier County reserves the right to withhold and/or reduce an appropriate amount of any payment for work not performed or for unsatisfactory performance of Contractual requirements. 8. Environmental Health and Safety All Vendors and Sub vendors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Vendors and Sub vendors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. All firewall penetrations must be protected in order to meet Fire Codes. Collier County Government has authorized OSHA representatives to enter any Collier County facility, property and/or right-of-way for the purpose of inspection of any Vendor's work operations. This provision is non-negotiable by any department and/or Vendor. All new electrical installations shall incorporate NFPA 70E Short Circuit Protective Device Coordination and Arc Flash Studies where relevant as determined by the engineer. All electrical installations shall be labeled with appropriate NFPA 70E arch flash boundary and PPE Protective labels. 9. Licenses The Vendor is required to possess the correct Business Tax Receipt, professional license, and any other authorizations necessary to carry out and perform the work required by the project pursuant to all applicable Federal, State and Local Law, Statute, Ordinances, and rules and regulations of any kind. Additionally, copies of the required licenses must be submitted with the proposal response indicating that the entity proposing, as well as the team assigned to the County account, is properly licensed to perform the activities or work included in the contract documents. Failure on the part of any Vendor to submit the required documentation may be grounds to deem Vendor non-responsive. A Vendor, with an office within Collier County is also required to have an occupational license. 16-6618 RFP_Non_CCNATemplate_12222015 27 Packet Page -1823- 6/28/2016 16.E.5. All State Certified contractors who may need to pull Collier County permits or call in inspections must complete a Collier County Contractor License registration form and submit the required fee. After registering the license/registration will need to be renewed thereafter to remain "active" in Collier County. If you have questions regarding professional licenses contact the Contractor Licensing, Community Development and Environmental Services at (239) 252-2431, 252-2432 or 252-2909. Questions regarding required occupational licenses, please contact the Tax Collector's Office at (239) 252- 2477. 10. Principals/Collusion By submission of this Proposal the undersigned, as Vendor, does declare that the only person or persons interested in this Proposal as principal or principals is/are named therein and that no person other than therein mentioned has any interest in this Proposal or in the contract to be entered into; that this Proposal is made without connection with any person, company or parties making a Proposal, and that it is in all respects fair and in good faith without collusion or fraud. 11. Relation of County It is the intent of the parties hereto that the Vendor shall be legally considered an independent Vendor, and that neither the Vendor nor their employees shall, under any circumstances, be considered employees or agents of the County, and that the County shall be at no time legally responsible for any negligence on the part of said Vendor, their employees or agents, resulting in either bodily or personal injury or property damage to any individual, firm, or corporation. 12. Termination Should the Vendor be found to have failed to perform his services in a manner satisfactory to the County, the County may terminate this Agreement immediately for cause; further the County may terminate this Agreement for convenience with a thirty (30) day written notice. The County shall be sole judge of non-performance. 13. Lobbying All firms are hereby placed on NOTICE that the Board of County Commissioners does not wish to be lobbied, either individually or collectively about a project for which a firm has submitted a Proposal. Firms and their agents are not to contact members of the County Commission for such purposes as meeting or introduction, luncheons, dinners, etc. During the process, from Proposal closing to final Board approval, no firm or their agent shall contact any other employee of Collier County in reference to this Proposal, with the exception of the Procurement Director or his designee(s). Failure to abide by this provision may serve as grounds for disqualification for award of this contract to the firm. 14. Public Records Compliance The Vendor/Contractor agrees to comply with the Florida Public Records Law Chapter 119 (including specifically those contractual requirements at F.S. § 119.0701(2) (a)-(d) and (3)), ordinances, codes, rules, regulations and requirements of any governmental agencies. 16-6618 RF P_Non_CC NATem plate_12222015 28 Packet Page -1824- 6/28/2016 16.E.5. 15. Certificate of Authority to Conduct Business in the State of Florida (Florida Statute 607.1501) In order to be considered for award, firms must be registered with the Florida Department of State --� Divisions of Corporations in accordance with the requirements of Florida Statute 607.1501 and provide a certificate of authority (www.sunbiz.orq/search.html) prior to execution of a contract. A copy of the document may be submitted with the solicitation response and the document number shall be identified. Firms who do not provide the certificate of authority at the time of response shall be required to provide same within five (5) days upon notification of selection for award. If the firm cannot provide the document within the referenced timeframe, the County reserves the right to award to another firm. 16. Single Proposal Each Vendor must submit, with their proposal, the required forms included in this RFP. Only one proposal from a legal entity as a primary will be considered. A legal entity that submits a proposal as a primary or as part of a partnership or joint venture submitting as primary may not then act as a sub- consultant to any other firm submitting under the same RFP. If a legal entity is not submitting as a primary or as part of a partnership or joint venture as a primary, that legal entity may act as a sub- consultant to any other firm or firms submitting under the same RFP. All submittals in violation of this requirement will be deemed non-responsive and rejected from further consideration. 17. Survivability Work Orders: The Contractor agrees that any Work Order that extends beyond the expiration date of Solicitation 16-6618 will survive and remain subject to the terms and conditions of that Agreement until the completion or termination of this Work Order. 18. Protest Procedures Any prospective vendor / proposer who desires to protest any aspect(s) or provision(s) of the solicitation (including the form of the solicitation documents or procedures) shall file their protest with the Procurement Director prior to the time of the bid opening strictly in accordance with the County's then current purchasing ordinance and policies. The Board of County Commissioners will make award of contract in public session. Award recommendations will be posted outside the offices of the Purchasing Department on Wednesdays and Thursdays. Any actual or prospective respondent who desires to formally protest the recommended contract award must file a notice of intent to protest with the Procurement Director within two (2) calendar days (excluding weekends and County holidays) of the date that the recommended award is posted. Upon filing of said notice, the protesting party will have five (5) days to file a formal protest and will be given instructions as to the form and content requirements of the formal protest. A copy of the "Protest Policy" is available at the office of the Procurement Director. 19. Public Entity Crime A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a 16-6618 RFP_Non_CCNATemplate_12222015 29 Packet Page -1825- 6/28/2016 16.E.5. contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. 20. Security and Background Checks If required, Vendor/ Contractor/ Proposer shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division, and drug testing for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four(4) years. 21. Conflict of Interest Vendor shall complete the Conflict of Interest Affidavit included as an attachment to this RFP document. Disclosure of any potential or actual conflict of interest is subject to County staff review and does not in and of itself disqualify a firm from consideration. These disclosures are intended to identify and or preclude conflict of interest situations during contract selection and execution. 22. 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, the current Collier County Ethics Ordinance 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. 23. Immigration Affidavit Certification Statutes and executive orders require employers to abide by the immigration laws of the United States and to employ only individuals who are eligible to work in the United States. The Employment Eligibility Verification System (E-Verify) operated by the Department of Homeland Security (DHS) in partnership with the Social Security Administration (SSA), provides an Internet- based means of verifying employment eligibility of workers in the United States; it is not a substitute for any other employment eligibility verification requirements. The program will be used for Collier County formal Invitations to Bid (ITB) and Request for Proposals (RFP) including professional services and construction services. Exceptions to the program: • Commodity based procurement where no services are provided. • Where the requirement for the affidavit is waived by the Board of County Commissioners Vendors / Bidders are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the vendor's/bidder's proposal. Acceptable evidence consists of a copy of the properly completed E-Verify Company Profile page or a copy of 16-6618 RF P_Non_CC NATemplate_12222015 30 Packet Page -1826- 6/28/2016 16.E.5. the fully executed E-Verify Memorandum of Understanding for the company. Vendors are also required to provide the Collier County Purchasing Department an executed affidavit certifying they shall comply with the E-Verify Program. The affidavit is attached to the solicitation documents. If the BidderNendor does not comply with providing both the acceptable E-Verify evidence and the executed affidavit the bidder's/vendor's proposal may be deemed non-responsive. Additionally, vendors shall require all subcontracted vendors to use the E-Verify system for all purchases not covered under the "Exceptions to the program" clause above. For additional information regarding the Employment Eligibility Verification System (E-Verify) program visit the following website: http://www.dhs.qov/E-Verify. It shall be the vendor's responsibility to familiarize themselves with all rules and regulations governing this program. Vendor acknowledges, and without exception or stipulation, any firm(s) receiving an award shall be 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 and with the provisions contained within this affidavit. Failure by the awarded firm(s) to comply with the laws referenced herein or the provisions of this affidavit shall constitute a breach of the award agreement and the County shall have the discretion to unilaterally terminate said agreement immediately. 24. Collier County Local Preference Policy Collier County provides an incentive to local business to enhance the opportunities of local businesses in the award of County contracts. In the evaluation of proposals, the County rewards Vendors for being a local business by granting a ten (10) points incentive in the evaluation criterion points. Local business means the vendor has a current Business Tax Receipt issued by the Collier County Tax Collector for at least one year prior to bid or proposal submission to do business within Collier County, and that identifies the business with a permanent physical business address located within the limits of Collier County from which the vendor's staff operates and performs business in an area zoned for the conduct of such business. A Post Office Box or a facility that receives mail, or a non- permanent structure such as a construction trailer, storage shed, or other non-permanent structure shall not be used for the purpose of establishing said physical address. In addition to the foregoing, a vendor shall not be considered a "local business" unless it contributes to the economic development and well-being of Collier County in a verifiable and measurable way. This may include, but not be limited to, the retention and expansion of employment opportunities, support and increase to the County's tax base, and residency of employees and principals of the business within Collier County. Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their bid or proposal to be eligible for consideration as a "local business" under this section. A vendor who misrepresents the Local Preference status of its firm in a proposal or bid submitted to the County will lose the privilege to claim Local Preference status for a period of up to one year. Under this solicitation proposers desiring to receive local preference will be invited and required to affirmatively state and provide documentation as set forth in the solicitation in support of their status as a local business. Any proposer who fails to submit sufficient documentation with their proposal offer shall not be granted local preference consideration for the purposes of that specific contract award. Except where federal or state law, or any other funding source, mandates to the contrary, Collier County and its agencies and instrumentalities, will give preference to local businesses in the following manner. For all purchases of commodities and services procured through a competitive proposal process 16-6618 R F P_N on_CC NATem p I ate_12222015 31 Packet Page -1827- 6/28/2016 16.E.5. and not otherwise exempt from this local preference section, the solicitation shall include a weighted criterion for local preference that equals 10 percent of the total points in the evaluation criteria published in the solicitation. Purchases of professional services as defined and identified under subsection 11B.2 (which are subject to Section 287.055, F.S.) and subsection 116.3 (which are subject to Section 11.45, F.S.) shall not be subject to this local preference section. The vendor must complete and submit with their proposal response the Affidavit for Claiming Status as a Local Business which is included as part of this solicitation. Failure on the part of a vendor to submit this Affidavit with their proposal response will preclude said Vendor from being considered for local preference under this solicitation. A vendor who misrepresents the Local Preference status of its firm in a proposal or bid submitted to the County will lose the privilege to claim Local Preference status for a period of up to one year. 16-6618 R F P_N o n_C C N ATe m p l a te_12222 015 32 Packet Page -1828- 6/28/2016 16.E.5. Co iter County Administrative Services Department Procurement Services Division Attachment 1: Vendor's Non-Response Statement The sole intent of the Collier County Purchasing Department is to issue solicitations that are clear, concise and openly competitive. Therefore, we are interested in ascertaining reasons for prospective Vendors not wishing to respond to this solicitation. If your firm is not responding to this RFP, please indicate the reason(s) by checking the item(s) listed below and return this form via email or fax, noted on the cover page, or mail to Collier County Government, Purchasing Department, 3327 Tamiami Trail E, Naples, FL 34112. We are not responding to Solicitation 16-6618 General Contractor Services for the following reason(s): ❑ Services requested not available through our company. ❑ Our firm could not meet specifications/scope of work. ❑ Specifications/scope of work not clearly understood or applicable (too vague, rigid, etc.) ❑ Project is too small. ❑ Insufficient time allowed for preparation of response. ❑ Incorrect address used. Please correct mailing address: ❑ Other reason(s): Name of Firm: Address: City, State, Zip: Telephone: Email: Representative Signature: Representative Name: Date 16-6618 RFP_Non_CC NATem plate_12222015 33 Packet Page -1829- 6/28/2016 16.E.5. Corner Comity Administrative Services Department Procurement Services Division Attachment 2: Vendor Check List IMPORTANT: THIS SHEET MUST BE SIGNED. Please read carefully, sign in the spaces indicated and return with your Proposal. Vendor should check off each of the following items as the necessary action is completed: ❑ The Proposal has been signed. ❑ All applicable forms have been signed and included, along with licenses to complete the requirements of the project. ❑ Any addenda have been signed and included. ❑ The mailing envelope has been addressed to: Collier County Government Purchasing Department 3327 Tamiami Trail E Naples FL 34112 Attn: Rhonda Burns, Procurement Strategist ❑ The mailing envelope must be sealed and marked with Solicitation 16-6618 General Contractor Services and April 12, 2016. ❑ The Proposal will be mailed or delivered in time to be received no later than the specified due date and time. (Otherwise Proposal cannot be considered.) ❑ If submitting a manual bid, include any addenda (initialed and dated noting understanding and receipt). If submitting bid electronically, bidder will need to download all related documents on www.colliergov.net/bid. The system will date and time stamp when the addendum files were downloaded. ALL COURIER-DELIVERED PROPOSALS MUST HAVE THE RFP NUMBER AND TITLE ON THE OUTSIDE OF THE COURIER PACKET. Name of Firm: Address: City, State, Zip: Telephone: Email: Representative Signature: Representative Name: Date 16-6618 R F P_N o n_C C NATe m p l ate_12222015 34 Packet Page -1830- 6/28/2016 16.E.5. Cot ier County Administrative Services Department Procurement Services Division Attachment 3: Conflict of Interest Affidavit By the signature below, the firm (employees, officers and/or agents) certifies, and hereby discloses, that, to the best of their knowledge and belief, all relevant facts concerning past, present, or currently planned interest or activity (financial, contractual, organizational, or otherwise) which relates to the proposed work; and bear on whether the firm (employees, officers and/or agents) has a possible conflict have been fully disclosed. Additionally, the firm (employees, officers and/or agents) agrees to immediately notify in writing the Procurement Director, or designee, if any actual or potential conflict of interest arises during the contract and/or project duration. Firm: Signature and Date: Print Name Title of Signatory State of County of SUBSCRIBED AND SWORN to before me this day of 20 by , who is personally known to me to be the for the Firm, OR who produced the following identification Notary Public My Commission Expires 16-6618 RFP_Non_CCNATem plate_12222015 35 Packet Page -1831- 6/28/2016 16.E.5. 3;t: C er Com_ ty Administrative Services Department Procurement Services Division Attachment 4: Vendor Declaration Statement BOARD OF COUNTY COMMISSIONERS Collier County Government Complex Naples, Florida 34112 RE: Solicitation: 16-6618 General Contractor Services Dear Commissioners: The undersigned, as Vendor declares that this proposal is made without connection or arrangement with any other person and this proposal is in every respect fair and made in good faith, without collusion or fraud. The Vendor agrees, if this proposal is accepted, to execute a Collier County document for the purpose of establishing a formal contractual relationship between the firm and Collier County, for the performance of all requirements to which the proposal pertains. The Vendor states that the proposal is based upon the proposal documents listed by Solicitation: 16-6618 General Contractor Services. (Proposal Continued on Next Page) f"-\ 16-6618 R F P_N o n_C C N AT e m p l a t e_1222 2015 36 Packet Page -1832- 6/28/2016 16.E.5. PROPOSAL CONTINUED IN WITNESS WHEREOF, WE have hereunto subscribed our names on this day of , 20 in the County of , in the State of Firm's Legal Name: Address: City, State, Zip Code: Florida Certificate of Authority Document Number: Federal Tax Identification Number CCR#or CAGE Code Telephone: FAX: Signature by: (Typed and written) Title: Additional Contact Information Send payments to: (required if different from above) Company name used as payee Contact name: Title: Address: City, State,ZIP Telephone: FAX: Email: Office servicing Collier County to place orders (required if different from above) Contact name: Title: Address: City, State,ZIP Telephone: Email 16-6618 R F P_N o n_C C N ATe m p l a te_12 22 2015 37 Packet Page -1833- 6/28/2016 16.E.5. Colter County Administrative Services Department Procurement Seneices Division Attachment 5: Affidavit for Claiming Status as a Local Business Solicitation: 16-6618 General Contractor Services (Check Appropriate Boxes Below) State of Florida (Select County if Vendor is described as a Local Business [' Collier County ❑ Lee County Vendor affirms that it is a local business as defined by the Purchasing Policy of the Collier County Board of County Commissioners and the Regulations Thereto. As defined in Section XI of the Collier County Purchasing Policy: Local business means the vendor has a current Business Tax Receipt issued by the Collier County Tax Collector for at least one year prior to bid or proposal submission to do business within Collier County, and that identifies the business with a permanent physical business address located within the limits of Collier County from which the vendor's staff operates and performs business in an area zoned for the conduct of such business. A Post Office Box or a facility that receives mail, or a non-permanent structure such as a construction trailer, storage shed, or other non-permanent structure shall not be used for the purpose of establishing said physical address. In addition to the foregoing, a vendor shall not be considered a "local business" unless it contributes to the economic development and well-being of Collier County in a verifiable and measurable way. This may include, but not be limited to, the retention and expansion of employment opportunities, support and increase to the County's tax base, and residency of employees and principals of the business within Collier County. Vendors shall affirm in writing their compliance with the foregoing at the time of submitting their bid or proposal to be eligible for consideration as a"local business" under this section. A vendor who misrepresents the Local Preference status of its firm in a proposal or bid submitted to the County will lose the privilege to claim Local Preference status for a period of up to one year. Vendor must complete the following information: Year Business Established in ❑Collier County or❑ Lee County: Number of Employees (Including Owner(s)or Corporate Officers): Number of Employees Living in ❑ Collier County or❑ Lee (Including Owner(s)or Corporate Officers): If requested by the County, vendor will be required to provide documentation substantiating the information given in this affidavit. Failure to do so will result in vendor's submission being deemed not applicable. Vendor Name: Date: Collier or Lee County Address: Signature: Title: STATE OF FLORIDA ❑ COLLIER COUNTY ❑ LEE COUNTY Sworn to and Subscribed Before Me, a Notary Public, for the above State and County, on this Day of , 20 Notary Public My Commission Expires: (AFFIX OFFICIAL SEAL) 16-6618 RFP_N on_CC NATem p l ate_12222015 38 Packet Page -1834- 6/28/2016 16.E.5. Collier County Administrative Services Department Procurement Services Division Attachment 6: Immigration Affidavit Certification Solicitation:16-6618 General Contractor Services This Affidavit is required and should be signed, notarized by an authorized principal of the firm and submitted with formal Invitations to Bid (ITB's)and Request for Proposals(RFP)submittals. Further, Vendors/Bidders are required to enroll in the E-Verify program, and provide acceptable evidence of their enrollment, at the time of the submission of the vendor's/bidder's proposal. Acceptable evidence consists of a copy of the properly completed E- Verify Company Profile page or a copy of the fully executed E-Verify Memorandum of Understanding for the company. Failure to include this Affidavit and acceptable evidence of enrollment in the E-Verify program may deem the Vendor/Bidder's proposal as non-responsive. Collier County will not intentionally award County contracts to any vendor who knowingly employs unauthorized alien workers, constituting a violation of the employment provision contained in 8 U.S.C. Section 1324 a(e)Section 274A(e) of the Immigration and Nationality Act("INA"). Collier County may consider the employment by any vendor of unauthorized aliens a violation of Section 274A(e) of the INA. Such Violation by the recipient of the Employment Provisions contained in Section 274A(e)of the INA shall be grounds for unilateral termination of the contract by Collier County. Vendor attests that they are fully compliant with all applicable immigration laws (specifically to the 1986 Immigration Act and subsequent Amendment(s)) and agrees to comply with the provisions of the Memorandum of Understanding with E-Verify and to provide proof of enrollment in The Employment Eligibility Verification System (E-Verify), operated by the Department of Homeland Security in partnership with the Social Security Administration at the time of submission of the Vendor's/Bidder's proposal. Company Name Print Name Title Signature Date State of County of The foregoing instrument was signed and acknowledged before me this day of 20_, by who has produced as identification. (Print or Type Name) (Type of Identification and Number) Notary Public Signature Printed Name of Notary Public Notary Commission Number/Expiration The signee of this Affidavit guarantees, as evidenced by the sworn affidavit required herein, the truth and accuracy of this affidavit to interrogatories hereinafter made. 16-6618 RFP_Non_CC NATem plate_12222015 39 Packet Page-1835- 6/28/2016 16.E.5. Co ter County �.., Administrative Services Department Procurement Services Division Attachment 7: Vendor Substitute W—9 Request for Taxpayer Identification Number and Certification In accordance with the Internal Revenue Service regulations, Collier County is required to collect the following information for tax reporting purposes from individuals and companies who do business with the County (including social security numbers if used by the individual or company for tax reporting purposes). Florida Statute 119.071(5) require that the county notify you in writing of the reason for collecting this information, which will be used for no other purpose than herein stated. Please complete all information that applies to your business and return with your quote or proposal. 1. General Information (provide all information) Taxpayer Name (as shown on income tax return) Business Name (if different from taxpayer name) Address City State Zip Telephone FAX Email Order Information Remit/Payment Information Address Address City State Zip City State Zip FAX FAX Email Email 2. Company Status (check only one) _Individual/Sole Proprietor _Corporation _Partnership Tax Exempt (Federal income tax-exempt entity _Limited Liability Company under Internal Revenue Service guidelines IRC 501 (c)3) Enter the tax classification (D=Disregarded Entity, C=Corporation, P=Partnership) 3. Taxpayer Identification Number(for tax reporting purposes only) Federal Tax Identification Number(TIN) (Vendors who do not have a TIN,will be required to provide a social security number prior to an award of the contract.) 4. Sign and Date Form Certification: Under penalties of perjury, I certify that the information shown on this form is correct to my knowledge. Signature Date Title Phone Number 16-6618 R FP_Non_CCNATem plate_12222015 40 Packet Page-1836- 6/28/2016 16.E.5. Co ,er County Administrative Services Department Procurement Services Division Attachment 8: Insurance and Bonding Requirements Insurance'/Bond Type Required Limits 1. ®Worker's Statutory Limits of Florida Statutes, Chapter 440 and all Federal Government Compensation Statutory Limits and Requirements 2. ® Employer's Liability $1,000,000 single limit per occurrence 3. ® Commercial General Bodily Injury and Property Damage Liability(Occurrence Form) patterned after the current $1,000,000 single limit per occurrence, $2,000,000 aggregate for Bodily Injury ISO form Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability 4. ® Indemnification To the maximum extent permitted by Florida law, the Contractor/Company/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 Contractor/Company/Consultant or anyone employed or utilized by the Contractor/Company/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. 4. ® Automobile Liability $500,000 Each Occurrence; Bodily Injury& Property Damage, Owned/Non-owned/Hired; Automobile Included 5. ❑ Other insurance as ❑Watercraft $ Per Occurrence noted: ❑ United States Longshoreman's and Harborworker's Act coverage shall be maintained where applicable to the completion of the work. $ Per Occurrence ❑ Maritime Coverage(Jones Act)shall be maintained where applicable to the completion of the work. $ Per Occurrence ❑Aircraft Liability coverage shall be carried in limits of not less than $5,000,000 each occurrence if applicable to the completion of the Services under this Agreement. $ Per Occurrence ❑ Pollution $ Per Occurrence ❑ Professional Liability $ Per Occurrence • $ 500,000 each claim and in the aggregate • $1,000,000 each claim and in the aggregate • $2,000,000 each claim and in the aggregate ❑ Professional Liability $ per claim and in the aggregate Packet Page -1837- 6/28/2016 16.E.5. • $1,000,000 per claim and in the aggregate • $2,000,000 per claim and in the aggregate ❑ Valuable Papers Insurance $ Per Occurrence 6. E Bid bond (if applicaple) Shall be submitted with proposal response in the form of certified funds, cashiers' check or an irrevocable letter of credit, a cash bond posted with the County Clerk, or proposal bond in a sum equal to 5% of the cost proposal. All checks shall be made payable to the Collier County Board of County Commissioners on a bank or trust company located in the State of Florida and insured by the Federal Deposit Insurance Corporation. 7. E Performance and For projects in excess of$200,000, bonds shall be submitted with the Payment Bonds (if executed contract by Proposers receiving award, and written for 100% of the applicaple) Contract award amount, the cost borne by the Proposer receiving an award. The Performance and Payment Bonds shall be underwritten by a surety authorized to do business in the State of Florida and otherwise acceptable to Owner; provided, however, the surety shall be rated as "A-"or better as to general policy holders rating and Class V or higher rating as to financial size category and the amount required shall not exceed 5% of the reported policy holders'surplus, all as reported in the most current Best Key Rating Guide, published by A.M. Best Company, Inc. of 75 Fulton Street, New York, New York 10038. 8. E Company shall ensure that all subcontractors comply with the same insurance requirements that he is required to meet. The same Company shall provide County with certificates of insurance meeting the required insurance provisions. 9. E Collier County must be named as "ADDITIONAL INSURED" on the Insurance Certificate for Commercial General Liability where required. 10. E The Certificate Holder shall be named as Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR Collier County Government, OR Collier County. The Certificates of Insurance must state the Contract Number, or Project Number, or specific Project description, or must read: For any and all work performed on behalf of Collier County. 11. E Thirty (30) Days Cancellation Notice required. Company's Insurance Statement We understand the insurance requirements of these specifications and that the evidence of insurability may be required within five(5) days of the award of this solicitation. Name of Company Date Company Signature Print Name Insurance Agency Agent Name Telephone Number 16-6618 RFP_Non_CCNATem plate_12222015 42 Packet Page-1838- 6/28/2016 16.E.5. Co ,er County Administrative Services Department Procurement Services Division Attachment 9: Reference Questionnaire Solicitation: 16-6618 General Contractor Services Reference Questionnaire for: (Name of Company Requesting Reference Information) (Name of Individuals Requesting Reference Information) Name: Company: (Evaluator completing reference questionnaire) (Evaluator's Company completing reference) Email: FAX: Telephone: Collier County is implementing a process that collects reference information on firms and their key personnel to be used in the selection of firms to perform this project. The Name of the Company listed in the Subject above has listed you as a client for which they have previously performed work. Please complete the survey. Please rate each criteria to the best of your knowledge on a scale of 1 to 10, with 10 representing that you were very satisifed (and would hire the firm/individual again)and 1 representing that you were very unsatisfied (and would never hire the firm/indivdival again). If you do not have sufficient knowledge of past performance in a particular area, leave it blank and the item or form will be scored "0." Project Description: Completion Date: Project Budget: Project Number of Days: Change Orders- Dollars Added : Change Orders- Days Added: Item Citeria Score 1 Ability to manage the project costs (minimize change orders to scope). 2 Ability to maintain project schedule(complete on-time or early). 3 Quality of work. 4 Quality of consultative advice provided on the project. 5 Professionalism and ability to manage subcontractors!. 6 Project administration (completed documents, final invoice,final product turnover; invoices; manuals or going forward documentation, etc.) 7 Ability to verbally communicate and document information clearly and succinctly. 8 Abiltity to manage risks and unexpected project circumstances. 9 Ability to follow contract documents, policies, procedures, rules, regulations, etc. 10 Overall comfort level with hiring the company in the future(customer satisfaction). TOTAL SCORE OF ALL ITEMS Please FAX this completed survey to: By 16-6618 RFP_Non_CC NATem plate_12222015 43 Packet Page -1839- 6/28/2016 16.E.5. Colter County Email: rhondaburns@colliergov.net Administrative Services Department Telephone: (239) 252-8941 Procurement Services Division FAX: (239) 252-6700 ADDENDUM 1 Memorandum Date: April 11, 2016 From: Rhonda Burns, FCCN, CPPB, Procurement Strategist To: Interested Bidders Subject: Addendum# 1 Solicitation #and Title 16-6618 General Contractor Services The following correction is issued as an addendum identifying the following change (s)for the referenced solicitation: ADD: The following bolded underlined language: For projects up to fifty thousand ($50,000) dollars is as follows: • For projects above three thousand ($3,000) and up to $50,000: A summary of work will be offered to all GC's under contract. The GC will respond with the price methodology as identified by the County's project manager within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the GC with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all GC's under contract with anticipated completion schedules, price methodology, and may identify liquidated damages (if required). • The GC will respond with a price methodology and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. Addendum 1 Packet Page -1840- 6/28/2016 16.E.5. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the GC with the lowest responsive lump sum quote. If you require additional information please post a question on the Online Bidding site or contact me using the above contact information. c: Hank Jones, Principal Project Manager, Facilities Management Division Please sign below and return a copy of this Addendum with your submittal for the above referenced solicitation. (Signature) Date (Name of Firm) Packet Page -1841- 6/28/2016 16.E.5. �-o AGREEMENT16-6618 for General Contractor Services THIS AGREEMENT is made and entered into this day of , 2016, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and Surety Construction Company, authorized to do business in the State of Florida, whose business address is 6640 Willow Park Drive, Naples, Florida 34109 (hereinafter referred to as the "Contractor"). WITNESSETH: 1. TERM AND COMMENCEMENT. The Agreement shall be for a two (2) year period, commencing on date of award by the Collier County Board of County Commissioners, and terminating until such time as all outstanding Work Orders issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional two (2) year term. The County shall give the Contractor written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term. 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 Contractor shall commence the Work upon issuance of a Work Order accompanied by a Notice to Proceed. 2. STATEMENT OF WORK. The Board of County Commissioners deemed six (6) firms to be qualified and awarded an Agreement to each firm. Each awardee will enter into an Agreement to provide complete services for General Contractor Services on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP#16-6618 and the Contractor's proposal, which is incorporated by reference and made an integral part of this Agreement. 2.1 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 procedure to obtain Work and all Work undertaken by Contractor for Owner pursuant to this Agreement during the term and any extension of the term of this Agreement. Any County Agency may utilize the services offered under this Agreement, provided sufficient funds are included in the budget(s). 2.2 The procedure for obtaining Work under this Agreement is as follows: 111) Page -1- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page -1842- 6/28/2016 16.E.5. For projects with a value up to three thousand ($3,000) dollars is as follows: • County Staff will select one of the awarded Contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. For projects above three thousand ($3,000) and up to fifty thousand ($50,000) dollars is as follows: • A summary of work will be offered to all Contractors under contract. The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all Contractors under contract with anticipated completion schedules, price methodology, and may identify liquidated damages, if required. • The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. Procedures for projects with a value of$250,000 and above are as follows: • This Agreement is limited for work or projects with an estimated initial value up to $250,000. This value may be increased after the award by Change Orders for unanticipated difficulties, work or costs, as set forth in the County's Procurement Ordinance. Work or projects with an estimated initial value in excess of $250,000 are outside of the scope of this Agreement, will be competitively bid in accordance with the County's Procurement Ordinance and will require Board of County Commissioners approval. 4/0 Page -2- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page -1843- 6/28/2016 16.E.5. For each awarded Project, as part of the Contract Documents or in each Summary of Work or Request for Quotation, the Owner reserves the right to specify: the period of completion; collection of liquidated damages in the event of late completion. 2.3 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County, in compliance with the Procurement Ordinance, as amended and Procurement Procedures in effect at the time such services are authorized. 2.4 This Agreement shall be the sole Agreement, and shall supersede any prior Agreement between the parties, for any new work or projects initiated after this Agreement is in effect. 3. THE AGREEMENT 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 and pursuant to the Price Methodology in Section 3.1. 3.1 Price Methodology: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Only a single lump sum quote is required, no itemized breakdown for the lump sum quote will be required for quoting or payment purposes. No time and material quotes will be accepted or required for quoting or payment. Actual invoices for materials, subcontractors, mark-ups, etc. will not be required for payment purposes, as the lump sum quote does not require a breakdown of the quote or supporting documentation. Timesheets and/or timecards will not be accepted or required for quoting or payment purposes to support labor hours, as they are not required for a lump sum quote. 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: Surety Construction Company 6640 Willow Park Drive, Suite B Naples, FL 34109 Telephone: 239-992-6030 Fax: 239-992-7977 cflovd(c suretvconst.com Attention: Terry Kelly, 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: Page -3- Aoreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1844- 6/28/2016 16.E.5. Collier County Government Complex Procurement Services Division 3327 East Tamiami Trail Naples, Florida 34112 Attention: Director, Procurement Services Division Phone: 239-252-8407 Fax: 239-252-6480 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. Owner will not be obligated to pay for any permits obtained by Subcontractors. 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 Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION. With respect to this Agreement, should the Contractor be found to have failed to perform Contractor 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. With respect to a particular Project, termination shall be governed by the terms of the Purchase Order. 9. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. Page -4- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1845- 6/28/2016 16.E.5. 10. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $2,000,000 aggregate, for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 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 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 ensure that all subcontractors comply with the same insurance requirements that Contractor 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. 11.1 The duty to defend under this Article 11 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, Owner and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 11 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the Owner or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. Page -5- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page -1846- 6/28/2016 16.E.5. 12. BONDS. A. When a construction project is in excess of $200,000, the Contractor(s) shall be "."-\ required to provide Payment and Performance Bonds. B. When required by Owner, the Contractor shall furnish a Performance and/or Payment Bond prior to commencing performance, for the full amount of the Work, which shall act as a security guaranteeing the performance of the Contractor's work and the payment by the Contractor to any other party (ies) providing labor and/or materials in connection with each construction or renovation project performed by the Contractor. The bonds shall be furnished using the forms prescribed in Exhibit"A". C. All performance security shall be continued for a six (6) month period beyond the final completion of the project. D. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute another bond and surety, both of which shall be subject to the Owner's approval. 13. PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may indicate on his response to the Request for Quotation his wish to receive Progress Payments. Subsequent to the first payment, Contractor must provide Owner with a fully executed Release and Affidavit in the form attached hereto as Exhibit "B" as a condition precedent to release of each progress payment. All applications for payment, whether for full payment or a progress payment shall be in writing, and in substantially the form attached hereto as Exhibit "C." 14. 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. 15. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. (:112) Page -6- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1847- 6/28/2016 16.E.5. 16. CONTRACT TIME AND TIME EXTENSIONS. �. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 17. 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 a lump sum quote of any cost or time increases or savings it foresees as a result of the change. If accepted by Owner, the change shall be considered a lump sum change order quote and follow Section 3.1 of this Agreement. 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 Agreement shall be in compliance with the County's Procurement Ordinance and Procurement Procedures in effect at the time such modifications are authorized. A Change Order in the form attached as Exhibit "D" to this Agreement, 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 Change Orders. The Contract Amount and Contract Time shall be adjusted in the Change Order in the manner as Owner and Contractor shall mutually agree. 18. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in accordance with the Procurement Ordinance, as amended, and Procurement Procedures and Section 3.1 of this Agreement. (:102) Page -7- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page -1848- 6/28/2016 16.E.5. 19. COMPLIANCE WITH LAWS. The 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, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements in F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 20. 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 hall leave the Project site clean and ready for occupancy by Owner. Page -8- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1849- 6/28/2016 16.E.5. 21. ASSIGNMENT. Contractor shall not assign this Agreement or any part thereof, without the n 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. 22. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP), the Contractor's Proposal, and/or the County's Board approved Executive Summary, this Agreement shall take precedence. 23. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in �-� conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. 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. 26. 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 Page -9- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1850- 6/28/2016 16.E.5. 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. 27. 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. The Change Order shall be completed in accordance with Section 3.1 of this Agreement. } 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. 28. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner issue a Certificate of Substantial Completion. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall prepare and deliver to Contractor a Certificate of Substantial Completion, Exhibit E, 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 punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will Page -10- 0 Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1851- 6/28/2016 16.E.5. make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, Owner shall promptly issue a Certificate of Final Completion, Exhibit F, recommending that on the basis of Owner's 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) The Release and Affidavit in the form attached as Exhibit"B." (2) Consent of Surety (if applicable) to final payment. (3) 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. 29. 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. 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 construction 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 Contract Documents, Summary of Work, or 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 Certificate of Substantial Completion 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. 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, Page -11- • Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1852- 6/28/2016 16.E.5. 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. 30. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Facilities Management Division. 31. COMPONENT PARTS OF THIS AGREEMENT. This Agreement 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(s), RFP No. 16-6618, any addenda, any Quotation/Work Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Work Orders. 32. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 33. 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. 34. 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. If these costs are applicable, the costs will be included in the lump sum total and follow Section 3.1 of this Agreement. 35. 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. 36. 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. 37. 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 Agreement to other governmental entities at the discretion of the successful proposer. Page -12- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1853- 6/28/2016 16.E.5. 38. 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. 39. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four (4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPSAcolliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of$500 per incident. 40. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision- making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 41. SAFETY. All contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts orconditions that may cause injury or damage to any persons or property within and around the work site. Page -13- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1854- 6/28/2016 16.E.5. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non-negotiable by any ^ department/division and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. ***************************Remainder of page intentionally left blank******************************* Page -14- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1855- 6/28/2016 16.E.5. IN WITNESS WHEREOF, the Contractor and the County, have each, respectively, by an . -N, authorized person or agent, hereunder set their hands and seals on the date and year first above written. BOARD OF COUNTY COMMISSIONERS ATTEST: COLLIER COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Donna Fiala, Chairman Dated: (Seal) Surety Construction Company By: First Witness Signature Print Name and Title Print Name and Title Second Witness Print Name and Title Approved -'s t• ;•r and legality: Lit fi Jeffrey A. -tz ®w, County Attorney Page -15- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page -1856- 6/28/2016 16.E.5. EXHIBIT A PUBLIC PAYMENT BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to as Oblige in the sum of ($ ) for the payment whereof we bind ourselves, our heirs, executors, personal representatives, successors and assigns, jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of , 20_, with Oblige for in accordance with drawings and specifications, which contract is incorporated by reference and made a part hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: Promptly makes payment to all claimants as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect sureties obligation under this Bond. The provisions of this bond are subject to the time limitations of Section 255.0592. In no event will the Surety be liable in the aggregate to claimants for more than the penal sum of this Payment Bond, regardless of the number of suits that may be filed by claimants. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of under-signed representative, pursuant to authority of its governing body. Page-16- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1857- 6/28/2016 16.E.5. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this of 20_, by , as of , a corporation, on behalf of the corporation. He/she is personally known to me OR has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: n ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR Page -17- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1858- 6/28/2016 16.E.5. As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20_, by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (AFFIX OFFICIAL SEAL) (Legibly Printed) Notary Public, State of Commission No.: Page -18- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page -1859- 6/28/2016 16.E.5. EXHIBIT A-2 PUBLIC PERFORMANCE BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to , as Oblige in the sum of ($ ) for the payment whereof we bond ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of 20_, with Oblige for in accordance with drawings and specifications, which contractor is incorporated by reference and made a pat hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: 1. Performs the Contract at the times and in the manner prescribed in the Contract, and 2. Pays Oblige any and all losses, damages, costs and attorneys'fees that Oblige sustains because of any default by Principal under the Contract, including, but not limited to, all delay damages, whether liquidated or actual, incurred by Oblige; and 3. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect Sureties obligation under this bond. The Surety, for value received, hereby stipulates and agrees that no changes, extensions of time, alterations or additions to the terms of the Contract or other work to be performed hereunder, or the specifications referred to therein shall in anywise affect its obligations under this bond, and it does hereby waive notice of any such changes, extensions of time, alternations or additions to the terms of the Contract or to work or to the specifications. Page -19- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1860- 6/28/2016 16.E.5. This instrument shall be construed in all respects as a common law bond. It is expressly understood that the time provisions and statute of limitations under Section 255.05, Florida Statutes, shall not apply to this bond. In no event will the Surety be liable in the aggregate to Oblige for more than the penal sum of this Performance bond regardless of the number of suits that may be filed by Oblige. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of each party being affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 201 , by , as of a corporation, on behalf of the corporation. He/She is personally known to me OR has produced as identification and did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -20- 0 Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1861- A 6/28/2016 16.E.5. ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by_ , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: 0 Page -21- Aareement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1862- 6/28/2016 16.E.5. EXHIBIT B RELEASE AND AFFIDAVIT FORM COUNTY OF COLLIER ) STATE OF FLORIDA ) Before me, the undersigned authority, personally appeared who after being duly sworn, deposes and says: (1) In accordance with the Contract Documents and in consideration of $ paid, ("Contractor") releases and waives for itself and it's subcontractors, material-men, successors and assigns, all claims demands, damages, costs and expenses, whether in contract or in tort, against the Board of County Commissioners of Collier County, Florida, relating in any way to the performance of the Agreement between Contractor and Owner, dated 20 for the period from to (2) Contractor certifies for itself and its subcontractors, material-men, successors and assigns, that all charges for labor, materials, supplies, lands, licenses and other expenses for which Owner might be sued or for which a lien or a demand against any payment bond might be filed, have been fully satisfied and paid. (3) Contractor agrees to indemnify, defend and save harmless Owner from all demands or suits, actions, claims of liens or other charges filed or asserted against the Owner arising out of the performance by Contractor of the Work covered by this Release and Affidavit. (4) This Release and Affidavit is given in connection with Contractor's [monthly/final] Application for Payment No. CONTRACTOR BY: ITS: President DATE: Witnesses STATE OF [Corporate Seal] COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , a corporation, on behalf of the corporation. He/she is personally known to me or has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) NAME: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commissioner No.: ,^ Page -22- Agreement#16-6618"General Contractor S= -s" Surety Construction Company Packet Page-1863- 6/28/2016 16.E.5. EXHIBIT C FORM OF CONTRACT APPLICATION FOR PAYMENT (County Project Manager) Bid No. 16-6618 (County Department) Project No. Collier County Board of County Commissioners(the OWNER)or Collier County Water-Sewer District(the OWNER) Application Date FROM: (Contractor's Representative) Payment Application No. (Contractor's Name) for Work accomplished through the Date: (Contractor's Address) RE: (Project Name) Original Contract Time: Original Contract Amount: $ Revised Contract Time: Total Change Orders to Date $ Revised Contract Amount $ Total value of Work Completed Retainage @ 10% thru[insert date] $ and stored to Date $ Retainage @ _%after [insert date] $ Less previous payment(s) $ Percent Work completed to Date: % AMOUNT DUE THIS Percent Contract Time completed to Date % APPLICATION: $ Liquidated Damages to be Accrued $ CONTRACTOR'S CERTIFICATION: The undersigned CONTRACTOR certifies that: (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied to discharge in full all obligations of CONTRACTOR incurred in connection with Work covered by prior Applications for Payment numbered 1 through inclusive; (2) title to all materials and equipment incorporated in said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all liens, claims, security interests and encumbrances (except such as covered by Bond acceptable to OWNER). The value of such materials and equipment is not relevant and proof of value/cost will not be required; (3) all amounts have been paid for work which previous payments were issued and received from the OWNER and that current payment is now due; (4) and CONTRACTOR agrees that all overruns as shown on the monthly estimate summary shall, in fact, be added to the revised contract and shall be incorporated into a future Change Order: By CONTRACTOR: (Contractor's Name) DATE: (Signature) (Type Name&Title) (shall be signed by a duly authorized representative of CONTRACTOR) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is recommended: By Design Professional : (DP's Name) (Signature)DATE: (Type Name&Title) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is approved: By OWNER'S Project Manager: (Signature) DATE: (Type Name and Title) Page -23 • Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1864- l _ 6/28/2016 16.E.5. EXHIBIT D CHANGE ORDER ❑Contract Modification ❑Work Order Modification 0 Amendment Contract#: Change#: Purchase Order#: Project#: Contractor/Firm Name: Project Name: Project Manager Name: Department: Original Contract/Work Order Amount 'Original BCC Approval Date; Agenda Item#( Current BCC Approved Amount Last BCC Approval Date; Agenda Item# Current Contract/Work Order Amount (SAP Contract Expiration Date (Master) Dollar Amount of this Change ._ #DIV/0! iTotal Change from Original Amount Revised Contract/Work Order Total $ 0.00 #DIV/0! Change from Current BCCA proved Amount Cumulative Changes $ 0.00 #DIV/0! (Change from Current Amount Completion,Date Description of the,Task(s)Change,and Rat ale for the Chang � ,� � Notice to Proceed Original (Approved id Date Date .ompletion Date _.,.J es this change) #of Days Added Select Tasks 0 Add new task(s) ❑Delete task(s) ❑Change task(s) 0 Other(see below) Provide a response to the following: 1.) detailed and specific explanation/rationale of the requested change(s)to the task(s) n and / or the additional days added (if requested); 2.) why this change was not included in the original contract; and, 3.) describe the impact if this change is not processed. Attach additional information from the Design Professional and/or Contractor if needed. Prepared by: Date: (Project Manager Name and Division) Acceptance of this Change Order shall constitute a modification to contract/work order identified above and will be subject to all the same terms and conditions as contained in the contract /work order indicated above, as fully as if the same were stated in this acceptance. The adjustment, if any, to the Contract shall constitute a full and final settlement of any and all claims of the Contractor/ Vendor/Consultant/Design Professional arising out of or related to the change set forth herein,including claims for impact and delay costs. Accepted by: Date: (Contractor/Vendor/Consultant/Design Professional and Name of Firm,if project applicable) Approved by: Date: (Design Professional and Name of Firm,if project applicable) Approved by: Date: (Procurement Professional Page -24- .® Agreement#16-6618"General Contractor Services Surety Construction Company Packet Page -1865- 6/28/2016 16.E.5. EXHIBIT E CERTIFICATE OF SUBSTANTIAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Substantial completion applies to all Work under the Contract documents or to the following specified parts thereof: To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be substantially complete in accordance with the contract documents on: DATE OF SUBSTANTIAL COMPLETION A tentative list of items to be completed or corrected is attached hereto. This list may not be all- inclusive, and the failure to include an item in it does not alter the responsibility of CONTRACTOR to complete all the Work in accordance with the Contract Documents. The items in the tentative list shall be completed or corrected by CONTRACTOR within days of the above date of Substantial Completion. Page -25- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1866- 6/28/2016 16.E.5. The responsibilities between OWNER and CONTRACTOR for security, operation, safety, maintenance, heat, utilities, insurance and warranties shall be as follows: RESPONSIBILITIES: OWNER: CONTRACTOR: The following o ing documents are attached to and made a part of this Certificate: This certificate does not constitute an acceptance of Work not in accordance with the Contract Documents nor is it a release of CONTRACTOR'S obligation to complete the Work in accordance with the Contract Documents. Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Substantial Completion on 20_ CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Substantial Completion on , 20 OWNER By: Type Name and Title Page -26- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1867- 6/28/2016 16.E.5. EXHIBIT F CERTIFICATE OF FINAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION Page -27- 0 Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1868- 6/28/2016 16.E.5. The following warranty is attached to and made a part of this Certificate: EXHIBIT G Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Final.Completion on 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page-28- Aoreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1869- 6/28/2016 16.E.5. EXHIBIT G 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. F 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 -29- Agreement#16-6618"General Contractor Services" Surety Construction Company Packet Page-1870- 6/28/2016 16.E.5. AGREEMENT16-6618 for General Contractor Services THIS AGREEMENT is made and entered into this day of , 2016, 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 Bradanna, Inc., authorized to do business in the State of Florida, whose business address is 125 Airport Road, North, Suite 200, Naples, Florida 34104 (hereinafter referred to as the "Contractor"). WITNESSETH: 1. TERM AND COMMENCEMENT. The Agreement shall be for a two (2) year period, commencing on date of award by the Collier County Board of County Commissioners, and terminating until such time as all outstanding Work Orders issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional two (2) year term. The County shall give the Contractor written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term. 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 Contractor shall commence the Work upon issuance of a Work Order accompanied by a Notice to Proceed. 2. STATEMENT OF WORK. The Board of County Commissioners deemed six (6) firms to be qualified and awarded an Agreement to each firm. Each awardee will enter into an Agreement to provide complete services for General Contractor Services on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP#16-6618 and the Contractor's proposal, which is incorporated by reference and made an integral part of this Agreement. 2.1 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 procedure to obtain Work and all Work undertaken by Contractor for Owner pursuant to this Agreement during the term and any extension of the term of this Agreement. Any County Agency may utilize the services offered under this Agreement, provided sufficient funds are included in the budget(s). O`a3 Page -1- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1871- 6/28/2016 16.E.5. 2.2 The procedure for obtaining Work under this Agreement is as follows: For projects with a value up to three thousand ($3,000) dollars is as follows: • County Staff will select one of the awarded Contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • For projects above three thousand ($3,000) and up to fifty thousand ($50,000) dollars is as follows: • A summary of work will be offered to all Contractors under contract. The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all Contractors under contract with anticipated completion schedules, price methodology, and may identify liquidated damages, if required. • The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. Procedures for projects with a value of$250,000 and above are as follows: • This Agreement is limited for work or projects with an estimated initial value up to $250,000. This value may be increased after the award by Change Orders for unanticipated difficulties, work or costs, as set forth in the County's Procurement Ordinance. Work or projects with an estimated initial value in excess of $250,000 are outside of the scope of this Agreement, will be competitively bid in accordance with the County's Procurement Ordinance and will require Board of County Commissioners approval. lop Page -2- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1872- 6/28/2016 16.E.5. For each awarded Project, as part of the Contract Documents or in each Summary of Work or Request for Quotation, the Owner reserves the right to specify: the period of completion; collection of liquidated damages in the event of late completion. 2.3 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County, in compliance with the Procurement Ordinance, as amended and Procurement Procedures in effect at the time such services are authorized. 2.4 This Agreement shall be the sole Agreement, and shall supersede any prior Agreement between the parties, for any new work or projects initiated after this Agreement is in effect. 3. THE AGREEMENT 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 and pursuant to the Price Methodology in Section 3.1. 3.1 Price Methodology: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Only a single lump sum quote is required, no itemized breakdown for the lump sum quote will be required for quoting or payment purposes. No time and material quotes will be accepted or required for quoting or payment. Actual invoices for materials, subcontractors, mark-ups, etc. will not be required for payment purposes, as the lump sum quote does not require a breakdown of the quote or supporting documentation. Timesheets and/or timecards will not be accepted or required for quoting or payment purposes to support labor hours, as they are not required for a lump sum quote. 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: Bradanna, Inc. 125 Airport Road, North, Suite 200 Naples, FL 34104 Telephone: 239-455-8891 Fax: 239-417-1461 ioe cc bradanna.com Attention: Joe Steinmann, 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: Page -3- Aareement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1873- 6/28/2016 16.E.5. Collier County Government Complex Procurement Services Division �-. 3327 East Tamiami Trail Naples, Florida 34112 Attention: Director, Procurement Services Division Phone: 239-252-8407 Fax: 239-252-6480 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. Owner will not be obligated to pay for any permits obtained by Subcontractors. 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 Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION. With respect to this Agreement, should the Contractor be found to have failed to perform Contractor 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. With respect to a particular Project, termination shall be governed by the terms of the Purchase Order. 9. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. Page -4- Agreement#16-6618"General Contra or Services" Bradanna,Inc. Packet Page -1874- 6/28/2016 16.E.5. 10. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $2,000,000 aggregate, for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 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 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 ensure that all subcontractors comply with the same insurance requirements that Contractor 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. 11.1 The duty to defend under this Article 11 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, Owner and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 11 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the Owner or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. Page -5- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1875- 6/28/2016 16.E.5. 12. BONDS. A. When a construction project is in excess of $200,000, the Contractor(s) shall be required to provide Payment and Performance Bonds. B. When required by Owner, the Contractor shall furnish a Performance and/or Payment Bond prior to commencing performance, for the full amount of the Work, which shall act as a security guaranteeing the performance of the Contractor's work and the payment by the Contractor to any other party (ies) providing labor and/or materials in connection with each construction or renovation project performed by the Contractor. The bonds shall be furnished using the forms prescribed in Exhibit"A". C. All performance security shall be continued for a six (6) month period beyond the final completion of the project. D. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute another bond and surety, both of which shall be subject to the Owner's approval. 13. PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may indicate on his response to the Request for Quotation his wish to receive Progress Payments. Subsequent to the first payment, Contractor must provide Owner with a fully executed Release and Affidavit in the form attached hereto as Exhibit "B" as a condition precedent to release of each progress payment. All applications for payment, whether for full payment or a progress payment shall be in writing, and in substantially the form attached hereto as Exhibit"C." 14. 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. 15. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. 0 Page -6- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1876- 6/28/2016 16.E.5. 16. CONTRACT TIME AND TIME EXTENSIONS. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 17. 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 a lump sum quote of any cost or time increases or savings it foresees as a result of the change. If accepted by Owner, the change shall be considered a lump sum change order quote and follow Section 3.1 of this Agreement. 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 Agreement shall be in compliance with the County's Procurement Ordinance and Procurement Procedures in effect at the time such modifications are authorized. A Change Order in the form attached as Exhibit "D" to this Agreement, 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 Change Orders. The Contract Amount and Contract Time shall be adjusted in the Change Order in the manner as Owner and Contractor shall mutually agree. 18. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in accordance with the Procurement Ordinance, as amended, and Procurement Procedures and Section 3.1 of this Agreement. 444') Page -7- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1877- 6/28/2016 16.E.5. 19. COMPLIANCE WITH LAWS. The 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, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements in F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 20. CLEAN UP. Contractor agrees to keep the Project site clean at all times of debris, rubbish and waste materials arising out of the Work. At the completion of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all tools, appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean and ready for occupancy by Owner. Page -8- Agreement#16-6618"Ge contractor Services" Bradanna,Inc. Packet Page-1878- 6/28/2016 16.E.5. 21. 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. 22. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP), the Contractor's Proposal, and/or the County's Board approved Executive Summary, this Agreement shall take precedence. 23. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. 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. 26. 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 Page -9- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1879- 04(3 6/28/2016 16.E.5. 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. 27. 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. The Change Order shall be completed in accordance with Section 3.1 of this Agreement. 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. 28. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner issue a Certificate of Substantial Completion. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall prepare and deliver to Contractor a Certificate of Substantial Completion, Exhibit E, 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 punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will Page -10- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1880- 6/28/2016 16.E.5. make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, Owner shall promptly issue a Certificate of Final Completion, Exhibit F, recommending that on the basis of Owner's 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) The Release and Affidavit in the form attached as Exhibit "B." (2) Consent of Surety (if applicable) to final payment. (3) 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. 29. 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. 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 construction 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 Contract Documents, Summary of Work, or 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 Certificate of Substantial Completion 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. 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, Page -11- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1881- 04) 6/28/2016 16.E.5. 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. 30. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Facilities Management Division. 31. COMPONENT PARTS OF THIS AGREEMENT. This Agreement 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(s), RFP No. 16-6618, any addenda, any Quotation/Work Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Work Orders. 32. 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 Ill, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 33. 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. 34. 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. If these costs are applicable, the costs will be included in the lump sum total and follow Section 3.1 of this Agreement. 35. 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. 36. 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. 37. 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 Agreement to other governmental entities at the discretion of the successful proposer. Page -12- Agreement#16-6618'General Contractor Services" Bradanna,Inc. Packet Page-1882- 6/28/2016 16.E.5. 38. 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. 39. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four (4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPScolliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of$500 per incident. 40. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision- making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 41. SAFETY. All contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Page -13- Aareement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1883- v 6/28/2016 16.E.5. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non-negotiable by any department/division and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. ***************************Remainder of page intentionally left blank******************************* Page -14- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1884- 6/28/2016 16.E.5. 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 r, written. BOARD OF COUNTY COMMISSIONERS ATTEST: COLLIER COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Donna Fiala, Chairman Dated: (Seal) Bradanna, Inc. By: First Witness Signature Print Name and Title Print Name and Title Second Witness Print Name and Title Approve• a f 6 rm_ixj,legality: ..- i'. , A r k Jeffrey A. la li ow, County Attorney Page -15- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1885- e 6/28/2016 16.E.5. EXHIBIT A PUBLIC PAYMENT BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to as Oblige in the sum of ($ ) for the payment whereof we bind ourselves, our heirs, executors, personal representatives, successors and assigns, jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of , 20_, with Oblige for in accordance with drawings and specifications, which contract is incorporated by reference and made a part hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: Promptly makes payment to all claimants as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect sureties obligation under this Bond. The provisions of this bond are subject to the time limitations of Section 255.0592. In no event will the Surety be liable in the aggregate to claimants for more than the penal sum of this Payment Bond, regardless of the number of suits that may be filed by claimants. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of under-signed representative, pursuant to authority of its governing body. Page -16- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1886- 6/28/2016 16.E.5. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this of 20_, by , as of , a corporation, on behalf of the corporation. He/she is personally known to me OR has produced as identification and did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR Page -17- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1887- e 6/28/2016 16.E.5. As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -18- Agreement#16-6618•eral Contractor Services" Bradanna,Inc. Packet Page-1888- 6/28/2016 16.E.5. EXHIBIT A-2 PUBLIC PERFORMANCE BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to , as Oblige in the sum of ($ ) for the payment whereof we bond ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of 20 , with Oblige for in accordance with drawings and specifications, which contractor is incorporated by reference and made a pat hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: 1. Performs the Contract at the times and in the manner prescribed in the Contract, and 2. Pays Oblige any and all losses, damages, costs and attorneys' fees that Oblige sustains because of any default by Principal under the Contract, including, but not limited to, all delay damages, whether liquidated or actual, incurred by Oblige; and 3. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect Sureties obligation under this bond. The Surety, for value received, hereby stipulates and agrees that no changes, extensions of time, alterations or additions to the terms of the Contract or other work to be performed hereunder, or the specifications referred to therein shall in anywise affect its obligations under this bond, and it does hereby waive notice of any such changes, extensions of time, alternations or additions to the terms of the Contract or to work or to the specifications. Page -19- Aareement#16-6618"Gen=ral Contractor Services" Bradanna,Inc. Packet Page -1889- 6/28/2016 16.E.5. This instrument shall be construed in all respects as a common law bond. It is expressly understood that the time provisions and statute of limitations under Section 255.05, Florida Statutes, shall not apply to this bond. In no event will the Surety be liable in the aggregate to Oblige for more than the penal sum of this Performance bond regardless of the number of suits that may be filed by Oblige. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of each party being affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. Signed, sealed and delivered in the presence of : PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 201_, by , as of , a corporation, on behalf of the corporation. He/She is personally known to me OR has produced as identification and did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -20- Aareement#16-6618"Ge Contractor Services" • Bradanna,Inc. Packet Page -1890- 6/28/2016 16.E.5. ATTEST: SURETY: r^4 (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by_ , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -21- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1891- 6/28/2016 16.E.5. EXHIBIT B RELEASE AND AFFIDAVIT FORM COUNTY OF COLLIER ) STATE OF FLORIDA ) Before me, the undersigned authority, personally appeared who after being duly sworn, deposes and says: (1) In accordance with the Contract Documents and in consideration of $ paid, ("Contractor") releases and waives for itself and it's subcontractors, material-men, successors and assigns, all claims demands, damages, costs and expenses, whether in contract or in tort, against the Board of County Commissioners of Collier County, Florida, relating in any way to the performance of the Agreement between Contractor and Owner, dated 20 for the period from to (2) Contractor certifies for itself and its subcontractors, material-men, successors and assigns, that all charges for labor, materials, supplies, lands, licenses and other expenses for which Owner might be sued or for which a lien or a demand against any payment bond might be filed, have been fully satisfied and paid. (3) Contractor agrees to indemnify, defend and save harmless Owner from all demands or suits, actions, claims of liens or other charges filed or asserted against the Owner arising out of the performance by Contractor of the Work covered by this Release and Affidavit. (4) This Release and Affidavit is given in connection with Contractor's [monthly/final] Application for Payment No. CONTRACTOR BY: ITS: President DATE: Witnesses [Corporate Seal] STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , a corporation, on behalf of the corporation. He/she is personally known to me or has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) NAME: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commissioner No.: Page -22- Agreement#16-6618"G=ieral Contractor Services" Bradanna,Inc. Packet Page -1892- 6/28/2016 16.E.5. EXHIBIT C FORM OF CONTRACT APPLICATION FOR PAYMENT (County Project Manager) Bid No. 16-6618 (County Department) Project No. Collier County Board of County Commissioners(the OWNER)or Collier County Water-Sewer District(the OWNER) Application Date FROM: (Contractor's Representative) Payment Application No. (Contractor's Name) for Work accomplished through the Date: (Contractor's Address) RE: (Project Name) Original Contract Time: Original Contract Amount: $ Revised Contract Time: Total Change Orders to Date $ Revised Contract Amount $ Total value of Work Completed Retainage @ 10% thru[insert date] $ and stored to Date $ Retainage @ _%after [insert date] $ Less previous payment(s) $ Percent Work completed to Date: % AMOUNT DUE THIS Percent Contract Time completed to Date % APPLICATION: $ Liquidated Damages to be Accrued $ CONTRACTOR'S CERTIFICATION: The undersigned CONTRACTOR certifies that: (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied to discharge in n full all obligations of CONTRACTOR incurred in connection with Work covered by prior Applications for Payment numbered 1 through inclusive; (2) title to all materials and equipment incorporated in said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all liens, claims, security interests and encumbrances (except such as covered by Bond acceptable to OWNER). The value of such materials and equipment is not relevant and proof of value/ cost will not be required; (3) all amounts have been paid for work which previous payments were issued and received from the OWNER and that current payment is now due; (4)and CONTRACTOR agrees that all overruns as shown on the monthly estimate summary shall, in fact, be added to the revised contract and shall be incorporated into a future Change Order: By CONTRACTOR: (Contractor's Name) (Signature) DATE: (Type Name&Title) (shall be signed by a duly authorized representative of CONTRACTOR) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is recommended: By Design Professional : (DP's Name) (Signature) DATE: (Type Name&Title) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is approved: By OWNER'S Project Manager: (Signature) DATE: (Type Name and Title) Page -23- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1893- 6/28/2016 16.E.5. EXHIBIT D CHANGE ORDER ❑Contract Modification 0 Work Order Modification ❑Amendment Contract#: Change#: Purchase Order#: Project#: Contractor/Firm Name: Project Name: Project Manager Name: Department: Original Contract/Work Order Amount ;Original BCC Approval Date; Agenda Item#` Current BCCA roved Amount I Last BCC Approval Date; Agenda Item# Current Contract/Work Order Amount 'SAP Contract Expiration Date(Master) Dollar Amount of this Change _ #DIV/01 Total Change from Original Amount I Revised Contract/Work Order Total $ 0.00 #DIV/01 ,Change from Current BCC Approved Amount Cumulative Changes $ 0.00 #DIV/0! Change from Current Amount Completion Date,Description-:of the Task(s)Change,and Rationale fo e ams Notice to Proceed Original —_Approved d Date Date completion Date es this change) #of Days Added Select Tasks ❑Add new task(s) 0 Delete task(s) 0 Change task(s) ❑Other(see below) Provide a response to the following: 1.) detailed and specific explanation/rationale of the requested change(s)to the task(s) and / or the additional days added (if requested); 2.) why this change was not included in the original contract; and, 3.) describe the impact if this change is not processed. Attach additional information from the Design Professional and/or Contractor if needed. Prepared by: Date: (Project Manager Name and Division) Acceptance of this Change Order shall constitute a modification to contract/work order identified above and will be subject to all the same terms and conditions as contained in the contract /work order indicated above, as fully as if the same were stated in this acceptance. The adjustment, if any, to the Contract shall constitute a full and final settlement of any and all claims of the Contractor/ Vendor/Consultant/Design Professional arising out of or related to the change set forth herein, including claims for impact and delay costs. Accepted by: Date: (Contractor/Vendor/Consultant/Design Professional and Name of Firm,if project applicable) Approved by: Date: (Design Professional and Name of Firm,if project applicable) Approved by: Date: (Procurement Professional Page -24- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1894- fi0 6/28/2016 16.E.5. EXHIBIT E CERTIFICATE OF SUBSTANTIAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Substantial completion applies to all Work under the Contract documents or to the following specified parts thereof: To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be substantially complete in accordance with the contract documents on: DATE OF SUBSTANTIAL COMPLETION A tentative list of items to be completed or corrected is attached hereto. This list may not be all- inclusive, and the failure to include an item in it does not alter the responsibility of CONTRACTOR to complete all the Work in accordance with the Contract Documents. The items in the tentative list shall be completed or corrected by CONTRACTOR within days of the above date of Substantial Completion. Page -25- Aoreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page -1895- 6/28/2016 16.E.5. The responsibilities between OWNER and CONTRACTOR for security, operation, safety, maintenance, heat, utilities, insurance and warranties shall be as follows: RESPONSIBILITIES: OWNER: CONTRACTOR: The following documents are attached to and made a part of this Certificate: This certificate does not constitute an acceptance of Work not in accordance with the Contract Documents nor is it a release of CONTRACTOR'S obligation to complete the Work in accordance with the Contract Documents. Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Substantial Completion on , 20_ CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Substantial Completion on , 20_ OWNER By: Type Name and Title Page -26- Agreement#16-6618"General Contractor Services' Bradanna,Inc. Packet Page -1896- 6/28/2016 16.E.5. EXHIBIT F CERTIFICATE OF FINAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION Page -27- Aoreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1897- • 6/28/2016 16.E.5. The following warranty is attached to and made a part of this Certificate: EXHIBIT G Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Final Completion on 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page -28- Agreement#16-6618"General Contractor Services" Bradanna,Inc. Packet Page-1898- v� 6/28/2016 16.E.5. EXHIBIT G 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 -29- Aareement#16-6618"General - tractor Services" OBradanna,Inc. Packet Page -1899- U 6/28/2016 16.E.5. AGREEMENT16-6618 for General Contractor Services THIS AGREEMENT is made and entered into this day of , 2016, 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 Compass Construction, Inc., authorized to do business in the State of Florida, whose business address is 824 Lafayette Street, Cape Coral, Florida 33904 (hereinafter referred to as the "Contractor"). WITNESSETH: 1. TERM AND COMMENCEMENT. The Agreement shall be for a two (2) year period, commencing on date of award by the Collier County Board of County Commissioners, and terminating until such time as all outstanding Work Orders issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional two (2) year term. The County shall give the Contractor written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term. 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 Contractor shall commence the Work upon issuance of a Work Order accompanied by a Notice to Proceed. 2. STATEMENT OF WORK. The Board of County Commissioners deemed six (6) firms to be qualified and awarded an Agreement to each firm. Each awardee will enter into an Agreement to provide complete services for General Contractor Services on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP#16-6618 and the Contractor's proposal, which is incorporated by reference and made an integral part of this Agreement. 2.1 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 procedure to obtain Work and all Work undertaken by Contractor for Owner pursuant to this Agreement during the term and any extension of the term of this Agreement. Any County Agency may utilize the services offered under this Agreement, provided sufficient funds are included in the budget(s). Page -1- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1900- 6/28/2016 16.E.5. 2.2 The procedure for obtaining Work under this Agreement is as follows: For projects with a value up to three thousand ($3,000) dollars is as follows: • County Staff will select one of the awarded Contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. For projects above three thousand ($3,000) and up to fifty thousand ($50,000) dollars is as follows: • A summary of work will be offered to all Contractors under contract. The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all Contractors under contract with anticipated completion schedules, price methodology, and may identify liquidated damages, if required. • The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. Procedures for projects with a value of$250,000 and above are as follows: • This Agreement is limited for work or projects with an estimated initial value up to $250,000. This value may be increased after the award by Change Orders for unanticipated difficulties, work or costs, as set forth in the County's Procurement Ordinance. Work or projects with an estimated initial value in excess of $250,000 are outside of the scope of this Agreement, will be competitively bid in accordance with the County's Procurement Ordinance and will require Board of County Commissioners approval. Page -2- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1901- 6/28/2016 16.E.5. For each awarded Project, as part of the Contract Documents or in each Summary of Work or Request for Quotation, the Owner reserves the right to specify: the period of completion; collection of liquidated damages in the event of late completion. 2.3 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County, in compliance with the Procurement Ordinance, as amended and Procurement Procedures in effect at the time such services are authorized. 2.4 This Agreement shall be the sole Agreement, and shall supersede any prior Agreement between the parties, for any new work or projects initiated after this Agreement is in effect. 3. THE AGREEMENT 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 and pursuant to the Price Methodology in Section 3.1. 3.1 Price Methodology: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Only a single lump sum quote is required, no itemized breakdown for the lump sum quote will be required for quoting or payment purposes. No time and material quotes will be accepted or required for quoting or payment. Actual invoices for materials, subcontractors, mark-ups, etc. will not be required for payment purposes, as the lump sum quote does not require a breakdown of the quote or supporting documentation. Timesheets and/or timecards will not be accepted or required for quoting or payment purposes to support labor hours, as they are not required for a lump sum quote. 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: Compass Construction, Inc. 824 Lafayette Street Cape Coral, Florida 33904 Telephone: 239-542-7118 Fax: 239-542-8648 doliver a( ,compassconstruction.com Attention: Doug Oliver, 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: Page -3 411: - Aareement#16-6618"General Contractor Services Compass Construction,Inc. Packet Page-1902- 6/28/2016 16.E.5. Collier County Government Complex Procurement Services Division 3327 East Tamiami Trail Naples, Florida 34112 Attention: Director, Procurement Services Division Phone: 239-252-8407 Fax: 239-252-6480 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. Owner will not be obligated to pay for any permits obtained by Subcontractors. 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 Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION. With respect to this Agreement, should the Contractor be found to have failed to perform Contractor 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. With respect to a particular Project, termination shall be governed by the terms of the Purchase Order. Page -4- Aareement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1903- 6/28/2016 16.E.5. 9. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. 10. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $2,000,000 aggregate, for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 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 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 ensure that all subcontractors comply with the same insurance requirements that Contractor 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. 11.1 The duty to defend under this Article 11 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, Owner and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 11 will survive the expiration or earlier Page -5- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1904- 6/28/2016 16.E.5. termination of this Agreement until it is determined by final judgment that an action against the Owner or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 12. BONDS. A. When a construction project is in excess of $200,000, the Contractor(s) shall be required to provide Payment and Performance Bonds. B. When required by Owner, the Contractor shall furnish a Performance and/or Payment Bond prior to commencing performance, for the full amount of the Work, which shall act as a security guaranteeing the performance of the Contractor's work and the payment by the Contractor to any other party (ies) providing labor and/or materials in connection with each construction or renovation project performed by the Contractor. The bonds shall be furnished using the forms prescribed in Exhibit"A". C. All performance security shall be continued for a six (6) month period beyond the final completion of the project. D. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute another bond and surety, both of which shall be subject to the Owner's approval. 13. PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may indicate on his response to the Request for Quotation his wish to receive Progress Payments. Subsequent to the first payment, Contractor must provide Owner with a fully executed Release and Affidavit in the form attached hereto as Exhibit "B" as a condition precedent to release of each progress payment. All applications for payment, whether for full payment or a progress payment shall be in writing, and in substantially the form attached hereto as Exhibit "C." 14. PAYMENTS WITHHELD. Owner may decline to approve any Application for Payment, or portions thereof, because of defective or incomplete work, outstanding punchlist items, subsequently discovered evidence or subsequent inspections. The Owner may nullify the whole or any part of any approval for payment previously issued and Owner may withhold any payments otherwise due Contractor under this Agreement or any other Agreement between Owner and Contractor, to such extent as may be necessary in the Owner's opinion to protect it from loss because of: (a) defective Work not remedied; (b) third party claims failed or reasonable evidence indicating probable fling of such claims; (c) failure of Contractor to make payment properly to subcontractors or for labor, materials or equipment; (d) reasonable doubt that the Work can be completed for the unpaid balance of the Contract Amount; (e) reasonable indication that the Work will not be completed within the Contract Time; (f) unsatisfactory prosecution of the Work by the Contractor; or(g) any other material breach of the Contract Documents. If any conditions described above are not remedied or removed, Owner may, after three (3) days written notice, rectify the same at Contractor's expense. Owner also may offset against any sums due Contractor the amount of any liquidated or unliquidated obligations of Contractor to Owner, whether relating to or arising out of this Agreement or any other Agreement between Contractor and Owner. Page -6- CNC)Agreement#16-6618"General Contractor Services' Compass Construction,Inc. Packet Page-1905- 6/28/2016 16.E.5. 15. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from i-� specifications shall be approved in writing by Owner in advance. 16. CONTRACT TIME AND TIME EXTENSIONS. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 17. 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 a lump sum quote of any cost or time increases or savings it foresees as a result of the change. If accepted by Owner, the change shall be considered a lump sum change order quote and follow Section 3.1 of this Agreement. 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 Agreement shall be in compliance with the County's Procurement Ordinance and Procurement Procedures in effect at the time such modifications are authorized. A Change Order in the form attached as Exhibit "D" to this Agreement, 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 Change Orders. The Contract Amount and Contract Time shall be adjusted in the Change Order in the manner as Owner and Contractor shall mutually agree. ctP Page -7- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page -1906- 6/28/2016 16.E.5. 18. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in accordance with the Procurement Ordinance, as amended, and Procurement Procedures and Section 3.1 of this Agreement. 19. COMPLIANCE WITH LAWS. The 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, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements in F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law: 1. Keep and maintain public records required by the public agency to perform the service. ,•-� 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. Page -8- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1907- 6/28/2016 16.E.5. 20. 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. 21. 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. 22. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP), the Contractor's Proposal, and/or the County's Board approved Executive Summary, this Agreement shall take precedence. 23. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. 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 Page -9- Aureement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1908- 6/28/2016 16.E.5. 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. 26. 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. 27. 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. The Change Order shall be completed in accordance with Section 3.1 of this Agreement. 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. 28. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner issue a Certificate of Substantial Completion. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall prepare and deliver to Contractor a Certificate of Substantial Completion, Exhibit E, which shall fix the date of Substantial Completion for the entire Work (or designated portion thereof) and Page -10- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1909 4111) - 6/28/2016 16.E.5. include a tentative punchlist of items to be completed or corrected by Contractor before final payment. Owner shall have the right to exclude Contractor from the Work and Project site (or designated portions thereof) after the date of Substantial Completion, but Owner shall allow Contractor reasonable access to complete or correct items on the tentative punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, Owner shall promptly issue a Certificate of Final Completion, Exhibit F, recommending that on the basis of Owner's 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) The Release and Affidavit in the form attached as Exhibit"B." (2) Consent of Surety (if applicable) to final payment. (3) 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. 29. 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. 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 construction 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 Contract Documents, Summary of Work, or Request for Quotation for each calendar day thereafter until substantial completion is achieved. Page -11- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1910- 6/28/2016 16.E.5. The Project shall be deemed to be substantially completed on the date the Owner issues a Certificate of Substantial Completion 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. 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. 30. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Facilities Management Division. 31. COMPONENT PARTS OF THIS AGREEMENT. This Agreement 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(s), RFP No. 16-6618, any addenda, any QuotationNVork Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Work Orders. 32. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 33. 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. 34. 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. If these costs are applicable, the costs will be included in the lump sum total and follow Section 3.1 of this Agreement. 35. 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 Page -12- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1911- 6/28/2016 16.E.5. Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 36. 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. 37. 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 Agreement to other governmental entities at the discretion of the successful proposer. 38. 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. 39. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four (4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPS(a.colliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of$500 per incident. 40. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State Page -13- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1912- 6/28/2016 16.E.5. of Florida. The mediation shall be attended by representatives of Contractor with full decision- making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 41. SAFETY. All contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non-negotiable by any department/division and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. ***************************Remainder of page intentionally left blank******************************* Page -14- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page -1913- 1 _ � 6/28/2016 16.E.5. 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 COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Donna Fiala, Chairman Dated: (Seal) Compass Construction, Inc. By: First Witness Signature Print Name and Title Print Name and Title Second Witness Print Name and Title Approved a' t• •r any _damlegality: t% .I Jeffrey A. KI'-•°tz `'tw, County Attorney k Page -15- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1914- CAO • 6/28/2016 16.E.5. EXHIBIT A PUBLIC PAYMENT BOND { Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to as Oblige in the sum of ($ ) for the payment whereof we bind ourselves, our heirs, executors, personal representatives, successors and assigns, jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of , 20_, with Oblige for in accordance with drawings and specifications, which contract is incorporated by reference and made a part hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: Promptly makes payment to all claimants as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect sureties obligation under this Bond. The provisions of this bond are subject to the time limitations of Section 255.0592. In no event will the Surety be liable in the aggregate to claimants for more than the penal sum of this Payment Bond, regardless of the number of suits that may be filed by claimants. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of under-signed representative, pursuant to authority of its governing body. Page -16- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. •CAO Packet Page-1915- 6/28/2016 16.E.5. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this of 20 , by , as of , a corporation, on behalf of the corporation. He/she is personally known to me OR has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR Page -17- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page -1916 1:1:1 - 6/28/2016 16.E.5. As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20_, by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -18- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page -1917- 6/28/2016 16.E.5. EXHIBIT A-2 PUBLIC PERFORMANCE BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to , as Oblige in the sum of ($ ) for the payment whereof we bond ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of 20_, with Oblige for in accordance with drawings and specifications, which contractor is incorporated by reference and made a pat hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: 1. Performs the Contract at the times and in the manner prescribed in the Contract, and 2. Pays Oblige any and all losses, damages, costs and attorneys'fees that Oblige sustains because of any default by Principal under the Contract, including, but not limited to, all delay damages, whether liquidated or actual, incurred by Oblige; and 3. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect Sureties obligation under this bond. The Surety, for value received, hereby stipulates and agrees that no changes, extensions of time, alterations or additions to the terms of the Contract or other work to be performed hereunder, or the specifications referred to therein shall in anywise affect its obligations under this bond, and it does hereby waive notice of any such changes, extensions of time, alternations or additions to the terms of the Contract or to work or to the specifications. Page -19- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page -1918- 6/28/2016 16.E.5. This instrument shall be construed in all respects as a common law bond. It is expressly understood that the time provisions and statute of limitations under Section 255.05, Florida Statutes, shall not apply to this bond. In no event will the Surety be liable in the aggregate to Oblige for more than the penal sum of this Performance bond regardless of the number of suits that may be filed by Oblige. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of each party being affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 201_, by , as of , a corporation, on behalf of the corporation. He/She is personally known to me OR has produced as identification and did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (AFFIX OFFICIAL SEAL) (Legibly Printed) Notary Public, State of Commission No.: Page -20- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1919- 6/28/2016 16.E.5. ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by_ , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -21- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1920- 6/28/2016 16.E.5. EXHIBIT B RELEASE AND AFFIDAVIT FORM COUNTY OF COLLIER ) STATE OF FLORIDA ) Before me, the undersigned authority, personally appeared who after being duly sworn, deposes and says: (1) In accordance with the Contract Documents and in consideration of $ paid, ("Contractor") releases and waives for itself and it's subcontractors, material-men, successors and assigns, all claims demands, damages, costs and expenses, whether in contract or in tort, against the Board of County Commissioners of Collier County, Florida, relating in any way to the performance of the Agreement between Contractor and Owner, dated 20 for the period from to (2) Contractor certifies for itself and its subcontractors, material-men, successors and assigns, that all charges for labor, materials, supplies, lands, licenses and other expenses for which Owner might be sued or for which a lien or a demand against any payment bond might be filed, have been fully satisfied and paid. (3) Contractor agrees to indemnify, defend and save harmless Owner from all demands or suits, actions, claims of liens or other charges filed or asserted against the Owner arising out of the performance by Contractor of the Work covered by this Release and Affidavit. (4) This Release and Affidavit is given in connection with Contractor's [monthly/final] Application for Payment No. CONTRACTOR BY: ITS: President DATE: Witnesses STATE OF [Corporate Seal] COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , a corporation, on behalf of the corporation. He/she is personally known to me or has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) NAME: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commissioner No.: Page -22- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1921- 6/28/2016 16.E.5. EXHIBIT C FORM OF CONTRACT APPLICATION FOR PAYMENT (County Project Manager) Bid No. 16-6618 (County Department) Project No. Collier County Board of County Commissioners(the OWNER)or Collier County Water-Sewer District(the OWNER) Application Date FROM: (Contractor's Representative) Payment Application No. (Contractor's Name) for Work accomplished through the Date: (Contractor's Address) RE: (Project Name) Original Contract Time: Original Contract Amount: $ Revised Contract Time: Total Change Orders to Date $ Revised Contract Amount $ Total value of Work Completed Retainage @ 10% thru[insert date] $ and stored to Date $ Retainage @ _%after [insert date] $ Less previous payment(s) $ Percent Work completed to Date: % AMOUNT DUE THIS Percent Contract Time completed to Date % APPLICATION: $ Liquidated Damages to be Accrued $ CONTRACTOR'S CERTIFICATION: The undersigned CONTRACTOR certifies that: (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied to discharge in full all obligations of CONTRACTOR incurred in connection with Work covered by prior Applications for Payment numbered 1 through inclusive; (2) title to all materials and equipment incorporated in said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all liens, claims, security interests and encumbrances (except such as covered by Bond acceptable to OWNER). The value of such materials and equipment is not relevant and proof of value/cost will not be required; (3) all amounts have been paid for work which previous payments were issued and received from the OWNER and that current payment is now due; (4) and CONTRACTOR agrees that all overruns as shown on the monthly estimate summary shall, in fact, be added to the revised contract and shall be incorporated into a future Change Order: By CONTRACTOR: (Contractor's Name) (Signature) DATE: (Type Name&Title) (shall be signed by a duly authorized representative of CONTRACTOR) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is recommended: By Design Professional : (DP's Name) (Signature) DATE: (Type Name&Title) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is approved: By OWNER'S Project Manager: (Signature) DATE: (Type Name and Title) Page -23- Agreement#16-6618"General Contractor Services" epass Construction,Inc. I Packet Page -1922- 6/28/2016 16.E.5. EXHIBIT D CHANGE ORDER ❑Contract Modification ❑Work Order Modification ❑Amendment Contract#: Change#: Purchase Order#: Project#: Contractor/Firm Name: Project Name: Project Manager Name: Department: Original Contract/Work Order Amount !Original BCC Approval Date; Agenda Item# Current BCC Approved Amount ; Last BCC Approval Date Agenda Item# Current Contract/Work Order Amount ;SAP Contract Expiration Date(Master) Dollar Amount of this Change #DIV/0! iTotal Change from Original Amount Revised Contract/Work Order Total $ 0.00 #DIV/0! `Change from Current BCC Approved Amount Cumulative Changes $ 0.00 #DIV/0! !Change from Current Amount Completion Date(Description of-theTask(s)Change., nd Rationale c thehCh r ge :Taw Notice to Proceed Original -^ Approved Id Date Date ompletion Date es this change) #of Days Added Select Tasks 0 Add new task(s) ❑ Delete task(s) 0 Change task(s) 0 Other(see below) Provide a response to the following: 1.) detailed and specific explanation/rationale of the requested change(s)to the task(s) n and / or the additional days added (if requested); 2.) why this change was not included in the original contract; and, 3.) describe the impact if this change is not processed. Attach additional information from the Design Professional and/or Contractor if needed. Prepared by: Date: (Project Manager Name and Division) Acceptance of this Change Order shall constitute a modification to contract/work order identified above and will be subject to all the same terms and conditions as contained in the contract / work order indicated above, as fully as if the same were stated in this acceptance. The adjustment, if any, to the Contract shall constitute a full and final settlement of any and all claims of the Contractor/ Vendor/Consultant/Design Professional arising out of or related to the change set forth herein, including claims for impact and delay costs. Accepted by: Date: (Contractor/Vendor/Consultant/Design Professional and Name of Firm,if project applicable) Approved by: Date: (Design Professional and Name of Firm,if project applicable) Approved by: Date: (Procurement Professional Page -24- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1923CP) - 6/28/2016 16.E.5. EXHIBIT E CERTIFICATE OF SUBSTANTIAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Substantial completion applies to all Work under the Contract documents or to the following specified parts thereof: To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be substantially complete in accordance with the contract documents on: DATE OF SUBSTANTIAL COMPLETION A tentative list of items to be completed or corrected is attached hereto. This list may not be all- inclusive, and the failure to include an item in it does not alter the responsibility of CONTRACTOR to complete all the Work in accordance with the Contract Documents. The items in the tentative list shall be completed or corrected by CONTRACTOR within days of the above date of Substantial Completion. Page -25- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1924- e 6/28/2016 16.E.5. The responsibilities between OWNER and CONTRACTOR for security, operation, safety, maintenance, heat, utilities, insurance and warranties shall be as follows: RESPONSIBILITIES: OWNER: CONTRACTOR: The following documents are attached to and made a part of this Certificate: This certificate does not constitute an acceptance of Work not in accordance with the Contract Documents nor is it a release of CONTRACTOR'S obligation to complete the Work in accordance with the Contract Documents. Executed by Design Professional on , 20_ r-� Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Substantial Completion on , 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Substantial Completion on , 20_ OWNER By: Type Name and Title Page -26- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1925- 6/28/2016 16.E.5. EXHIBIT F CERTIFICATE OF FINAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION i-a Page -27- Aareement#16-6618"General ontractor Services" . s Construction,Inc. Packet Page-1926- 6/28/2016 16.E.5. The following warranty is attached to and made a part of this Certificate: EXHIBIT G Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Final Completion on 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page -28- Agreement#16-6618"General Contractor Services" Corn•ass Construction,Inc. Packet Page-1927- 6/28/2016 16.E.5. EXHIBIT G 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 -29- Agreement#16-6618"General Contractor Services" Compass Construction,Inc. Packet Page-1928- 6/28/2016 16.E.5. AGREEMENT16-6618 for General Contractor Services THIS AGREEMENT is made and entered into this day of , 2016, by and between the Board of County Commissioners for Collier County, Florida, a political subdivision of the State of Florida (hereinafter referred to as the "County" or "Owner") and WM. J. Varian Construction Co., Inc., authorized to do business in the State of Florida, whose business address is 880 23rd St. SW, Naples, Florida 34117 (hereinafter referred to as the "Contractor"). WITNESSETH: 1. TERM AND COMMENCEMENT. The Agreement shall be for a two (2) year period, commencing on date of award by the Collier County Board of County Commissioners, and terminating until such time as all outstanding Work Orders issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional two (2) year term. The County shall give the Contractor written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term. 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 Contractor shall commence the Work upon issuance of a Work Order accompanied by a Notice to Proceed. 2. STATEMENT OF WORK. The Board of County Commissioners deemed six (6) firms to be qualified and awarded an Agreement to each firm. Each awardee will enter into an Agreement to provide complete services for General Contractor Services on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP#16-6618 and the Contractor's proposal, which is incorporated by reference and made an integral part of this Agreement. 2.1 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 procedure to obtain Work and all Work undertaken by Contractor for Owner pursuant to this Agreement during the term and any extension of the term of this Agreement. Any County Agency may utilize the services offered under this Agreement, provided sufficient funds are included in the budget(s). Page -1- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1929- 6/28/2016 16.E.5. 2.2 The procedure for obtaining Work under this Agreement is as follows: For projects with a value up to three thousand ($3,000) dollars is as follows: • County Staff will select one of the awarded Contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. For projects above three thousand ($3,000) and up to fifty thousand ($50,000) dollars is as follows: • A summary of work will be offered to all Contractors under contract. The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all Contractors under contract with anticipated completion schedules, price methodology, and may identify liquidated damages, if required. • The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. Procedures for projects with a value of$250,000 and above are as follows: • This Agreement is limited for work or projects with an estimated initial value up to $250,000. This value may be increased after the award by Change Orders for unanticipated difficulties, work or costs, as set forth in the County's Procurement Ordinance. Work or projects with an estimated initial value in excess of $250,000 are outside of the scope of this Agreement, will be competitively bid in accordance with the County's Procurement Ordinance and will require Board of County Commissioners �-. approval. Page -2- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1930- 6/28/2016 16.E.5. For each awarded Project, as part of the Contract Documents or in each Summary of Work or Request for Quotation, the Owner reserves the right to specify: the period of completion; collection of liquidated damages in the event of late completion. �--, 2.3 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County, in compliance with the Procurement Ordinance, as amended and Procurement Procedures in effect at the time such services are authorized. 2.4 This Agreement shall be the sole Agreement, and shall supersede any prior Agreement between the parties, for any new work or projects initiated after this Agreement is in effect. 3. THE AGREEMENT 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 and pursuant to the Price Methodology in Section 3.1. 3.1 Price Methodology: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Only a single lump sum quote is required, no itemized breakdown for the lump sum quote will be required for quoting or payment purposes. No time and material quotes will be accepted or required for quoting or payment. Actual invoices for materials, subcontractors, mark-ups, etc. will not be required for payment purposes, as the lump sum quote does not require a breakdown of the quote or supporting documentation. Timesheets and/or timecards will not be accepted or required for quoting or payment purposes to support labor hours, as they are not required for a lump sum quote. 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: WM. J. Varian Construction Co., Inc. 880 23rd St. SW Naples, Florida 34117 Telephone: 239-514-0013 Fax: 239-514-0556 BiliAvarianconstruction.com Attention: William Varian, 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: e Page -3- Aoreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1931- 6/28/2016 16.E.5. Collier County Government Complex Procurement Services Division 3327 East Tamiami Trail Naples, Florida 34112 Attention: Director, Procurement Services Division Phone: 239-252-8407 Fax: 239-252-6480 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. Owner will not be obligated to pay for any permits obtained by Subcontractors. 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 Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION. With respect to this Agreement, should the Contractor be found to have failed to perform Contractor 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. With respect to a particular Project, termination shall be governed by the terms of the Purchase Order. 9. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. • Page -4- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1932- 6/28/2016 16.E.5. 10. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $2,000,000 aggregate, for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 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 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 ensure that all subcontractors comply with the same insurance requirements that Contractor 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. 11.1 The duty to defend under this Article 11 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, Owner and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 11 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the Owner or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. Page -5- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1933- 6/28/2016 16.E.5. 12. BONDS. A. When a construction project is in excess of $200,000, the Contractor(s) shall be required to provide Payment and Performance Bonds. B. When required by Owner, the Contractor shall furnish a Performance and/or Payment Bond prior to commencing performance, for the full amount of the Work, which shall act as a security guaranteeing the performance of the Contractor's work and the payment by the Contractor to any other party (ies) providing labor and/or materials in connection with each construction or renovation project performed by the Contractor. The bonds shall be furnished using the forms prescribed in Exhibit "A". C. All performance security shall be continued for a six (6) month period beyond the final completion of the project. D. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute another bond and surety, both of which shall be subject to the Owner's approval. 13. PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may indicate on his response to the Request for Quotation his wish to receive Progress Payments. Subsequent to the first payment, Contractor must provide Owner with a fully executed Release and Affidavit in the form attached hereto as Exhibit "B" as a condition precedent to release of each progress payment. All applications for payment, whether for full payment or a progress payment shall be in writing, and in substantially the form attached hereto as Exhibit"C." 14. 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. 15. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -6- Aareement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1934- 6/28/2016 16.E.5. 16. CONTRACT TIME AND TIME EXTENSIONS. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 17. 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 a lump sum quote of any cost or time increases or savings it foresees as a result of the change. If accepted by Owner, the change shall be considered a lump sum change order quote and follow Section 3.1 of this Agreement. 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 Agreement shall be in compliance with the County's Procurement Ordinance and Procurement Procedures in effect at the time such modifications are authorized. A Change Order in the form attached as Exhibit "D" to this Agreement, 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 Change Orders. The Contract Amount and Contract Time shall be adjusted in the Change Order in the manner as Owner and Contractor shall mutually agree. 18. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in accordance with the Procurement Ordinance, as amended, and Procurement Procedures and Section 3.1 of this Agreement. Page -7- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1935- 6/28/2016 16.E.5. 19. COMPLIANCE WITH LAWS. The 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, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements in F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 20. CLEAN UP. Contractor agrees to keep the Project site clean at all times of debris, rubbish and waste materials arising out of the Work. At the completion of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all tools, appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean and ready for occupancy by Owner. Page -8- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Ino Packet Page -1936- 6/28/2016 16.E.5. 21. 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. 22. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP), the Contractor's Proposal, and/or the County's Board approved Executive Summary, this Agreement shall take precedence. 23. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of — written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. 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. 26. 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 Page -9- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1937- �O 6/28/2016 16.E.5. 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. 27. 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. The Change Order shall be completed in accordance with Section 3.1 of this Agreement. 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. 28. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner issue a Certificate of Substantial Completion. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall prepare and deliver to Contractor a Certificate of Substantial Completion, Exhibit E, 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 punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will Page -10- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1938- 6/28/2016 16.E.5. make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, Owner shall promptly issue a Certificate of Final Completion, Exhibit F, recommending that on the basis of Owner's 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) The Release and Affidavit in the form attached as Exhibit "B." (2) Consent of Surety (if applicable) to final payment. (3) 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. 29. 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. 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 construction 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 Contract Documents, Summary of Work, or 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 Certificate of Substantial Completion 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. 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, Page -11- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc �0 Packet Page -1939- c 6/28/2016 16.E.5. 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. 30. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Facilities Management Division. 31. COMPONENT PARTS OF THIS AGREEMENT. This Agreement 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(s), RFP No. 16-6618, any addenda, any Quotation/Work Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Work Orders. 32. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 33. 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. 34. 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. If these costs are applicable, the costs will be included in the lump sum total and follow Section 3.1 of this Agreement. 35. 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. 36. 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. 37. 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 Agreement to other governmental entities at the discretion of the successful proposer. Page -12- Agreement#16-6618"General Contractor Services" VOL J.Varian Construction Co.,Inc 411;/ Packet Page-1940- 6/28/2016 16.E.5. 38. 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. 39. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four(4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPSAcolliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may .� result in a deduction of$500 per incident. 40. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision- making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 41. SAFETY. All contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Page -13- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc.® Packet Page-1941- 6/28/2016 16.E.5. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of �•, inspection of any Contractor's work operations. This provision is non-negotiable by any department/division and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. ***************************Remainder of page intentionally left blank******************************* Page -14- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1942- 6/28/2016 16.E.5. 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 COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Donna Fiala, Chairman Dated: (Seal) WM. J. Varian Construction Co., Inc. By: First Witness Signature Print Name and Title Print Name and Title Second Witness Print Name and Title Approved tier and legality: WM' 4 Jeffrey A. KI.,'Z't:w, County Attorney I (0,2) Page -15- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1943- 6/28/2016 16.E.5. EXHIBIT A PUBLIC PAYMENT BOND r1 Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to as Oblige in the sum of ($ ) for the payment whereof we bind ourselves, our heirs, executors, personal representatives, successors and assigns, jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of , 20_, with Oblige for in accordance with drawings and specifications, which contract is incorporated by reference and made a part hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: Promptly makes payment to all claimants as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect sureties obligation under this Bond. The provisions of this bond are subject to the time limitations of Section 255.0592. In no event will the Surety be liable in the aggregate to claimants for more than the penal sum of this Payment Bond, regardless of the number of suits that may be filed by claimants. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of under-signed representative, pursuant to authority of its governing body. 111) Page -16- Aoreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1944- 6/28/2016 16.E.5. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this of 20_, by , as of , a corporation, on behalf of the corporation. He/she is personally known to me OR has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR Page -17- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1945- 6/28/2016 16.E.5. As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -18- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1946- 6/28/2016 16.E.5. EXHIBIT A-2 PUBLIC PERFORMANCE BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to , as Oblige in the sum of ($ ) for the payment whereof we bond ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of 20 , with Oblige for in accordance with drawings and specifications, which contractor is incorporated by reference and made a pat hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: 1. Performs the Contract at the times and in the manner prescribed in the Contract, and 2. Pays Oblige any and all losses, damages, costs and attorneys'fees that Oblige sustains because of any default by Principal under the Contract, including, but not limited to, all delay damages, whether r-� liquidated or actual, incurred by Oblige; and 3. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect Sureties obligation under this bond. The Surety, for value received, hereby stipulates and agrees that no changes, extensions of time, alterations or additions to the terms of the Contract or other work to be performed hereunder, or the specifications referred to therein shall in anywise affect its obligations under this bond, and it does hereby waive notice of any such changes, extensions of time, alternations or additions to the terms of the Contract or to work or to the specifications. (142) Page -19- Aoreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1947- 6/28/2016 16.E.5. This instrument shall be construed in all respects as a common law bond. It is expressly understood that the time provisions and statute of limitations under Section 255.05, Florida Statutes, shall not apply to this bond. In no event will the Surety be liable in the aggregate to Oblige for more than the penal sum of this Performance bond regardless of the number of suits that may be filed by Oblige. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of each party being affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 201_, by , as of , a corporation, on behalf of the corporation. He/She is personally known to me OR has produced as identification and n did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: 415 Page -20- Aareement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1948- 6/28/2016 16.E.5. ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by_ , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: 4•60 Page -21- Aareement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page -1949- 6/28/2016 16.E.5. EXHIBIT B RELEASE AND AFFIDAVIT FORM COUNTY OF COLLIER ) 'STATE OF FLORIDA ) Before me, the undersigned authority, personally appeared who after being duly sworn, deposes and says: (1) In accordance with the Contract Documents and in consideration of $ paid, ("Contractor") releases and waives for itself and it's subcontractors, material-men, successors and assigns, all claims demands, damages, costs and expenses, whether in contract or in tort, against the Board of County Commissioners of Collier County, Florida, relating in any way to the performance of the Agreement between Contractor and Owner, dated 20 for the period from to (2) Contractor certifies for itself and its subcontractors, material-men, successors and assigns, that all charges for labor, materials, supplies, lands, licenses and other expenses for which Owner might be sued or for which a lien or a demand against any payment bond might be filed, have been fully satisfied and paid. (3) Contractor agrees to indemnify, defend and save harmless Owner from all demands or suits, actions, claims of liens or other charges filed or asserted against the Owner arising out of the performance by Contractor of the Work covered by this Release and Affidavit. (4) This Release and Affidavit is given in connection with Contractor's [monthly/final] Application for Payment No. CONTRACTOR BY: ITS: President DATE: Witnesses [Corporate Seal] STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , a corporation, on behalf of the corporation. He/she is personally known to me or has produced as identification and did (did not) take an oath. My Commission Expires: (Signature of Notary) NAME: (Legibly Printed) ,, (AFFIX OFFICIAL SEAL) Notary Public, State of Commissioner No.: Page -22- Agreement#16-6618"General Contractor Services" WM.J.Varian Constru o.,Inc. Packet Page-1950 410 - 6/28/2016 16.E.5. EXHIBIT C FORM OF CONTRACT APPLICATION FOR PAYMENT (County Project Manager) Bid No. 16-6618 (County Department) Project No. Collier County Board of County Commissioners(the OWNER)or Collier County Water-Sewer District(the OWNER) Application Date FROM: (Contractor's Representative) Payment Application No. (Contractor's Name) for Work accomplished through the Date: (Contractor's Address) RE: (Project Name) Original Contract Time: Original Contract Amount: $ Revised Contract Time: Total Change Orders to Date $ Revised Contract Amount $ Total value of Work Completed Retainage @ 10% thru[insert date] $ and stored to Date $ Retainage @ _%after [insert date] $ Less previous payment(s) $ Percent Work completed to Date: % AMOUNT DUE THIS Percent Contract Time completed to Date % APPLICATION: $ Liquidated Damages to be Accrued $ CONTRACTOR'S CERTIFICATION: The undersigned CONTRACTOR certifies that: (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied to discharge in full all obligations of CONTRACTOR incurred in connection with Work covered by prior Applications for Payment numbered 1 through inclusive; (2) title to all materials and equipment incorporated in said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all liens, claims, security interests and encumbrances (except such as covered by Bond acceptable to OWNER). The value of such materials and equipment is not relevant and proof of value/cost will not be required; (3) all amounts have been paid for work which previous payments were issued and received from the OWNER and that current payment is now due; (4) and CONTRACTOR agrees that all overruns as shown on the monthly estimate summary shall, in fact, be added to the revised contract and shall be incorporated into a future Change Order: By CONTRACTOR: (Contractors Name) (Signature) DATE: (Type Name&Title) (shall be signed by a duly authorized representative of CONTRACTOR) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is recommended: By Design Professional : (DP's Name) (Signature) DATE: (Type Name&Title) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is approved: By OWNER'S Project Manager: (Signature) DATE: (Type Name and Title) Page -23- 6j.)Agreement#16-6618"General Contractor Services WM.J.Varian Construction Co.,Inc. Packet Page -1951- 6/28/2016 16.E.5. EXHIBIT D CHANGE ORDER ❑Contract Modification 0 Work Order Modification 0 Amendment Contract#: Change#: Purchase Order#: Project#: Contractor/Firm Name: Project Name: Project Manager Name: Department: Original Contract/Work Order Amount Original BCC Approval Date; Agenda Item# Current BCC Approved Amount :Last BCC Approval Date; Agenda Item# Current Contract/Work Order Amount ASAP Contract Expiration Date(Master) !_ Dollar Amount_of this Change #DIV/0! 'Total Change from Original Amount Revised Contract/Work Order Total $ 0.00 #DIV/0! Change from Current BCC Approved Amount Cumulative Changes $ 0.00 #DIV/0! ;Change from Current Amount Completion Date;',Descrtption yof the Task(s)Change,and Rationale for*he Chan e Notice to Proceed Original Approved id Date Date ^ompletion Date __ es this change) #of Days Added Select Tasks 0 Add new task(s) ❑ Delete task(s) 0 Change task(s) 0 Other(see below) /'", Provide a response to the following: 1.) detailed and specific explanation/rationale of the requested change(s)to the task(s) and / or the additional days added (if requested); 2.) why this change was not included in the original contract; and, 3.) describe the impact if this change is not processed. Attach additional information from the Design Professional and/or Contractor if needed. Prepared by: Date: (Project Manager Name and Division) Acceptance of this Change Order shall constitute a modification to contract/work order identified above and will be subject to all the same terms and conditions as contained in the contract / work order indicated above, as fully as if the same were stated in this acceptance. The adjustment, if any, to the Contract shall constitute a full and final settlement of any and all claims of the Contractor/ Vendor/Consultant/Design Professional arising out of or related to the change set forth herein, including claims for impact and delay costs. Accepted by: Date: (Contractor I Vendor/Consultant/Design Professional and Name of Firm,if project applicable) Approved by: Date: (Design Professional and Name of Firm,if project applicable) Approved by: Date: (Procurement Professional Page -24- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,I Packet Page-1952- 6/28/2016 16.E.5. EXHIBIT E CERTIFICATE OF SUBSTANTIAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Substantial completion applies to all Work under the Contract documents or to the following specified parts thereof: To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be substantially complete in accordance with the contract documents on: DATE OF SUBSTANTIAL COMPLETION A tentative list of items to be completed or corrected is attached hereto. This list may not be all- inclusive, and the failure to include an item in it does not alter the responsibility of CONTRACTOR to complete all the Work in accordance with the Contract Documents. The items in the tentative list shall be completed or corrected by CONTRACTOR within days of the above date of Substantial Completion. Page -25- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc.el Packet Page-1953- 6/28/2016 16.E.5. The responsibilities between OWNER and CONTRACTOR for security, operation, safety, maintenance, heat, utilities, insurance and warranties shall be as follows: RESPONSIBILITIES: OWNER: CONTRACTOR: The following documents are attached to and made a part of this Certificate: This certificate does not constitute an acceptance of Work not in accordance with the Contract Documents nor is it a release of CONTRACTOR'S obligation to complete the Work in accordance with the Contract Documents. Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Substantial Completion on , 20_ CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Substantial Completion on 20_ OWNER By: Type Name and Title Page -26- Agreement#16-6618"General Contractor Se. 1•6' WM.J.Varian Construction Packet Page -1954- 6/28/2016 16.E.5. EXHIBIT F CERTIFICATE OF FINAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION 401 Page -27- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1955- 6/28/2016 16.E.5. r-t The following warranty is attached to and made a part of this Certificate: EXHIBIT G Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Final Completion on 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page -28- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1956- 6/28/2016 16.E.5. EXHIBIT G 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: e Page -29- Agreement#16-6618"General Contractor Services" WM.J.Varian Construction Co.,Inc. Packet Page-1957- 6/28/2016 16.E.5. AGREEMENT 16-6618 for General Contractor Services THIS AGREEMENT is made and entered into this day of , 2016, 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 Chris-Tel Company of Southwest Florida, Inc., authorized to do business in the State of Florida, whose business address is 2534-A Edison Avenue, Fort Myers, Florida 33901 (hereinafter referred to as the "Contractor"). WITNESSETH: 1. TERM AND COMMENCEMENT. The Agreement shall be for a two (2) year period, commencing on date of award by the Collier County Board of County Commissioners, and terminating until such time as all outstanding Work Orders issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional two (2) year term. The County shall give the Contractor written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term. 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 Contractor shall commence the Work upon issuance of a Work Order accompanied by a Notice to Proceed. 2. STATEMENT OF WORK. The Board of County Commissioners deemed six (6) firms to be qualified and awarded an Agreement to each firm. Each awardee will enter into an Agreement to provide complete services for General Contractor Services on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP#16-6618 and the Contractor's proposal, which is incorporated by reference and made an integral part of this Agreement. 2.1 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 procedure to obtain Work and all Work undertaken by Contractor for Owner pursuant to this Agreement during the term and any extension of the term of this Agreement. Any County Agency may utilize the services offered under this Agreement, provided sufficient funds are included in the budget(s). Page -1- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1958- 6/28/2016 16.E.5. 2.2 The procedure for obtaining Work under this Agreement is as follows: For projects with a value up to three thousand ($3,000)dollars is as follows: • County Staff will select one of the awarded Contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. For projects above three thousand ($3,000) and up to fifty thousand ($50,000) dollars is as follows: • A summary of work will be offered to all Contractors under contract. The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. } For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all Contractors under contract with anticipated completion schedules, price methodology, and may identify liquidated damages, if required. • The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. Procedures for projects with a value of$250,000 and above are as follows: • This Agreement is limited for work or projects with an estimated initial value up to $250,000. This value may be increased after the award by Change Orders for unanticipated difficulties, work or costs, as set forth in the County's Procurement Ordinance. Work or projects with an estimated initial value in excess of $250,000 are outside of the scope of this Agreement, will be competitively bid in accordance with the County's Procurement Ordinance and will require Board of County Commissioners approval. Page -2- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1959- 6/28/2016 16.E.5. For each awarded Project, as part of the Contract Documents or in each Summary of Work or Request for Quotation, the Owner reserves the right to specify: the period of completion; collection �. of liquidated damages in the event of late completion. 2.3 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County, in compliance with the Procurement Ordinance, as amended and Procurement Procedures in effect at the time such services are authorized. 2.4 This Agreement shall be the sole Agreement, and shall supersede any prior Agreement between the parties,for any new work or projects initiated after this Agreement is in effect. 3. THE AGREEMENT 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 and pursuant to the Price Methodology in Section 3.1. 3.1 Price Methodology: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Only a single lump sum quote is required, no itemized breakdown for the lump sum quote will be required for quoting or payment purposes. No time and material quotes will be accepted or required for quoting or payment. Actual invoices for materials, subcontractors, mark-ups, etc. will not be required for payment purposes, as the lump sum quote does not require a breakdown of the quote or supporting documentation. Timesheets and/or timecards will not be accepted or required for quoting or payment purposes to support labor hours, as they are not required for a lump sum quote. 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: Chris-Tel Company of Southwest Florida, Inc. 2534-A Edison Avenue Fort Myers, Florida 33901 Telephone: 239-226-0500 Fax: 239-226-0503 hwheeler(d christelconstruction.com Attention: Howard L.Wheeler, II, 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: Cd U Page -3- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1960- 6/28/2016 16.E.5. Collier County Government Complex Procurement Services Division 3327 East Tamiami Trail Naples, Florida 34112 Attention: Director, Procurement Services Division Phone: 239-252-8407 Fax: 239-252-6480 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. Owner will not be obligated to pay for any permits obtained by Subcontractors. 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 orermit any y person to use in any manner whatsoever, county facilities for any improper, immoral or offensive purpose, or for any purpose in violation of any federal, state, county or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. In the event of such violation by the Contractor or if the County or its authorized representative shall deem any conduct on the part of the Contractor to be objectionable or improper, the County shall have the right to suspend the Agreement of the Contractor. Should the Contractor fail to correct any such violation, conduct, or practice to the satisfaction of the County within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension to continue until the violation is cured. The Contractor further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the County. 8. TERMINATION. With respect to this Agreement, should the Contractor be found to have failed to perform Contractor 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. With respect to a particular Project, termination shall be governed by the terms of the Purchase Order. 9. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. Page-4- Aoreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1961- i 6/28/2016 16.E.5. 10. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $2,000,000 aggregate, for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of$500,000 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 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 ensure that all subcontractors comply with the same insurance requirements that Contractor 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. 11.1 The duty to defend under this Article 11 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, Owner and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 11 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the Owner or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. Page -5- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1962- 6/28/2016 16.E.5. 12. BONDS. A. When a construction project is in excess of $200,000, the Contractor(s) shall be required to provide Payment and Performance Bonds. B. When required by Owner, the Contractor shall furnish a Performance and/or Payment Bond prior to commencing performance, for the full amount of the Work, which shall act as a security guaranteeing the performance of the Contractor's work and the payment by the Contractor to any other party (ies) providing labor and/or materials in connection with each construction or renovation project performed by the Contractor. The bonds shall be furnished using the forms prescribed in Exhibit"A". C. All performance security shall be continued for a six (6) month period beyond the final completion of the project. D. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute another bond and surety, both of which shall be subject to the Owner's approval. 13. PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may indicate on his response to the Request for Quotation his wish to receive Progress Payments. Subsequent to the first payment, Contractor must provide Owner with a fully executed Release and Affidavit in the form attached hereto as Exhibit "B" as a condition precedent to release of each progress payment. All applications for payment, whether for full payment or a progress payment shall be in writing, and in substantially the form attached hereto as Exhibit"C." 14. 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 maybe 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. 15. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. 0 Page-6- Aareement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1963- 6/28/2016 16.E.5. 16. CONTRACT TIME AND TIME EXTENSIONS. �-. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty to perform or give rise to any right to damages or additional compensation from Owner. Contractor expressly acknowledges and agrees that it shall receive no damages for delay. Contractor's sole remedy, if any, against Owner will be the right to seek an extension to the Contract Time; provided, however, the granting of any such time extension shall not be a condition precedent to the aforementioned "No Damage for Delay" provision. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion. 17. 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 a lump sum quote of any cost or time increases or savings it foresees as a result of the change. If accepted by Owner, the change shall be considered a lump sum change order quote and follow Section 3.1 of this Agreement. 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 Agreement shall be in compliance with the County's Procurement Ordinance and Procurement Procedures in effect at the time such modifications are authorized. A Change Order in the form attached as Exhibit "D" to this Agreement, 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 Change Orders. The Contract Amount and Contract Time shall be adjusted in the Change Order in the manner as Owner and Contractor shall mutually agree. 18. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in accordance with the Procurement Ordinance, as amended, and Procurement Procedures and Section 3.1 of this Agreement. Page-7- Agreement#16-6618`General Contractor Services` Chris-Tel Company of Southwest Florida,Inc. Packet Page-1964- 6/28/2016 16.E.5. 19. COMPLIANCE WITH LAWS. The 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, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements in F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 20. CLEAN UP. Contractor agrees to keep the Project site clean at all times of debris, rubbish and waste materials arising out of the Work. At the completion of the Work, Contractor shall remove all debris, rubbish and waste materials from and about the Project site, as well as all tools, appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean and ready for occupancy by Owner. Page-8- Agreement#16-6618`General Contractor Services' Chris-Tel Company of Southwest Florida,Inc. Packet Page-1965- 6/28/2016 16.E.5. 21. 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. 22. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP), the Contractor's Proposal, and/or the County's Board approved Executive Summary, this Agreement shall take precedence. 23. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. 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. 26. 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 Page-9- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1966- e 6/28/2016 16.E.5. 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 n 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. 27. 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. The Change Order shall be completed in accordance with Section 3.1 of this Agreement. 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. 28. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner issue a Certificate of Substantial Completion. 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 notifyContractor in writing g giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall prepare and deliver to Contractor a Certificate of Substantial Completion, Exhibit E, 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 punchlist. Upon receipt of written certification by Contractor that the Work is completed in accordance with the Contract Documents and is ready for final inspection and acceptance, Owner will Page-10- Agreement#16-6618'General Contractor Services° Chris-Tel Company of Southwest Florida,I Packet Page-1967- u 6/28/2016 16.E.5. make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, Owner shall promptly issue a Certificate of Final Completion, Exhibit F, recommending that on the basis of Owner's 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) The Release and Affidavit in the form attached as Exhibit"B." (2) Consent of Surety(if applicable)to final payment. (3) 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. 29. 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. 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 construction 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 Contract Documents, Summary of Work, or 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 Certificate of Substantial Completion 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. 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, Page-11- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc Packet Page-1968- 6/28/2016 16.E.5. 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. 30. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the • County by the Facilities Management Division. 31. COMPONENT PARTS OF THIS AGREEMENT. This Agreement 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(s), RFP No. 16-6618, any addenda, any Quotation/Work Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Work Orders. 32. 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, PFlorida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 33. 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. 34. 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. If a these costs are applicable, the costs will be included in the lump sum total and follow Section 3.1 of this Agreement. 35. 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. 36. 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. 37. 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 Agreement to other governmental entities at the discretion of the successful proposer. Page -12- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1969- 6/28/2016 16.E.5. 38. 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. 39. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four(4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPSCa7colliergov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of$500 per incident. 40. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision- making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 41. SAFETY. All contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Page-13- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1970- 6/28/2016 16.E.5. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non-negotiable by any department/division and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. *************************** * Remainder of page intentionally left blank **************************** Page-14- Aareement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page -1971- y 6/28/2016 16.E.5. 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 COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Donna Fiala, Chairman Dated: (Seal) Chris-Tel Company of Southwest Florida, Inc. By: First Witness Signature Print Name and Title Print Name and Title Second Witness Print Name and Title Approved to r�4/and legality: UPI Jeffrey A. KI k•' , County Attorney Page-15- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florid r,. . Packet Page-1972- 6/28/2016 16.E.5. EXHIBIT A PUBLIC PAYMENT BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That Principal, and as , as Surety, located at to (Business Address) are held and firmly bound as Oblige in the sum of ($ ) for the payment whereof we bind ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of , 20 , with Oblige for — in rdance with drawings and specifications, which contract is incorporated by reference and made a part hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: Promptly makes payment to all claimants as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect sureties obligation under this Bond. The provisions of this bond are subject to the time limitations of Section 255.0592. In no event will the Surety be liable in the aggregate to claimants for more than the penal sum of this Payment Bond, regardless of the number of suits that may be filed by claimants. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of under-signed representative, pursuant to authority of its governing body. Page-16- Agreement#16-6618°General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1973- O 6/28/2016 16.E.5. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this of 20_, by , as of , a corporation, on behalf of the corporation. He/she is personally known to me OR has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR � e Page-17- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1974- 6/28/2016 16.E.5. As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20—, by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (AFFIX OFFICIAL SEAL) (Legibly Printed) Notary Public, State of • Commission No.: 0 I Page-18- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1975- I 6/28/2016 16.E.5. EXHIBIT A-2 PUBLIC PERFORMANCE BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to , as Oblige in the sum of ) for the payment whereof we bond ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of 20 , with Oblige for in accordance with drawings and specifications, which contractor is incorporated by reference and made a pat hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: 1. Performs the Contract at the times and in the manner prescribed in the Contract, and 2. Pays Oblige any and all losses, damages, costs and attorneys'fees that Oblige sustains because of any default by Principal under the Contract, including, but not limited to, all delay damages, whether liquidated or actual, incurred by Oblige; and 3. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect Sureties obligation under this bond. The Surety, for value received, hereby stipulates and agrees that no changes, extensions of time, alterations or additions to the terms of the Contract or other work to be performed hereunder, or the specifications referred to therein shall in anywise affect its obligations under this bond, and it does hereby waive notice of any such changes, extensions of time, alternations or additions to the terms of the Contract or to work or to the specifications. Page-19- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1976- 6/28/2016 16.E.5. This instrument shall be construed in all respects as a common law bond. It is expressly understood that the time provisions and statute of limitations under Section 255.05, Florida Statutes, shall not apply to this bond. In no event will the Surety be liable in the aggregate to Oblige for more than the penal sum of this Performance bond regardless of the number of suits that may be filed by Oblige. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of each party being affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. Signed, sealed and delivered in the presence of: PRINCIPAL: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 201 , by , as of a corporation, on behalf of the corporation. He/She is personally known to me OR has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (AFFIX OFFICIAL SEAL) (Legibly Printed) Notary Public, State of Commission No.: Page-20- Agreement#16-6618"General Contractor Se ' «--" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1977- 6/28/2016 16.E.5. ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by_ , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -21- GQ` Aareement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1978- 6/28/2016 16.E.5. EXHIBIT B RELEASE AND AFFIDAVIT FORM COUNTY OF COLLIER ) STATE OF FLORIDA ) Before me, the undersigned authority, personally appeared who after being duly sworn, deposes and says: (1) In accordance with the Contract Documents and in consideration of $ paid, ("Contractor") releases and waives for itself and it's subcontractors, material-men, successors and assigns, all claims demands, damages, costs and expenses, whether in contract or in tort, against the Board of County Commissioners of Collier County, Florida, relating in any way to the performance of the Agreement between Contractor and Owner, dated 20 for the period from to (2) Contractor certifies for itself and its subcontractors, material-men, successors and assigns,that all charges for labor, materials, supplies, lands, licenses and other expenses for which Owner might be sued or for which a lien or a demand against any payment bond might be filed, have been fully satisfied and paid. (3) Contractor agrees to indemnify, defend and save harmless Owner from all demands or suits, actions, claims of liens or other charges filed or asserted against the Owner arising out of the performance by Contractor of the Work covered by this Release and Affidavit. (4) This Release and Affidavit is given in connection with Contractor's [monthly/nal]Application for Payment No. CONTRACTOR BY: ITS: President DATE: Witnesses [Corporate Seal] STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of a corporation, on behalf of the corporation. He/she is personally known to me or has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) NAME: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commissioner No.: Page-22- Agreement#16-6618"General Contractor Services' Chris-Tel Company of Southwest Flo toc. Packet Page-1979- 6/28/2016 16.E.5. EXHIBIT C FORM OF CONTRACT APPLICATION FOR PAYMENT (County Project Manager) Bid No. 16-6618 (County Department) Project No. Collier County Board of County Commissioners(the OWNER)or Collier County Water-Sewer District(the OWNER) Application Date FROM: (Contractors Representative) Payment Application No. (Contractor's Name) for Work accomplished through the Date: (Contractor's Address) RE: Name) (Project Original Contract Time: Original Contract Amount $ Revised Contract Time: Total Change Orders to Date $ Revised Contract Amount $ Total value of Work Completed Retainage @ 10% thru[insert date] $ and stored to Date $ Retainage @ _%after [insert date] $ Less previous payment(s) $ Percent Work completed to Date: % AMOUNT DUE THIS Percent Contract Time completed to Date % APPLICATION: $ Liquidated Damages to be Accrued $ CONTRACTOR'S CERTIFICATION: The undersigned CONTRACTOR certifies that (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied to discharge in full all obligations of CONTRACTOR incurred in connection with Work covered by prior Applications for Payment numbered 1 through inclusive; (2)title to all materials and equipment incorporated in said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all liens, claims, security interests and encumbrances (except such as covered by Bond acceptable to OWNER). The value of such materials and equipment is not relevant and proof of value/cost will not be required; (3)all amounts have been paid for work which previous payments were issued and received from the OWNER and that current payment is now due; (4)and CONTRACTOR agrees that all overruns as shown on the monthly estimate summary shall, in fact, be added to the revised contract and shall be incorporated into a future Change Order: By CONTRACTOR: (Contractors Name) DATE: (Signature) (Type Name&Title) (shall be signed by a duly authorized representative of CONTRACTOR) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is recommended: By Design Professional: (DP's Name) (Signature)DATE: (Type Name&Title) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is approved: By OWNER'S Project Manager: (Signature) DATE: (Type Name and Title) Page-23- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Flo . Packet Page-1980- 6/28/2016 16.E.5. EXHIBIT D CHANGE ORDER 0 Contract Modification 0 Work Order Modification 0 Amendment Contract#: Change#: Purchase Order#: Project#: I I Contractor/Firm Name:I I Project Name: Project Manager Name: Department: Original Contract/Work Order Amount Original BCC Approval Date; Agenda Item# Current BCC Approved Amount Last xpi BCC ApDate; Agenda Item# Current Contract/Vvork Order Amount SAP Contract Expiration Date(Master) Dollar Amount of this Change #DIV/0! Total Change from Original Amount Revised Contract/Work Order Total $ 0.00 #DIV/0! Change from Current BCC Approved Amount Cumulative Changes $ 0.00 #DIV/0! Change from Current Amount Completion Date,Description of the Task(s)Change,and Rationale for the Change Notice to ProceedI Lompletion Original (Approved FI:Date Date Date J this change) #of Days Added Select Tasks 0 Add new task(s) 0 Delete task(s) Change task(s) 0 Other(see below) 0 Provide a response to the following: 1.)detailed and specific explanation/rationale of the requested change(s)to the task(s) '" and / or the additional days added (if requested); 2.) why this change was not included in the original contract and, 3.) describe the impact if this change is not processed. Attach additional information from the Design Professional and/or Contractor if needed. Prepared by: Date: (Project Manager Name and Division) Acceptance of this Change Order shall constitute a modification to contract/work order identified above and will be subject to all the same terms and conditions as contained in the contract /work order indicated above, as fully as if the same were stated in this acceptance. The adjustment, if any,to the Contract shall constitute a full and final settlement of any and all claims of the Contractor/ Vendor/Consultant/Design Professional arising out of or related to the change set forth herein,including daims for impact and delay costs. Accepted by: Date: (Contractor/Vendor/Consultant/Design Professional and Name of Firm,if project applicable) Approved by: Date: (Design Professional and Name of Firm,if project applicable) Approved by: (Procurement Professional Date: Page-24- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page-1981- . 6/28/2016 16.E.5. EXHIBIT E CERTIFICATE OF SUBSTANTIAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Substantial completion applies to all Work under the Contract documents or to the following specified parts thereof: To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be substantially complete in accordance with the contract documents on: DATE OF SUBSTANTIAL COMPLETION A tentative list of items to be completed or corrected is attached hereto. This list may not be all- inclusive, and the failure to include an item in it does not alter the responsibility of CONTRACTOR to complete all the Work in accordance with the Contract Documents. The items in the tentative list shall be completed or corrected by CONTRACTOR within days of the above date of Substantial Completion. Page-25- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,In Packet Page-1982- ` 6/28/2016 16.E.5. • The responsibilities between OWNER and CONTRACTOR for security, operation, safe maintenance, heat, utilities, insurance and warranties shall be as follows: RESPONSIBILITIES: OWNER: CONTRACTOR: The following documents are attached to and made a part of this Certificate: This certificate does not constitute an acceptance of Work not in accordance with the Contract Documents nor is it a release of CONTRACTOR'S obligation to complete the Work in accordance with the Contract Documents. Executed by Design Professional on , 20 Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Substantial Completion on , 20__ CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Substantial Completion on , 20 OWNER By: Type Name and Title Page-26- Aureement#16-6618`General Contractor Services" Chris-Tel Company of Southwest Florida,l Packet Page-1983- ` 6/28/2016 16.E.5. EXHIBIT F CERTIFICATE OF FINAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION Page -27- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,I Packet Page-1984- 6/28/2016 16.E.5. The following warranty is attached to and made a part of this Certificate: EXHIBIT G Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Final Completion on 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page-28- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,In• Packet Page-1985- 6/28/2016 16.E.5. EXHIBIT G 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-29- Agreement#16-6618"General Contractor Services" Chris-Tel Company of Southwest Florida,Inc. Packet Page -1986- uQC 6/28/2016 16.E.5. AGREEMENT 16-6618 for General Contractor Services THIS AGREEMENT is made and entered into this day of , 2016, 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 EBL Partners, LLC, authorized to do business in the State of Florida, whose business address is 1482 Rail Head Blvd., Naples, Florida 34110 (hereinafter referred to as the "Contractor"). WITNESSETH: 1. TERM AND COMMENCEMENT. The Agreement shall be for a two (2) year period, commencing on date of award by the Collier County Board of County Commissioners, and terminating until such time as all outstanding Work Orders issued prior to the expiration of the Agreement period have been completed or terminated. The County may, at its discretion and with the consent of the Contractor, renew the Agreement under all of the terms and conditions contained in this Agreement for one (1) additional two (2) year term. The County shall give the Contractor written notice of the County's intention to renew the Agreement term not less than ten (10) days prior to the end of the Agreement term. 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 Contractor shall commence the Work upon issuance of a Work Order accompanied by a Notice to Proceed. 2. STATEMENT OF WORK. The Board of County Commissioners deemed six (6) firms to be qualified and awarded an Agreement to each firm. Each awardee will enter into an Agreement to provide complete services for General Contractor Services on an as-needed basis as may be required by the Owner in accordance with the terms and conditions of RFP#16-6618 and the Contractor's proposal, which is incorporated by reference and made an integral part of this Agreement. 2.1 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 procedure to obtain Work and all Work undertaken by Contractor for Owner pursuant to this Agreement during the term and any extension of the term of this Agreement. Any County Agency may utilize the services offered under this Agreement, provided sufficient funds are included in the budget(s). Page -1- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-1987- 6/28/2016 16.E.5. 2.2 The procedure for obtaining Work under this Agreement is as follows: For projects with a value up to three thousand ($3,000) dollars is as follows: • County Staff will select one of the awarded Contractors who will provide a fixed price, lump sum quote for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. For projects above three thousand ($3,000) and up to fifty thousand ($50,000) dollars is as follows: • A summary of work will be offered to all Contractors under contract. The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Sectionr within sevenergnc(7) wok and within twenty-fourking days or as a time reed to by the County's hours for emergency roject wo k manager for non emergency from the time of the request. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work shall not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. For projects with a value of more than fifty thousand dollars ($50,000) up to two hundred fifty thousand dollars ($250,000) is as follows: • A summary of work will be offered to all Contractors under contract with anticipated completion schedules, price methodology, and may identify liquidated damages, if required. • The Contractors will respond by providing fixed price, lump sum quote following the price methodology in Section 3.1 and the requisite quote information requested by the County's project manager which may include Performance and Payment Bonds requirements, within seven (7) working days or as a time agreed to by the County's project manager for non emergency work and within twenty-four (24) hours for emergency work from the time of the request. If required, the Project Manager shall attach the Bond paperwork to the SAP requisition and forward the original paperwork to Procurement Services. • The Contractors will respond by providing fixed price, lump sum quotes for the work. • The County's project manager may negotiate terms and conditions, however, work may not commence without the issuance of a purchase order. • The work will be given to the Contractor with the lowest responsive lump sum quote. Procedures for projects with a value of$250,000 and above are as follows: • This Agreement is limited for work or projects with an estimated initial value up to $250,000. This value may be increased after the award by Change Orders for unanticipated difficulties, work or costs, as set forth in the County's Procurement Ordinance. Work or projects with an estimated initial value in excess of $250,000 are outside of the scope of this Agreement, will be competitively bid in accordance with the County's Procurement Ordinance and will require Board of County Commissioners approval. Page -2- Agreement#16-6618"General Contractor services" EBL Partners,LLC Packet Page-1988- 6/28/2016 16.E.5. For each awarded Project, as part of the Contract Documents or in each Summary of Work or Request for Quotation, the Owner reserves the right to specify: the period of completion; collection of liquidated damages in the event of late completion. 2.3 This Agreement contains the entire understanding between the parties and any modifications to this Agreement shall be mutually agreed upon in writing by the Contractor and the County, in compliance with the Procurement Ordinance, as amended and Procurement Procedures in effect at the time such services are authorized. 2.4 This Agreement shall be the sole Agreement, and shall supersede any prior Agreement between the parties, for any new work or projects initiated after this Agreement is in effect. 3. THE AGREEMENT 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 and pursuant to the Price Methodology in Section 3.1. 3.1 Price Methodology: Lump Sum (Fixed Price): a firm fixed total price offering for a project; the risks are transferred from the County to the contractor; and, as a business practice there are no hourly or material invoices presented, rather, the contractor must perform to the satisfaction of the County's project manager before payment for the fixed price contract is authorized. Only a single lump sum quote is required, no itemized breakdown for the lump sum quote will be required for quoting or payment purposes. No time and material quotes will be accepted or required for quoting or payment. Actual invoices for materials, subcontractors, mark-ups, etc. will not be required for payment purposes, as the lump sum quote does not require a breakdown of the quote or supporting documentation. Timesheets and/or timecards will not be accepted or required for quoting or payment purposes to support labor hours, as they are not required for a lump sum quote. 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: EBL Partners, LLC 1482 Rail Head Blvd. Naples, Florida 34110 Telephone: 239-431-5003 Fax: 888-453-1777 pbenson(a eblpartners.com Attention: Paul A. Benson, 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: Page -3- c Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-1989- 6/28/2016 16.E.5. Collier County Government Complex Procurement Services Division 3327 East Tamiami Trail Naples, Florida 34112 Attention: Director, Procurement Services Division Phone: 239-252-8407 Fax: 239-252-6480 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 and the Contractor orall create or be construed as creating a to constitute the Contractor as an agent of partnership between the County 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. Owner will not be obligated to pay for any permits obtained bywi h the Workk or portions therractors. Contractor ll pay all sales,eof, which are applicable consumer, dur ng the other similar taxes associated 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 Agreement of the Contractor. Should the Contractor fail to correct s. 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. With respect to this Agreement, should the Contractor be found to have failed to perform Contractor 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. With respect to a particular Project, termination shall be governed by the terms of the Purchase Order. 9. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin. Page -4- Agreement#16 6616"General CEBL Partners,LLC Packet Page-1990- 6/28/2016 16.E.5. 10. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, $2,000,000 aggregate, for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent contractors; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $500,000 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 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 ensure that all subcontractors comply with the same insurance requirements that Contractor 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. 11.1 The duty to defend under this Article 11 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, Owner and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 11 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the Owner or an indemnified party for the matter indemnified hereunder is fully and finally barred b the applicable statute of limitations. Page -5- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-1991- 6/28/2016 16.E.5. 12. BONDS. A. When a construction project is in excess of $200,000, the Contractor(s) shall be required to provide Payment and Performance Bonds. B. When required by Owner, the Contractor shall furnish a Performance and/or Payment Bond prior to commencing performance, for the full amount of the Work, which shall act as a security guaranteeing the performance of the Contractor's work and the payment by the Contractor to any other party (ies) providing labor and/or materials in connection with each construction or renovation project performed by the Contractor. The bonds shall be furnished using the forms prescribed in Exhibit "A". C. All performance security shall be continued for a six (6) month period beyond the final completion of the project. D. If the surety for any bond furnished by Contractor is declared bankrupt, becomes insolvent, its right to do business in the State of Florida, or it ceases to meet the requirements imposed by the Contract Documents, the Contractor shall, within five (5) calendar days thereafter, substitute another bond and surety, both of which shall be subject to the Owner's approval. 13. PAYMENTS. Generally, the Contractor will be paid upon completion; however, for Work in excess of thirty (30) days, the Contractor may indicate on his response to the Request for Quotation his wish to receive Progress Payments. Subsequent to the first payment, Contractor must provide Owner with a fully executed Release and Affidavit in the form attached hereto as Exhibit "B" as a condition precedent to release of each progress payment. All applications for I payment, whether for full payment or a progress payment shall be in writing, and in substantially { the form attached hereto as Exhibit"C." n 14. 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. 15. SUBMITTALS AND SUBSTITUTIONS. Any substitution of products/materials from specifications shall be approved in writing by Owner in advance. Page -6- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-1992- 6/28/2016 16.E.5. 16. CONTRACT TIME AND TIME EXTENSIONS. A. Time is of the essence in the performance of any Work under this Agreement and Contractor shall diligently pursue the completion of the Work and coordinate the Work being done on the Project by its subcontractors and materialmen, as well as coordinating its Work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by Contractor. Contractor shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of Owner's supplies and contractors. B. Should Contractor be obstructed or delayed in the prosecution of or completion of the Work as a result of unforeseeable causes beyond the control of Contractor, and not due to its fault or neglect, including but not restricted to acts of Nature or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, Contractor shall notify the Owner in writing within forty-eight (48) hours after the commencement of such delay, stating the cause or causes thereof, or be deemed to have waived any right which Contractor may have had to request a time extension. C. No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which Owner may be responsible, in whole or in part, shall relieve Contractor of his duty o perform mctr giverise expresslyo any right to damages or additional compensation from Owner. 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. 17. 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 a lump sum quote of any cost or time increases or savings it foresees as a result of the change. If accepted by Owner, the change shall be considered a lump sum change order quote and follow Section 3.1 of this Agreement. 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 Agreement shall be in compliance with the County's Procurement Ordinance and Procurement Procedures in effect at the time such modifications are authorized. A Change Order in the form attached as Exhibit "D" to this Agreement, 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 Change Orders. The Contract Amount and Contract Time shall be adjusted in the Change Order in the manner as Owner and Contractor shall mutually agree. 18. ADDITIONAL ITEMS/SERVICES. Additional items and/or services may be added to this contract in accordance with the Procurement Ordinance, as amended, and Procurement Procedures and Section 3.1 of this Agreement. Page -7- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-1993- 6/28/2016 16.E.5. 19. COMPLIANCE WITH LAWS. The 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, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements in F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING CONTRACTOR'S DUTY ON TO OF CHAPTER 119, FLORIDA STATUTES, TO TH PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law: 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. 3. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 20. 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 rials and from machinery andhe surplusect mateeials,a, as nd shall l as all tools, appliances, construction equipment l leave the Project site clean and ready for occupancy by Owner. Page -8- Agreement#16-6618"General Contractor ctorPartners,ry LlC Packet Page-1994- I 6/28/2016 16.E.5. 21. 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. 22. ORDER OF PRECEDENCE. In the event of any conflict between or among the terms of any of the Contract Documents, the terms of the Request for Proposal (RFP), the Contractor's Proposal, and/or the County's Board approved Executive Summary, this Agreement shall take precedence. 23. WARRANTY. Contractor shall obtain and assign to Owner all express warranties given to Contractor or any subcontractors by any materialmen supplying materials, equipment or fixtures to be incorporated into the Project. Contractor warrants to Owner that any materials and equipment furnished under the Contract Documents shall be new unless otherwise specified, and that all Work shall be of good quality, free from all defects and in conformance with the Contract Documents. Contractor further warrants to Owner that all materials and equipment furnished under the Contract Documents shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturers, fabricators, suppliers or processors except as otherwise provided for in the Contract Documents. If, within one (1) year after final completion, any Work is found to be defective or not in conformance with the Contract Documents, Contractor shall correct it promptly after receipt of written notice from Owner. Contractor shall also be responsible for and pay for replacement or repair of adjacent materials or Work which may be damaged as a result of such replacement or repair. These warranties are in addition to those implied warranties to which Owner is entitled as a matter of law. 24. STANDARDS OF CONDUCT: PROJECT MANAGER, SUPERVISOR, EMPLOYEES. The Contractor shall employ people to work on County projects who are neat, clean, well-groomed and courteous. Subject to the American with Disabilities Act, Contractor shall supply competent employees who are physically capable of performing their employment duties. The County may require the Contractor to remove an employee it deems careless, incompetent, insubordinate or otherwise objectionable and whose continued employment on Collier County projects is not in the best interest of the County. 25. 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. 26. 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 Page -9- Aureement#16-6618"General Contractor Services" EBL Partners,L Packet Page-1995- 6/28/2016 16.E.5. 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, shalhalllbe charged with the be deducted from any same, and any monies necessary to replace such loss or damage samounts due Contractor. B. Contractor shall not load nor permit any part of any structure any part of loaded theln any Work or adjacent nner that will endanger the structure, nor shall Contractor subject 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. 27. 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. The Change Order shall be completed in accordance with Section 3.1 of this Agreement. 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. 28. COMPLETION. When the entire Work (or any portion thereof designated in writing by Owner) is ready for its intended use, Contractor shall notify Owner in writing that the entire Work (or such designated portion) is substantially complete and request that Owner issue a Certificate of Substantial Completion. Within a reasonable time thereafter, Owner and Contractor shall make an inspection of the Work (or designated portion thereof) to determine the status of completion. If Owner does not consider the Work (or designated portion) substantially complete, the Owner shall notify Contractor in writing giving the reasons therefor. If Owner considers the Work (or designated portion) substantially complete, Owner shall prepare and deliver to Contractor a Certificate of Substantial Completion, Exhibit E, 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 bst items on thel Completion, bute puner shall allow Contractor reasonable access to complete or co t. Upon receipt of written certification byread Contractor for fina{that inspect on and acceptance, Owner accordance is with the Contract Documents and y ill Page -10- H r ement#16 6618"General con rEBL Partners'L LCiSsipS Packet Page-1996- 6/28/2016 16.E.5. make such inspection and, if Owner finds the Work acceptable and fully performed under the Contract Documents, Owner shall promptly issue a Certificate of Final Completion, Exhibit F, recommending that on the basis of Owner's 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) The Release and Affidavit in the form attached as Exhibit"B." (2) Consent of Surety (if applicable) to final payment. (3) 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. 29. 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 DateDate.Work performed Work shall e by performed at he priorl tot site the prior to the Commence Any 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 construction 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 Contract Documents, Summary of Work, or 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 Certificate of Substantial Completion 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. 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, Page -11- Agreement#16-6618"General Contractor ctor PartnersServices" Packet Page-1997- ova • 6/28/2016 16.E.5. 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. 30. AGREEMENT ADMINISTRATION. This Agreement shall be administered on behalf of the County by the Facilities Management Division. 31. COMPONENT PARTS OF THIS AGREEMENT. This Agreement 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(s), RFP No. 16-6618,any addenda, any Quotation/Work Order made or issued pursuant to this Agreement, and any related plans or specifications for any such Quotations or Work Orders. 32. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any contract held by the individual and/or firm for cause. 33. 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. 34. 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. If these costs are applicable, the costs will be included in the lump sum total and follow Section 3.1 of this Agreement. 35. 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. 36. 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. 37. 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 Agreement to other governmental entities at the discretion of the successful proposer. Page -12- Agreement#16-6618"General Contractor Servi EBL Partners, Packet Page-1998- 6/28/2016 16.E.5. 38. 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. 39. SECURITY. The Contractor is required to comply with County Ordinance 2004-52, as amended. Background checks are valid for five (5) years and the Contractor shall be responsible for all associated costs. If required, Contractor shall be responsible for the costs of providing background checks by the Collier County Facilities Management Division for all employees that shall provide services to the County under this Agreement. This may include, but not be limited to, checking federal, state and local law enforcement records, including a state and FBI fingerprint check, credit reports, education, residence and employment verifications and other related records. Contractor shall be required to maintain records on each employee and make them available to the County for at least four (4) years. All of Contractor's employees and subcontractors must wear Collier County Government Identification badges at all times while performing services on County facilities and properties. Contractor ID badges are valid for one (1) year from the date of issuance and can be renewed each year at no cost to the Contractor during the time period in which their background check is valid, as discussed below. All technicians shall have on their shirts the name of the contractor's business. The Contractor shall immediately notify the Collier County Facilities Management Division via e-mail (DL-FMOPSna,collieroov.net) whenever an employee assigned to Collier County separates from their employment. This notification is critical to ensure the continued security of Collier County facilities and systems. Failure to notify within four (4) hours of separation may result in a deduction of$500 per incident. 40. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision- making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 41. SAFETY. All contractors and subcontractors performing service for Collier County are required and shall comply with all Occupational Safety and Health Administration (OSHA), State and County Safety and Occupational Health Standards and any other applicable rules and regulations. Also all Contractors and subcontractors shall be responsible for the safety of their employees and any unsafe acts or conditions that may cause injury or damage to any persons or property within and around the work site. Page -13- Agreement#16-6618"General Contractor Service EBL Partners,LL Packet Page-1999- 6/28/2016 16.E.5. Collier County Government has authorized the Occupational Safety and Health Administration (OSHA) to enter any Collier County Facility, property and/or right-of-way for the purpose of inspection of any Contractor's work operations. This provision is non-negotiable by any department/division and/or Contractor. All applicable OSHA inspection criteria apply as well as all Contractor rights, with one exception. Contractors do not have the right to refuse to allow OSHA onto a project that is being performed on Collier County Property. Collier County, as the owner of the property where the project is taking place shall be the only entity allowed to refuse access to the project. However, this decision shall only be made by Collier County's Risk Management Division Safety Manager and/or Safety Engineer. ***************************Remainder of page intentionally left blank******************************* Page -14- Agreement#16-6618"General Contractor .- EBL Part ) Packet Page-2000- I 6/28/2016 16.E.5. IN WITNESS WHEREOF, the Conte and ir e County,seals onave the date,and year first above ively, by an authorized person or agent, hereunder se written. BOARD OF COUNTY COMMISSIONERS ATTEST: COLLIER COUNTY, FLORIDA Dwight E. Brock, Clerk of Courts By: By: Donna Fiala, Chairman Dated: (Seal) EBL Partners, LLC By: First Witness Signature Print Name and Title Print Name and Title Second Witness Print Name and Title Approved a-i o yI,r ,11 nd legality: Jeffrey A. KI.,=' .1 , ounty Attorney ID ........, Page -15- Aareement#16-6618"General Contractor es" EBL Partners,LLC C Packet Page-2001- 6/28/2016 16.E.5. EXHIBIT A PUBLIC PAYMENT BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to as Oblige in the sum of ($ ) for the payment whereof we bind ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of , 20_, with Oblige for in accordance with drawings and specifications, which contract is incorporated by reference and made a part hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: Promptly makes payment to all claimants as defined in Section 255.05(1), Florida Statutes, supplying Principal with labor, materials or supplies, used directly or indirectly by Principal in the prosecution of the work provided for in the contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect sureties obligation under this Bond. The provisions of this bond are subject to the time limitations of Section 255.0592. In no event will the Surety be liable in the aggregate to claimants for more than the penal sum of this Payment Bond, regardless of the number of suits that may be filed by claimants. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of under-signed representative, pursuant to authority of its governing body. Page -16- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-2002- 1111. 6/28/2016 16.E.5. Signed, sealed and delivered PRINCIPAL: in the presence of: By: Witnesses as to Principal Name: Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this of 20 , by as of , a corporation, on behalf of the corporation. He/she is personally known to me OR has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR Cit Page -17- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-2003- 6/28/2016 16.E.5. As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20_ by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: • Page -18- Agreement#16-6618"General Contractor ctor SePare r ices" EBL Packet Page-2004- 6/28/2016 16.E.5. EXHIBIT A-2 PUBLIC PERFORMANCE BOND Bond No. Contract No. 16-6618 KNOW ALL MEN BY THESE PRESENTS: That , as Principal, and , as Surety, located at (Business Address) are held and firmly bound to , as Oblige in the sum of ($ ) for the payment whereof we bond ourselves, our heirs, executors, personal representatives, successors and assigns,jointly and severally. WHEREAS, Principal has entered into a contract dated as of the day of 20 , with Oblige for in accordance with drawings and specifications, which contractor is incorporated by reference and made a pat hereof, and is referred to as the Contract. THE CONDITION OF THIS BOND is that if Principal: 1. Performs the Contract at the times and in the manner prescribed in the Contract, and 2. Pays Oblige any and all losses, damages, costs and attorneys'fees that Oblige sustains because of any default by Principal under the Contract, including, but not limited to, all delay damages, whether liquidated or actual, incurred by Oblige; and 3. Performs the guarantee of all work and materials furnished under the Contract for the time specified in the Contract, then this bond is void; otherwise it remains in full force. Any changes in or under the Contract and compliance or noncompliance with any formalities connected with the Contract or the changes do not affect Sureties obligation under this bond. The Surety, for value received, hereby stipulates and agrees that no changes, extensions of time, alterations or additions to the terms of the Contract or other work to be performed hereunder, or the specifications referred to therein shall in anywise affect its obligations under this bond, and it does hereby waive notice of any such changes, extensions of time, alternations or additions to the terms of the Contract or to work or to the specifications. Page -19- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-2005- 6/28/2016 16.E.5. This instrument shall be construed in all respects as a common law bond. It is expressly understood paN that the time provisions and statute of limitations under Section 255.05, Florida Statutes, shall not apply to this bond. In no event will the Surety be liable in the aggregate to Oblige for more than the penal sum of this Performance bond regardless of the number of suits that may be filed by Oblige. IN WITNESS WHEREOF, the above parties have executed this instrument this day of , 20 , the name of each party being affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. Signed, sealed and delivered PRINCIPAL: in the presence of By: Witnesses as to Principal Name: ii Its: STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of of 201 , by , as a corporation, on behalf of the corporation. He/She is personally known to me OR has produced as identification and n did (did not) take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: Page -20- Agreement#16-6618"General EBL ContractorPartners,Services" Packet Page-2006- 6/28/2016 16.E.5. ATTEST: SURETY: (Printed Name) (Business Address) (Authorized Signature) Witness as to Surety (Printed Name) OR As Attorney in Fact (Attach Power of Attorney) Witnesses (Business Address) (Printed Name) (Telephone Number) STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of . 20 , by , as of , Surety, on behalf of Surety. He/She is personally known to me OR has produced as identification and who did (did not)take an oath. My Commission Expires: (Signature of Notary) Name: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commission No.: n Page -21- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page-2007- I, 6/28/2016 16.E.5. EXHIBIT B RELEASE AND AFFIDAVIT FORM COUNTY OF COLLIER ) STATE OF FLORIDA ) Before me, the undersigned authoritwpersonally appeared hoafter being duly sworn, deposes and says: (1) In accordance with the Contract Documents and in consideration of $ paid, ("Contractor") releases and waives for itself and it's subcontractors, material-men, successors and assigns, all claims demands, damages, costs and expenses, whether in contract or in tort, against the Board of County Commissioners of Collier County, Florida, relating in any way to the performance of the Agreement between Contractor and Owner, dated , 20 for the period from to (2) Contractor certifies for itself and its subcontractors, material-men, successors and assigns, that all charges for labor, materials, supplies, lands, licenses and other expenses for which Owner might be sued or for which a lien or a demand against any payment bond might be filed, have been fully satisfied and paid. (3) Contractor agrees to indemnify, defend and save harmless Owner from all demands or suits, actions, claims of liens or other charges filed or asserted against the Owner arising out of the performance by Contractor of the Work covered by this Release and Affidavit. (4) This Release and Affidavit is given in connection with Contractor's [monthly/final] Application for Payment No. CONTRACTOR BY: ITS: President DATE: Witnesses Corporate Seal] STATE OF COUNTY OF The foregoing instrument was acknowledged before me this day of 20 , by , as of , a corporation, on behalf of the corporation. He/she is personally known to me or has produced as identification and did (did not)take an oath. My Commission Expires: (Signature of Notary) NAME: (Legibly Printed) (AFFIX OFFICIAL SEAL) Notary Public, State of Commissioner No.: Page -22- Agreement#16-6618'General BL PContractor ervices" Packet Page-2008- 6/28/2016 16.E.5. EXHIBIT C FORM OF CONTRACT APPLICATION FOR PAYMENT (County Project Manager) Bid No. 16-6618 (County Department) Project No. Collier County Board of County Commissioners(the OWNER)or Application Date Collier County Water-Sewer District(the OWNER) FROM: (Contractor's Representative) Payment Application No. (Contractor's Name) for Work accomplished through the Date: (Contractor's Address) RE: (Project Name) Original Contract Amount: $ OriginalContract Time: Total Change Orders to Date $ Revised Contract Time: Revised Contract Amount $ Total value of Work Completed Retainage @ 10% thru[insert date] $ and stored to Date $ Retainage @ _%after [insert date] $ Less previous payment(s) $ Percent Work completed to Date: % AMOUNT DUE THIS Percent Contract Time completed to Date % APPLICATION: $ Liquidated Damages to be Accrued $ CONTRACTOR'S CERTIFICATION: The undersigned CONTRACTOR certifies that (1) all previous progress payments received from OWNER on account of Work done under the Contract referred to above have been applied to discharge in full all obligations of CONTRACTOR incurred in connection with Work covered by prior Applications for Payment numbered 1 through inclusive; (2)title to all materials and equipment incorporated in said Work or otherwise listed in or covered by this Application for Payment will pass to OWNER at time of payment free and clear of all liens, claims, security interests and encumbrances (except such as covered by Bond acceptable to OWNER). The value of such materials and equipment is not relevant and proof of value/cost will not be required; (3) all amounts have been paid for work which previous payments were issued and received from the OWNER and that current payment is now due; (4) and CONTRACTOR agrees that all overruns as shown on the monthly estimate summary shall, in fact, be added to the revised contract and shall be incorporated into a future Change Order: By CONTRACTOR: (Contractor's Name) (Signature) DATE: (Type Name&Title) (shall be signed by a duly authorized representative of CONTRACTOR) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is recommended: By Design Professional : (DP's Name) (Signature)DATE: (Type Name&Title) Payment to the CONTRACTOR for the above AMOUNT DUE THIS APPLICATION is approved: By OWNER'S Project Manager: (Signature) DATE: (Type Name and Title) Page -23- Agreement#16-6618"General Contractor Services" EBL Partners,LL Packet Page-2009- 6/28/2016 16.E.5. EXHIBIT D CHANGE ORDER ❑Contract Modification 0 Work Order Modification 0 Amendment Contract#: Change#: Purchase Order#: Project#: Contractor/Firm Name: Project Name: Project Manager Name: Department: Original Contract/Work Order Amount Original BCC Approval Date; Agenda Item# Current BCC Approved Amount Last BCC Approval Date; Agenda Item# Current Contract/Work Order Amount ASAP Contract Expiration Date(Master) Dollar Amount of this Change !Total Change from Original Amount Revised Contract/Work Order Total $ 0.00 #DIV/0! Change from Current BCC Approved Amount Cumulative Changes $ 0.00 #DIV/0! ,Change from Current Amount Completion Date,Description of the Task(sj hanger and ationale for he Change K Notice to Proceed Original Approved d Date Date -^.ompletion Date ___, es this change) #of Days Added Select Tasks 0 Add new task(s) ❑ Delete task(s) ❑Change task(s) 0 Other(see below) Provide a response to the following: 1.) detailed and specific explanation/rationale of the requested change(s)to the task(s) and / or the additional days added (if requested); 2.) why this change was not included in the original contract; and, 3.) describe the impact if this change is not processed. Attach additional information from the Design Professional and/or Contractor if needed. Prepared by: Date: (Project Manager Name and Division) Acceptance of this Change Order shall constitute a modification to contract/work order identified above and will be subject to all the same terms and conditions as contained in the contract /work order indicated above, as fully as if the same were stated in this acceptance. The adjustment, if any, to the Contract shall constitute a full and final settlement of any and all claims of the Contractor/ Vendor/Consultant I Design Professional arising out of or related to the change set forth herein, including claims for impact and delay costs. Accepted by: Date: (Contractor/Vendor/Consultant/Design Professional and Name of Firm,if project applicable) Approved by: Date: (Design Professional and Name of Firm, if project applicable) n Approved by: Date: (Procurement Professional Page -24- Agreement#16-6618"General Contractor Services" EBL Partners Packet Page-2010- bJ 6/28/2016 16.E.5. EXHIBIT E CERTIFICATE OF SUBSTANTIAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Substantial completion applies to all Work under the Contract documents or to the following specified parts thereof: To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be substantially complete in accordance with the contract documents on: DATE OF SUBSTANTIAL COMPLETION A tentative list of items to be completed or corrected is attached hereto. This list may not be all- inclusive, and the failure to include an item in it does not alter the responsibility of CONTRACTOR to complete all the Work in accordance with the Contract Documents. The items in the tentative list shall be completed or corrected by CONTRACTOR within days of the above date of Substantial Completion. Page -25- Agreement#16-6618"General Contractor Servi EBL Partner , C Packet Page-2011- `� 6/28/2016 16.E.5. The responsibilities between OWNER and CONTRACTOR for security, operation, safety, maintenance, heat, utilities, insurance and warranties shall be as follows: RESPONSIBILITIES: OWNER: CONTRACTOR: The following documents are attached to and made a part of this Certificate: This certificate does not constitute an acceptance of Work not in accordance with the Contract Documents nor is it a release of CONTRACTOR'S obligation to complete the Work in accordance with the Contract Documents. Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Substantial Completion on , 20_ CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Substantial Completion on , 20 OWNER �-. By: Type Name and Title Page -26- Agreement#16-6618"General Contractor Services" EBL Partners,LLC Packet Page -2012- 6/28/2016 16.E.5. EXHIBIT F CERTIFICATE OF FINAL COMPLETION OWNER'S Project No. ENGINEER'S Project No. PROJECT: CONTRACTOR Contract For Contract Date This Certificate of Final completion applies to all Work under the Contract documents. To OWNER And To The Work to which this Certificate applies has been inspected by authorized representatives of OWNER, CONTRACTOR AND DESIGN PROFESSIONAL, and that Work is hereby declared to be finally complete in accordance with the contract documents on: DATE OF FINAL COMPLETION Page -27- Aoreement#16-6618"General Contractor Services" EBL Partners,,C�` Packet Page -2013- `� 6/28/2016 16.E.5. �-o The following warranty is attached to and made a part of this Certificate: EXHIBIT G Executed by Design Professional on , 20_ Design Professional By: Type Name and Title CONTRACTOR accepts this Certificate of Final Completion on 20 CONTRACTOR By: Type Name and Title OWNER accepts this Certificate of Final Completion on 20 OWNER By: Type Name and Title Page -28- Agreement#16-6618"General Contractor Servi EBL Partners, • Packet Page-2014- 6/28/2016 16.E.5. EXHIBIT G r 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 -29- Aareement#16-6618"General Contractor Services" EBL Partners Packet Page-2015-