Agenda 03/27/2018 Item #16A 903/27/2018
EXECUTIVE SUMMARY
Recommendation to approve final acceptance and unconditional conveyance of the potable water
and sewer utility facilities for Frangipani Circle at LaMorada (FKA Indian Hill Estates),
PL20160000181 and to authorize the County Manager, or his designee, to release the Utilities
Performance Security (UPS) and Final Obligation Bond in the total amount of $45,056.81 to the
Project Engineer or the Developer’s designated agent.
OBJECTIVE: To have the Board of County Commissioners, as Ex-Officio Governing Board of the
Collier County Water-Sewer District, approve final acceptance and unconditional conveyance of these
potable water and sewer facilities and to release the Utilities Performance Security (UPS) and Final
Obligation Bond in the total amount of $45,056.81, in accordance with the Collier County Utility
Standards and Procedures, Ordinance No. 2004-31.
CONSIDERATIONS:
1) The Developer of Frangipani Circle at LaMorada (FKA Indian Hill Estates, has constructed the
potable water and sewer facilities within dedicated easements to serve this development. (See
attached location map).
2) Preliminary acceptance of these utility facilities was approved by the Development Review staff on
April 18, 2016. At that time, the value of these potable water and sewer utility facilities (assets) was
$106,928 and $56,453.20, respectively.
3) Staff recorded all preliminary acceptance documents associated with the facilities being conveyed to
the County in the public records of Collier County, which were reviewed and approved by the
County Attorney’s office as to form and legality. The County acquired its record interest by Utility
Facilities Warranty Deed and Bill of Sale recorded in Official Records Book 5265, at Page 2016, of
the Public Records of Collier County, Florida.
4) The potable water and sewer utility facilities have been operated and maintained during the required
one (1) year warranty period, following preliminary acceptance.
5) A final inspection to discover defects in materials and workmanship has been conducted by the
Development Review staff on February 12, 2018 in coordination with Public Utilities and these
facilities have been found to be satisfactory and acceptable.
6) Staff recommends final acceptance of the subject utility facilit ies and to release the Utility
Performance Security (UPS) and Final Obligation Bond in the total amount $45,056.81.
7) This final acceptance is in accordance with Collier County Ordinance No. 2004-31, as amended.
8) Staff is unaware of any issues that would serve to negate the recommendation to release the
applicable security.
FISCAL IMPACT: Approval of this Executive Summary will have no specific financial impact.
However, approval of this Executive Summary will result in the Collier County Water -Sewer District
receiving unconditional title to the utility facilities, which at the time of preliminary acceptance, had a
total gross value of $163,381.20 (no depreciation applied).
16.A.9
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03/27/2018
GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this
action.
LEGAL CONSIDERATIONS: This item has been approved as to form and legality, and requires a
majority vote for Board approval - SAS
RECOMMENDATION: To approve final acceptance and unconditional conveyance of the potable
water and sewer utility facilities for Frangipani Circle at LaMorada (FKA Indian Hill Estates,
PL20160000181 and to authorize the County Manager, or his designee, to release the Utilities
Performance Security (UPS) and/or Final Obligation Bond in the total amount of $45,056.81to the Project
Engineer or the Developer’s designated agent.
Prepared by: Lucia S. Martin, Technician, Development Review Division
ATTACHMENT(S)
1. Location Map (PDF)
2. Exhibit A (PDF)
3. Assets Sheet (PDF)
16.A.9
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03/27/2018
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.A.9
Doc ID: 4913
Item Summary: Recommendation to approve final acceptance and unconditional conveyance of
the potable water and sewer utility facilities for Frangipani Circle at LaMorada (FKA Indian Hill Estates),
PL20160000181 and to authorize the County Manager, or his designee, to release the Utilities
Performance Security (UPS) and Final Obligation Bond in the total amount of $45,056.81 to the Project
Engineer or the Developer’s designated agent.
Meeting Date: 03/27/2018
Prepared by:
Title: Technician – Growth Management Development Review
Name: Lucia Martin
02/20/2018 4:08 PM
Submitted by:
Title: Project Manager, Principal – Growth Management Department
Name: Matthew McLean
02/20/2018 4:08 PM
Approved By:
Review:
Water Pamela Libby Additional Reviewer Completed 02/20/2018 4:13 PM
Water Beth Johnssen Additional Reviewer Completed 02/20/2018 4:57 PM
Wastewater Beth Johnssen Additional Reviewer Completed 02/20/2018 5:03 PM
Wastewater Steve Nagy Additional Reviewer Completed 02/21/2018 8:07 AM
Growth Management Operations & Regulatory Management Stephanie Amann Additional Reviewer Completed 02/21/2018 9:04 AM
Engineering & Natural Resources Jack McKenna Additional Reviewer Completed 02/21/2018 11:52 AM
Growth Management Department Judy Puig Level 1 Reviewer Completed 02/21/2018 3:36 PM
Public Utilities Planning and Project Management Tom Chmelik Additional Reviewer Completed 02/26/2018 8:31 AM
Growth Management Department Matthew McLean Additional Reviewer Completed 02/26/2018 8:43 AM
Growth Management Department Thaddeus Cohen Department Head Review Completed 02/26/2018 9:19 AM
County Attorney's Office Scott Stone Level 2 Attorney Review Completed 03/01/2018 9:51 AM
Growth Management Department James French Deputy Department Head Review Completed 03/01/2018 11:25 AM
County Attorney's Office Jeffrey A. Klatzkow Level 3 County Attorney's Office Review Completed 03/01/2018 12:41 PM
Office of Management and Budget Valerie Fleming Level 3 OMB Gatekeeper Review Completed 03/06/2018 2:34 PM
Budget and Management Office Mark Isackson Additional Reviewer Completed 03/08/2018 9:16 AM
16.A.9
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03/27/2018
County Manager's Office Nick Casalanguida Level 4 County Manager Review Completed 03/18/2018 11:24 AM
Board of County Commissioners MaryJo Brock Meeting Pending 03/27/2018 9:00 AM
16.A.9
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FRANGIPANI CIRCLE AT LaMORADA
(FKA INDIAN HILLS ESTATES)
LOCATION MAP
16.A.9.a
Packet Pg. 581 Attachment: Location Map (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Exhibit A
Utilities Performance Security (UPS) and Final Obligation Bond
Amount Receipt Number
10% UPS Bond $41,056.81 Bond No. K09002686
Final Obligation Bond $4,000 2016305501
Total Amount $45,056.81
The 10% UPS Bond, if applicable, is based on the total amount of the water and/or sewer
utilities being installed for the whole project which includes material and labor. The
contributory assets reflect the cost of materials, not labor and are based on the assets of
which the county will be owning and maintaining.
Final Obligation Bond, if applicable, in accordance with Utility Ordinance 2004-31
Attachments:
1. Verification of Final Cost
2. Receipt of Payment
3. Performance Bond
16.A.9.b
Packet Pg. 582 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
VERIFICATION OF FINAL COST
PROJECT NAME: LaMorada (Frangipani Circle)
LOCATION: Plat Book 59 Pages 1-15
NAME & ADDRESS OF OWNER: WCI Communities, LLC
24301 Walden Center Drive
Bonita Springs, FL 34134
TYPE OF UTILITY SYSTEM: POTABLE WATER (MATERIAL AND SERVICES)
QUAN. UNIT COST TOTAL SIZE ITEM
$80,317.52
$8,088.75
$24,266.40
$5,931.75
$1,617.75
$1,725.60
$48,532.50
$7,000.00
$9,490.80
LF $32.36
EA $1,617.75
EA $808.88
EA $5,931.75
EA $1,617.75
EA $862.80
EA $5,392.50
LF $25.00
EA $1,186.35
C-900 PVC Water Main
Gate Valve
Double Water Service
Automatic Flushing Device
Sampling Point (Permanent)
Sampling Point (Temporary)
Hydrant Assembly w/ Valve
C-900 PVC Fire Protection Main
Gate Valve - Fire Protection
8" 2482
8" 5
30
1
1
2
9
280 4"
4" 8
$186,971.07 \ TOTAL COST
I do hereby certify that the quantities of material and services described above are a true and
accurate representation of the as-installed cost of the system.
CERTIFYING:
—-
Brett M. Eckenrode, Secretary
OF: Southwest Utility Systems, Inc.
16341 Old US 41 South
Fort Myers, FL 33912
STATE OF
COUNTY OF L-e_c
The foregoing instrument was signed and acknowledged before me tbfs^l day of JQAXULUJ . 20 // by
(\id f IrCk-fiK/LodfZ who is personally known to me \s OR who produced identification
Type ofldentification Produced
*1*1/(4 LORRAINE LEON
MY COMMISSION #FF 238892
. EXPIRES: June 9.2019
Bonded Thru Notary PubSc Underwriters
Seal: —I'jirui'i, > A Notary Public
£CA^— H ma % <5 *
16.A.9.b
Packet Pg. 583 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
VERIFICATION OF FINAL COST
PROJECT NAME: LaMorada (Frangipani Circle)
LOCATION: Plat Book 59 Pages 1-15
NAME & ADDRESS OF OWNER: WCI Communities, LLC
24301 Walden Center Drive
Bonita Springs, FL 34134
TYPE OF UTILITY SYSTEM: SANITARY SEWER (MATERIAL AND SERVICES)
TOTAL ITEM SIZE QUAN. UNIT COST
$43.14
$48.53
$70.10
$86.28
$5,176.80
$6,255.30
$7,765.20
$485.33
$46,418.64
$33,485.70
$36,241.70
$25,970.28
$25,884.00
$25,021.20
$23,295.60
$7,279.95
Gravity Sewer Main, SDR 26 (0-6' Deep)
Gravity Sewer Main, SDR 26 (6'-8' Deep)
Gravity Sewer Main, SDR 26 (8-10' Deep)
Gravity Sewer Main, SDR 26 (10-12' Deep)
Sanitary Manhole, (0'-6' Deep)
Sanitary Manhole, (6'-8' Deep)
Sanitary Manhole, (8-10' Deep)
Single Sewer Service
8"
8"
1076 LF
690 LF
8" LF 517
LF 8" 301
5 EA
EA 4
3 EA
EA 15
TOTAL COST $223,597.07 \
I do hereby certify that the quantities of material and services described above are a true and
accurate representation of the as-installed cost of the system.
CERTIFYING:
/> &)U/ad>
Richard T. Cowart, President
OF: Southwest Utility Systems, Inc.
16341 Old US 41 South
Fort Myers, FL 33912
STATE OF
COUNTY OF U&.
The foregoing instrument was signed and acknowledged before me this 5~* day of , 20j6_ by
IfrcJian? T~- Co^aj-^r who is personally known to me 1/^ OR who produced identification
Type of Identification Produced
BRETT M ECKENRODE
• 4 \A MY COMMISSION #FF129025
sgfep/ EXPIRES June 3, 2018
(40^i*3 F.oridaNo,arvService.com__
Seal: v Notary Public
16.A.9.b
Packet Pg. 584 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Collier County
Growth Management Division
2800 Horseshoe Drive N.
Naples, FL 34104
239-252-2400
RECEIPT OF PAYMENT
Receipt Number:2016305501
Transaction Number:2016-012139
Date Paid:03/02/2016
Amount Due:$4,000.00
Payment Details:Payment Method Amount Paid Check Number
Check $4,000.00 00446871
Amount Paid:$4,000.00
Change / Overage:$0.00
Contact:WCI Communities, LLC
24301 Walden Center Drive
Bonita Springs, FL 34134
FEE DETAILS:
Fee Description Reference Number Original
Fee
Amount
Paid
GL Account
Refundable Bonds PL20160000181 $4,000.00 $4,000.00 670-000000-220113
Cashier Name:LeaDerence
Batch Number:5109
Entered By: melissaalvarez
16.A.9.b
Packet Pg. 585 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Form 2 - Rev. 2004 (Utilities Performance Bond)
Bond No. K09002686
UTILITIES PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS: that
WCI Communities. LLC
24301 Walden Center Drive
Bonita Springs, FL 34134
(hereinafter referred to as "Owner", and
Westchester Fire Insurance Company
436 Walnut Street, Philadelphia, PA 19106
(hereinafter referred to as "Surety"), are held and firmly bound unto Collier County, Florida,
(hereinafter called "County"), in the total aggregate penal sum of Forty One Thousand, Fifty
Six Dollars and Eighty One Cents ($41,056.81) in lawful money ofthe United States, for the
payment of which sum well and truly to be made, we bind ourselves, our heirs, executors,
administrators, successors, and assigns,jointly and severally, firmly by these presents. Owner
and Surety are used for singular or plural, as the context requires.
THE CONDITION OF THIS OBLIGATION is such that whereas, the Owner entered into a
certain Utilities System Construction Contract, dated the &9 dayof J-ulw ,20\3 ,a
copy of which is hereto attached and made a part hereof; and I
WHEREAS the County has a material interest in the performance of said Contract; and
WHEREAS the County has adopted Ordinances and Resolutions (hereinafter "Land
Development Regulations") concerning the Owner's obligations to the County regarding the
construction, conveyance and warranty of potable water, non-potable irrigation water and/or
wastewater system(s) or portion(s) thereof constructed within the unincorporated area of
Collier County;
NOW, THEREFORE, if the Owner shall well, truly and faithfully perform its obligations and
duties to the County under said Land Development Regulations and all the undertakings,
covenants, terms, conditions, and agreements of said contract during the original term thereof,
and any extensions thereof which may be granted by the Owner, with or without notice to the
Surety and during the guaranty period established by the County, and thereafter, and if the
Owner shall satisry all claims and demands incurred under such contract, and shall fully
indemnifu and save harmless the County from all costs and damages which it may suffer by
reason of failure to do so, and shall reimburse and repay the County all outlay and expense
47
16.A.9.b
Packet Pg. 586 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Nhich the County may incur in making good any default. then this obligation shall be void,
otherwise to remain in full force and effect.
PROVIDED, FURTHER, that the said Surety, for value received hereby. stipulates and agrees
that no change, extension of time, alteration or addition to lhe terms ofthe contract or to uork
to be performed thereunder, or the specifications accompanying same shall in any way affect
its obligalion on this Bond, and does herebl' waive nolice of any such change, extension of
lime. alteration or addition to the terms ofthe contract or to the work or to the specifications.
PROVIDED. FURTHER. that it is expressly agreed that the bond shall be deemed amended
automatically and immediately. without formal and separate amendments herelo. upon
amendment to the Contract not increasing the contract price more than twenty percent (20%),
so as to bind the Owner and the Surety to the full and faithful perfonnance ofthe contract as so
amended. The term "Amendment", wherever used in this bond. and rvhether referring lo this
bond, the Contract or other documents shall include any alteration, addition or modification of
any character u'hatsoever.
tN WITNESS WHEREOF. the parties hereto have caused this Instrument to be executed this
l6'h day ofFebruary. 2016.
WITNESSES
A^,^, b{rd-b'
ChrltWrd),ft"/51rg;la- lci(,t!1 5t
Westchester Fire lnsurance Company
By
0aniel Killebrew
Prepared by: Stacy Killebrew, c/o Manh USA Inc., 1225 l7h Street, Suite I 300, Denver, CO
leen
80202
WCI Communities, LLC
By:
Stacy Killebrew, Attorney-in-Fact
16.A.9.b
Packet Pg. 587 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Power of
Attorney
WESTCHESTER FIRE INSURANCE COMPANY
Knorv rll m.n by lhc'. pr.s.nasr That WESTCIIf,STER FIRE INSURANCE COMPANY, . corporation of the Commonwealth ofPennsylvania pursuanl to the
fol lo\*lng Resolution, adoptcd t y the Board of Directors of the said Company on Dcc.mber I I , 2006, to wil:
-RESOLVEO, $n ln. followins.dbnurim rGl.,L b 6.6auiol\ for rd o b.h.lfol6. Con4uy, of bord., ud.ndinsi E@8iraer, @tds an o$d wit6 .sntrMB of $G Conpoy
.{d irb rh. od,Ey w of buin6 (-dr . _wnrb Cdnitdr"}
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(2)
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tull FEr {d thonry ro danna, fo, -d 6 Ulrlaof lh. ConpDx qlds ln. -rl of ilE Co'rpoy or odldlrdta .{.,i Wniar CmiEE! of $. Cdrpey ! my b. .p6ifi.d in !u.n Mn6
lodrllE! rard 9..'6..dd E , b. b, tgEd t?. o da of W,in6 C.mt&Ea d l, ,..i6.id ot@ d .4 Datolr Wrir.r C'Mi66t
deln.. for .!d 6 bddf ot6. CnFly, d& ,r Codo.ry" €l d dt*ir, *t lv.irh Ctuitm! or 6. CoiD-, a & e.ci6.d i! sh -irlrl d.1.8.ti.., ltid {c'6ce@ ,uy b. b,
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Ttu i8!.l!6 of ,y o0iq or or'a FM .r&rin8 i, Wdno Comi$6r r .rFin&En o, d.l.3rie p6un lo $i Roluio, rd fi. ral of $. Conpry, m., h. .fiix.d by fGimilc o rsh
Wn!6 ComnMr d wina rF0t6r q dd.irid
Ft TIIER RESOLVED. !h.r ih. for.soirs Rallri $.ll '6r b. &.8.d,o b. { acl6iv.rr.i.mnIof6.powEsd.ld6nry ofo,tc6. arDloy6 &d ortdFens b-r for sdon bdrlfoaln.
Conpoy. ad rdr Ralnid tull bl liml d oln@ie .fld dF a.G& of &! rdr low d..rtonry orrrtur v.lidy s tdo, €r.d
Docs her.by nominate, constitutc and appoinl Kathle.n K Freund, Stey KillcbEe*, all ofthc City ofDENVER, Colorado, cach individuarly rf there bc more than on€
named, its truc and lawful attomey-in-facl to malc, execute, $eal and dcliver on its behalf, and as its act and deed any and all bonds, undertakings, recogrizances,
contracts alrd othcr wrilings in lhe natura thcrcof in penalties nol cxc€rding Twenty Fivc million dollars & z.ro ccnts ($25,000,000.00) and the exccut,on of such
$ritin8s in pursuance ofth€se prcsents shall bc as binding upon said Company, si fully and amply 6s ifthey had bcen duly exccuted and acknowlcdgcd by the reSularly
electcd officers of thc Company at its principal oflicr,
IN WITNESS WHEREOF, the said Stcphen M. Haney, Vicc-President, has hcreunto subscribcd his name and allixed the Corpomtr s€al ofthe said WESTCHESTf,R
FIRE INSURANCE COMPANY this28 &y of January 2015.
WESTCHESTER FIRE INSURANCE COMPANY
At-u f"t d--.^'-
Skpll(n M llul.I. V'cc Prcriddr
COMMONWEALTH OT PENNSYLVANT,A
COI,NTY OF PHILADELPHIA ss.
On thb 28 day ofJanuary, AD. 2015 bcforc ma, a Not ry Public ofthc Comnonwcrllh of Pannsylvania in and for thc County of Philadelphia came Stephen
M. Haney ,Vicc-President of lhe WESTCHESTER FIRE INSURANCE COMPANY to mc pcrsonslly known to be thc individual 6nd oIfiftr who.xecured the
prcccdinS instrumanl and hc ocknowlcdS.d tllat hc cxccutcd lhc ssrnc, atd thal drc scal afrixcd to 0E prcccding ins&ument is thc corporalc scal ofsaid Conpany; thal
the said corporale seal and his signaturc \rcrc duly affixad by lhc au$ority 6rd dirlction ofthc said eorporstion, and that Rqsolution, adoptcd by the Boad of Directors
of said Compahy, rcferrad to in thc pr6.dina insEumcnt is now in forcc.
IN TESTIMONY WHEREOF, I h.ve hcrcunto s.t my hsnd sDd affixcd my officialscd ar thc Cily of Phil.dclphia *E dsy 'rd
y.rr first above writlcn.
I, the udersigncd Assislant S€crelary ofthc WESTCHESTER FrRE INSURANCE COMPANY, do hcreby ccniry that thc original POWER OF ATrORNEY, of
which the foregoing is a substantially rue and corrcct copy, is in full forc€ and affcct
ln witn.$ wh.reof,I hsvc her.unto subccriH my namr as A3sistsDt Sccrctary,.nd 6ftixcd thc corpomtc scal ofttrc Coryoratioq lhi,ld*A.v ot fur\ %t AoW
THIS POWER OF ATIORNEY MAY NOT AE USED TO EXECUTE ANY BOND WITH AN TNCEPNON DATE AFTER Janua'y 28,2017
Docuqard 1n4516 conlains a seu y N ogaph, blae hackgtdltd, h@t-sensiti/e iak, coin-Bactlve valoma*, aDal ngetexl pinlng on bordet.
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16.A.9.b
Packet Pg. 588 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
NOTARY ACKNOWLEDGMENT
STATE OI- COLORADO
COT]NTY OF DENVER
The forgoing instrument was acknowledged before me this 16rh day of February,2016
by Stacy Killebrew, Attorney-in-Fact for Westchester Fire Insurance Company, a
Pennsylvania corporation, on behalf of the corporation.
SS
IGTHLEEN K
NOTASY PUBUC
TATE OF COLORAOO
NOTAFY rO 19Se{013t
My Commission Expires:
February ll,2019
otary Public
16.A.9.b
Packet Pg. 589 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
CORPORATE ACKNOWLEDGMENT FORM
STATE OF FLORIDA
COUNTY OF LEE
On this 18th day of February 2016, before me personally appeared Sheila Leith to me known,
who, being by me first duly swom, did depose and say that she is a Vice Presiden! of WCI
Communities, LLC., a Delaware corporation, being the corporation described in and which executed
the foregoing instrument; that she knows the corporate seal of said corporation; that the corporate seal
affixed to said instrument is such corporation's seal; that such seal was so affixed by order and
authority of the Board of Directors of said corporation; and that she signed her name thereto by like
order and authority.
My commission expires:
N Pub
State of Fl a
...}ffi
u T H J t,l A R A N TT I
N olar P ll b li c,State ol F ot id
M e p s Jun e 1 5 20 8c0
Co mm on (u bcr F t 1 06 3 !7
Ituth J. Marianetti
Printed Narne of Notary Public
FF tousoT
Notary Public Commission Number
16.A.9.b
Packet Pg. 590 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
MASTER SERVICE AGREEMENT
Dated
by and between
WCI Cornmunltlcs, LLC
c.wcr)
and
Laa M.,. Btna C.".- C.^-c-
("Contractor")
2013_
Contrct's Tltle: L.e,^.\'D. v l^Y\ <.<-
Addrcss: .ill\3.:r L]. trre-. ('....\r,r' ). Addrcsss lSLg5, furli lrCOg ElrC
rerephone N i;fi il, ,.'J ; i :' J i:: "'' u rurcpro," rfi'Jf,T.t*.Tl [$];Jir $to'
Facslnrlle Number: J'1.., - q(t t3)! Facslmlle Number: (ftl\- qff-llt{
Electronlc Moll Addre$: Electronlc Mall Addressl l(olr flrrnneOAanrg.rll.
4!Ar.! (€Athrr 6 (rr .-! < 1 c:r' rq"' \ '<! ( .\rr.--
Tax Ideo0ncsflon No.: 27-0601E55 Tax Identiflcation No.: $i-lt5{o1l
WCI's Contrct Information
Contact: C r ari ,. L. ,,r,,. , ^J
Contractor's Contact Information
Contractor's Rcpresentatlvel RoUrC I. FrSf rfl.
Reprcsentati ve's Title: Vreg Pocfrcr.rf
,
l.3lvmdL.d r,.!!lopnEn/m.t cr.l,tdml hnd d.v.lolxirnl 4- 16- l t
16.A.9.b
Packet Pg. 591 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
INDEX TO MASTER SERVICE ACREEMENT
..1
',2
..3
t.
:.
l.
.3
3
.3
3
.3
3.1. T.rm and Tcmriu.tion of PurchaseOrders.....................
3.1.1. TGrm of Purchasc Ordcrs. . . . . . . . . . . . . . .
9,7. Conflicts..........
9.8. Medirtion.,.......
9,9. Gov6ning lrw; V?nu6........
9.1 l.successors and A!!igns.
9.12.Conflict of lrGiest...,.....
9.l3.Waivcr
9.14. H?edir8s......,
9. | 5. Cou ntcrparts and T.lcfared SiEnalurcs.
9,l6- Noricrs..,....
9.1?. Amcrdlrrcn|.
9. 1 8. Equal Employmc Opponunity....,.,...........,.
I 0. Spccill ProvisiorE; Elrlire A8rrcnl.nt.....
Effect of this Agrccmenl; Reprrsrnlativc
E[t!y into Purchrsc Ordcrr,,.....,.....
Pcriod of Service.......
10.2. Entirc AgrcctIEnt
3.1.2. Tcrmination for Breach..
1. 1.3. Tcrmination for Convcni?hce..............
3.1.4. EffcctofTc.mination.
3-2. Tcrm and TermiD.tion of this Agrccmcnt
3.2.1, Term
1.2.2. Tcrmination for Breach
3.2.3. No Effc*....,.
3.3, s usp?nsio.r. .. . .. . ..... . .
.1. PayrEn tr to contractor; AccountinE. .. ......... ... . . .
4.1. Types of Paymcnt$................................
4.2. Effcct of Pryrncrts
4.f. lnvoicct.............
4,4. PeynEnrs and Delinquency..,.......,.....
4.5. Rc.ords of Cosb
4.6. Co mplctc Compcn sltion. .. ... .. .. ... , . , ..
4.7, No Ucnr or CIrims........................
Ownarship and RiusE of Documcnts.....,......
lnsurance,
Employecs: Indcpcnde[t Contraclors......,,......-. -.
7.1. Employccs........
7-2. Rclationship
Indcmrificalion
Miscclloneout........,.
9.1. Rccovcry ofDisput. Rcsolutio! Cons...
9.2. Compliaocc with Codcs rnd Strndards..
9.J. Force Majcurc..........-.
.3
.3
..4
.4
.4
4
.4
.5
.5
.6
.6
1
5
6
1
8
9.5. Hazrdous Mrlerial!.....
9.6. Rcqucsts for Informrlion
l2
l3
l3
t3
.14
l4
l4
t4
t4
l5
t5
t5
t5
l6
l1
l'l
NO ST&IKE.T'HROUCHS }IAY IIf, IIIADE TO THIS AOIiIiEMEN'I"
THIS ACRDEUI, TAY ONI,..
wcr rnrf r.rs o, tult|oid R {4-
Y tl: AitSt{DED On MODmED lN WIITr{G STONED 3y IYCL
^*n r, O @
i
16.A.9.b
Packet Pg. 592 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Controctor is in thc busincss of providing the following scrvicesWHEREAS.
C-r.oLc?r I Brrm-rr=arl
WHEREAS, WCI is in lhc community deyclopment tnd rcsidcntial construclio8 busincss and,
from tirne to time, rcquircs rhc types of scrvic6 povided by Contractor;
WHEREAS, Contractor would like to bc able to submit bids 8nd othcrwisc be cligible to Providc
its saviccs to WCI; and
WHEREAS, in order to be eligible to bid or to providr scrviccs to WCI, wcl rcquircs that
Contraclor cnter into this ASrccmcnt aod that it providc any such serYices to wcl according to $e terms
{nd subjcct to thc conditions sct forth bclow in lhis AgrccnEnt.
NOW, THEREFORE, in considention of thc mutual promisas rnd rcprcscntations hcrcio
containcd, and olhcr tood lttd valuablc considcrstion, thc adcquacy lnd sufficiency of which are trcreby
acknowlcdtcd, thc Paflics, intending to bc lcgally bourxl hcrcby, sgrcc as follows:
SECTION l. EFFECT OF THIS AGREEMENT; REPRESENTATIVE
l.l Thc Psrtics acknowlcdSc that thcy 8re cnlrring into this Agrccmcnt solcly for the
purposc of: (i) cnsuring fiat basic contract terms bctween the Parties, rclatcd to ony futurc serviccs to
be provided by Conlractor arc a8,rc€d uPon ahcad of timc, and (ii) to cxPcditc subsequcDt bid
processes and final Purchasc Ordcr awards. Serviccs (dcfincd in Scction 7.4, bclow) to bc pctforrEd
by Crntrdctor on a particulat project or phase of a Project will bc determincd undcr orr or nrorc
scparatc sub.a8rccmcnts which will consist of WCI's purchase order form rnd a proposal from
Contractor outlining the work to be pcrformed, or if thc total cost of the projcct is lcss than
$20,000.00, a proposal or invoicc from Consactor. Both WCI'S purchose order and thc
proposaVinvoicc from Contrrcror outlinint lhc work lo be pcrformcd arc colleclivcly rcferrcd to
hcrcin as "Purchsse Gdcr(s).' A samplc form of a WCI's form purchase order is attachcd hereto as
Exhibit A. This Agrcement does not imply, entitl€ or guatantcc thst the Conlractor will bc awarded
any future projert lssignmcnts, any prEfcrences, or thc ri8ht to bid on them.
1.2 By cxecution of this Agreamcnt, WCI 8nd Contractor conscnt to utilization of this
Agrccmcnt as a contracturl basis for thc potential awud of futurc Purchasc Ordersi this Agrecm€nt in
itself docs not authorize Conlractor to Eovidc aDy scrvices to WCI nor docs it crcatc any sort of
cxclusivc rclationship bclwc€n th€ Partics. Thc sFcific Scrviccs to bc providcd by Contractor on 8ny
panicular project or phasc of a project will be dcscribed in the spPlicablc Purdtasc Oder. For thc
sakc of clarity, Contractor is not sutho.izcd to, and shall not, undertakc any work for or on bchalf of
O STIIXIi.TITOUC}I8 MAY IE iIA.DE TO TIIIII AGIEEME'{f.
TIA ACRAEMENI,}IAY ONLY BE AXT:NTTED OII MODIFIED IN WXITIiiC SIGNIiD IY Wcl. . ,//{t' c"^t*t-'"., Wwcl lniri.rr oI Au.horircd R q L+ ,
a-
MASTER SERVTCE AGREEMENT
This Mastcr Ssvicc Agre€nEnt (rhis 'AgrccnEnt") datcd as of rhc day and ycar sct fonh olt the
trtlc pagc to this Agrcemcnt, is madc and cntqcd into by aod betwBcn WCI Communitics, LLC, a
Dclawuc limitcd liabitity company ("WCl"), and the Contractor idcatified on the titlc pagc hercto.
Contractor and WCI ue som?titncs rcfcncd to togclhcr in this Agrccr€nt as thc "Panics" afll
individuslly as a "Pany").
RECITAI,s
16.A.9.b
Packet Pg. 593 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
WCI unlcss and uotil a Purchasc Order regarding such work has been exccuaed and dclivatd by WCI
and Contractor dcscribing thc spccific tasks to be completed by Contractor and such olhct rclcvanl
information as the Partics moy desire.
1.3 For this Ageerrent 8nd for cach Purchsse Order, Contlsclol shall dcsignatg io
writing, one qualificd person to oct as Contractor's rcPtesrntqtive (each a "Contractor's
Rcprcscntative') wilh rcsPccl to such sSrcerncnt and any Scrviccs thcrcunder. Contraclor rnay
designa(c 6 new Conlracto/s ReprescDtative by providing writtcn nodce lo WCI thdcof in accordancc
with Section 9.16 of this Agrcrmcnt. ln connccaion with mattcrs Eletcd to dlis Agrecmcnt, Contractor
authorizcs thc pcrson sct fonh on thc titlc pagc to ahis Agrccmcnt to act on its bchalf. The pcrson
namcd on thc title page shall bc thc defaull ConEacror's RcFescntstivc for any Purchssc Ordr unlass,
as to cach Purchasc Ordcr, Cootrrctor shall spcifo olhcrwise,
SECTION 2- ENTRY INTO PURCHASE ORDERS
2.1 For cach Purchase Or&r, WCI shall dcsignatc in writing one or rnore Persons to ac! as
WCI's reprcsentadve(s) with rcspect to the services to be rcndercd under cach Purchasc Ordcr (each a
"Project Msnagcr"). Such pcnon(s) shull havc complac authority to transmit instructions, rcrcivc
informuion, and intcrprct and dcfinc WCI's policics and dccisions with respccr to Contr8ctor's
scrvices for the project or phase of projccl. WCI tnay drsignate a ncw Projccl Man88ct, at aDy tirE,
by providing Conoactor writtcn ooticc thcrcof in sccordance with Section 9.16 of this Agrccnrcnl
2,2 In connection wilh cach Purchasc Ordcr awarded lo Contraclor, WCI shall providc all
critcria and full information as Io WCI'S rcquircmcnts for (hc project or phasc of projcct, including, for
cxample. dcsign objcctivcs and consrointsi spacc, capacity and perfu'mance requirrrnents;
construction standards; and flcxibilitn cxpendability, ond any budgctEry limihrions.
2.f In conncctioo with cach Puchasc Order and in cooncction with the preparation ofany
bids by Contractor, WCI shall placc at Contractor's disposal availablc infornation aboui thc Fojcct or
phlse of projcct. that is relevant to prcpatadon of the bid or pcrfornuncc of thc Scrviccs, including
repoflsi gcotcchnical information; utility locations; prcpcny dcscriptions, zoning, dccd and othcr lard
usc Estrictio[si and sny olhcr applicablc data Eletivc to thc &sign or constructio[ of lhc Pmjoct.
2.4 As ncccssary, WCI shall arrangc for acccss to rnd makc rcasonablc provisioos for
Contr0ctor to cntcr upon public end private propcny ss rEasonably nquircd for Contractor to pcdorm
Scrviccs undcr coch Purchase Ordcr,
2,5 Contnctor covcnants that prior to cxccuring cach Purchasc Order, it will visit and
cxaminc the applicable projcct workitc(s) to discover uny aod all conditions of cvery kiod and nature
rhat may affcct thc Work Prcduct as describcd in the Purchase Ordcr, aod Conlracto, will bccomc lully
familiar with all srch condilions. Upon cntcring into any Purchase Ordcr, Conhacto, will be deemed
to reprcscnt and warant to WCI lhst it has, by carcful cxsmination, satisficd ilsclf as to: (a) thc naturc,
locatiqn and char@tcr of thc sitc st which sny serviccs arc to bc pcrform€d, iocluding, without
limitation, applicablc surfacc and subsurface conditions that arc visually obscrvable, all structurcs and
ohstructions prtaining thcrcto, both natural and rnan madc, and all visually observablc surface and
$ubsurfacc conditions of lhc arcas surmundinS the site; (b) thc naturc and characlcr of thc area in
which th€ sile is localcd, including, without limitutioo, sitc acccss, availablc labor supply ard cosl,
availablc cquipmcnl supply and cosl: and (c) the quality ond guantity of all matcrisls, supPlics, tools,
NO STUTf,.TIIf,,OUCIIS MAY 18 MADE TO TBIS AGAEEMEITT.
Tlrlt AGR EME|YT l]AY Oltl,y OE A-TIBNDED On MO ruO tN rvlrrlI.lc SIGNED BY WCt.
/2 -
c*,*,,r",,"u ltwcr rniiiltt ot
^u,horit.d
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16.A.9.b
Packet Pg. 594 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
3.1.2 Tcrmination for Brcach. lf cithel Pany matcrially breaches a Purcbasc Order or
rhis ABrccment as il applics to a Purchasc Order and fails to rEmcdy rhat breach within tcn (10) days of
receip( of writtcn notification of said brcach (or, in the case of wCI, failing to make timely paymcnt of any
rundiiputed invoice in accordancc with Scction 4.4, within sixty (60) dayr) of rccciving writtcn noticc of
ahar brcach from the othe, Palty, thc non-breaching Pany rray rerminatc thc Pulchasc Order by providing
noticc of tcrmination to thc brcaching Pany.
cquipmcnt, lobor and scrvices of sny kird ncocssary 1() Erdcr thc Serviccs sltd producc any Wor*
Product as conlcmplatcd in thc Purchasc Ordcr and for the Compcnsadon sct fonh thcrein'
SECTION3, PERIOD OF SERVICE
3.1 Tcrm and Tcrmination of Purchase Ordcrs
3. l,l Tcrm of Purchase Ordcrs. Thc tcrm of crch Purchase Ordcr shall bc one ycar or
irr othcru/isc spcciticd ir such Purchosc Order, subject to carlier tcrmination as Providcd in this
AEre"nEnt.
3,1.3 Tcrmination for Conlcnicncc. WCI may, io its solc disctction' lerminatc a
Purchosc Ordcr at any dme, in wholc or in Part, uPon thirty (30) days wrilten notice to Contractor and shall
promptly moke any paym€nts for work that was complctcd to WCI's rcasonablc satisfaction in accordancc
with Scction 3.1.4 bclow.
3.1.4 Etfccf-olIcrmiaaiel. UPon thc cxPiration or termination of a Purchasc Ordcr,
L'onracror shall ceasc providing Services un&r that Purchasc frer and promptly shall delivcr to WCI all
work Producr (as defined in Scction 5.2), whether complctcd or work in progress. Prov.ided that the
Purchase Ordcr was not tcrmiDatcd as thc rcsult of a breach by Contractor, Contractor may invoicc WCI,
irnd in such cvcnt WCI shall pay Contracaor, for any Se ices satisfactorily pcrformed and permitted
cxpcnscs properly incurrcd prior to notice of termination in accordancc with this Scction 3 1.
Notwithsranding thc forc8oing, if, undcr srrch Purchasc ordcr, WCI has madc any dcposits or paid in
advancc for any Scrviccs that havc not becn rendercd to WCI'S sadsfaction as of tlte date of expiration or
rcrmination, Conlractor promptly shall reimbursc IVCI all amounm paid in advancc with rcspcct to such
Services. Tbc tcrmioation of one Purchasc Ordcr shall not, in and of itsclf, affcct this AgrErment or any
othcr Purthase Ordcr.
3.2 Tcrm and Termination of this Agreernent
NO STR]KE.T}IROUGHS MAY AE MAI'Ti TO T1IIS AGRNEMSNT
3.2.1 &@. Thc lerm of this AgrcenEnt shall comrEnc. as of thc Effcctivc Dale 8nd
shall continuc for onc (l) ycar. Thercafter, the tcrm of this Agrecnrnr autofiatically shall renew for
successivc one ( l) ycar tcrms unless either Pany gives w tren noticc ofthc non-renewal ofthis ASreettlena
lo rlle othcr Party at leasr six(y (60) dsys prior to thc datc on which this A8lccrncnt oth€rwisc would bc
rcrrwed,
3.2.2 Tcrmination for Brcach. If eithcr Pany matcrially breaches this Agreement and
tirils to remcdy rhat brcach withln ten ( l0) days of daa of teceip( of winen notificadon of brcach (or' in
lhc case of WCI, failing to makc timcly paymcnt of any undisPuted invoicc in accordancc with Scction
4.4, within sixty (60) days) of rccciving written noticc of lhat breach from the othcr Pany, thc non-
breaching Party rnay tcrminltc this Agrccmcnt upon notice to the brcaching Pany.
THIS AGRNIMEI\'T ItlAY ONt,Y Af, AMf,NDEI} OR IIODIFIED IN
3
wCI lnidrh of tuihorlrld i.p
wf,rrrric sIGitED aY wcl. /t-
,-r,'.-ru^o &
16.A.9.b
Packet Pg. 595 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
3.2.3 No Effcct. Notwithstanding lhc tcrminstion or cxPiration oftbis Agrccrncnt, rhc
tcl[u and conditiom of this ABrecEEnt shrll continuc in ctlect wilh respect to cach Purchasc Ordcl until
rhc cxpintion or irrmination of such hrrchasc Ordcr; Fovided, howevcr, that, if, pursuant to Section 3.2,2
lbovc, WCI clcct! ro icrminatc this Agrccmcnt for a matcrial brcach by Contractor, such clcction shall
irlso opcrdtc to rerminatc 8ny Purch8se Orders lhcn in cffcct.
3.3 Susoension. WCI may, for 8ny rcison or no rc8son, susPnd Contractor's work undcr
any Purchasc Ordcr by providing el Ieasl f rtrcn (l4)days advancc wdttcn notice thcreof, cxccpt that
il in WCI! rcasonable judgnrnt, thcrc cxist cmcrgency circumstanccs (including a hcalth or safe.ty
risk) the suspnsion shall be cffcctive imm€diatcly upon dclivery of nolicc (whcther oral or written)
ItErcof, ln the event of a suspcnsion of work undcr a Purchase Order, for any rcason (othcr ihan duc
to ary act oI onission on thc pan of Contracror), cxcccding nincty (90) days, Contractor, at its oPtion
may tcrminate thc applicablc Purchase Ordcr. Any suspcnsion shall cxtend the work schcdulc or other
pcriul ovcr which thc Scrvices were to bc Provided that wcrc spccificd in the ap,Plicablc Purchase
Order in a manncr that is rcasonably acccPtablc to both WCI and Contractor.
SECTTON 4, PAYMENTS TO CONTRACTOR; ACCOUNTING
4.1 Typcs of Pavrncnts. As sPecificd in thc rclevant Purchasc Ordcr, WCI shall Pay to
Conrractor. for Scrviccs actually rerxlercrl in accorbncc with this Agratrncnt and the applicahlc
Purchase Ordcr, cithcr: (i) the fixed fce tmount specificd in the aPplicable Purchase Or&r; (ii) if on a
drnc and matc als basis, thcn al the rates sPccilied in the aPPlicablc Purchase Ordcri or (iii) if on u
cost-plus-fixed-fce basis $cn as determincd Frrsuant lo ihc apPlicabh Purchasc Orderi cach subjcct'
howcvcr, to WCI's right to withhold the Retaincd Amount and WCI'S right to offsct with rcsPcct io
such Reteincd Annunt. WCI may rcquirc Contractor promPtly to Prcparc budgcts for Panicular tasks
to bc pcrformed by Pcnonncl (dcfincd in Selaion 7.1 . l, bclow) in conncction with a projccl or Phasc
thcrcof. lf WCI docs so, and thc Purties subsequcntly agrce on a budgc! Wcl shall bc obliSalrd to
pay no morc for thc satisfactory complction of a task than thc amount or rrngc spccified in the
opplicablc budgct.
4,2 Effect of Pavmcnts. No payment madc under any Purchasc Ordcr shall bc decmcd
acccptancc of tlrc corresponding Scrviccs by WCl, cithcr wholly or in Pan, 8nd no Payrnent shall bc
construed to dicvc Contractor of litbilily for the dcfectivc, faulty or iocomPletc rcndition of tttc
Services. Thc acccptancc by Conrador of the final Payment undcr any hrrchasc Orilcr shall
constitute ard opcratc as a rclcase of WCI from Ell funhcr obli8slions or liabilities of WCI undcr such
Purchasc Odcr.
4.3 fuyqlggg. Unlcss anoth€r billing intcrYal is specificd in the aPplicablc Purchase Ordcr.
Contractor shall submit monthly invoiccs for Scrviccs rcndcrcd in such levcl of dctail aod with such
supponing documcntslion as may rcasombly be rcqucstcd by WCl. Unlcss anothcr Payrnrnt schcdulc
is spccified, payments for Purchasc Orders with a lump-sum compensadon comPonclt will be bascd
upon Contracto/s final acccpted bid price proponion of thc totsl serviccs actually clmPleted 8t thc
timc of billing. Unlcss anothcr payment schcdule is spccified, for cost-Plus-fix€d-fec method of
paynEnt, the amount of fixrd fcl billcd will be bascd on thc ProPonion of ahc costs incurred at tltc
time of billing to thc maximum allowable cosr eslablished for the Purchasc Ordcr.
NO STNIXS.TUXoUCIIS MAY 3A MADB TO THIS A(;RESMEN[,
THIII AGf,EEI{ENT!{Al ONLY DE AMENDDI} OI MODIfIED tN WRITTNG SICIiED BY WCI.
L'
""n,*ro,^rn,{wcl lniridr ot A'rdlo'izcd RcrL:j-
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16.A.9.b
Packet Pg. 596 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
4.4 Pavmcnt!_ttrilDglilg!!trey. Subjcct ro thc conditions sct forth io this paragr8ph, thc
amoun(r due to Contrac{or from WCI rcflectcd in Contraclot's invoices shlll bc due and payoble
within sixty (60) days of rcccipt by WCI. lf WCI obje.ts (o all or any portion of an invoicc, WCI shall
notify Contractor $i(hin fourtccn ( l4) days of thc invoicc datc, identify the cause of thc disagrc€rncnt and
pay, whcn due, that portion of thc invoicc not in dispute. Atall tirDes durinB 8nd after the pcrforrnanc!
of Services undcr any givcn Purchasc Order, WCI shall b€ enritled, from time to time, to withhold,
from amounts duc under one or morc invoicts, an amount cqual to the grcatcr of: (i) up to tcn perclnt
(10%) of the maximum cumulativc amount of allowable compcnsrtion spccificd io thc
"Compensation" section of such Purchasc Order, and (ii) such othcr amounts as may be permincd by
applicablc law (thc "Rctaincd AmounC'). Subject to thc tcrms and conditions scl forth herein, any
Rctaincd Amount m8y bc applicd by WCI to offsct any arnount duc, or reasonably likcly to becomc
rJue, ro WCI from Contractor under this Agrccment or under any Purchasc Onler and any Raaincd
Amount not applied as an olfsct may bc held by WCI until: (i) thc satisfactory and limcly complction
(whcrhcr by Contractor. WCI or any othcr party) of all Scrvices dcrribcd in thc applicable Purchasc
Order, as dctcrmined in WCI'S reasonablc discrction, (ii) receipt of cvidcncc satisfactory to WCI of thc
full aod complctc paymcnt by Contractor of any and all vcndors, supplicG snd Indcpndent
Conlractoni tbat providcd rnatcrial, equipmcnt, supplies, mschinery, labor or othcr goods and scrviccs
in conncction with any Serviccs (subject ro WCI's right ro withhold additional amounts as
indemnification against licns or claims, as providcd in Scction 4.7 bclow), (iii) lhc paymcnt of
insurance premiums (whcther by Contraclor or WCI. if it clects to do so pursurnt to Section 6.4
hercof), and (iv) the paymsDt or rcimburssncnt of any and all of WCI'S dirrct or indircct costs and/or
cxpcnscs rclatcd to thc rcpair and rcmoval of Scrviccs and/or thc resulting Work Product that WCI
rejccts as unsoond or improFr or th8r in any way fails to rDcrt thc rcquircmcob of thc applicablc
Descripdon of Work (as dcfincd in thc applicable ) for such Purchasc Or&r.
4.5 Rccords of Costs. Conusctor shall kecp true, accuratc and complste rcoords of costs
penincnt to Contractor's compcnsadon and cxpcnscr. Conkactor is obligatcd to mai[tain thcse
records for a pcriod of thrcc ycan following thc date of final paymcnt for Scrviccs rendccd undcr lhc
applicable PurchEse Ordcr. WCI rhall havc rhe riBht to audit Contractor's accounts which rclarc to
Scrvices providcd t WCI at any rcasonablc tirnc,
4,6 Complerc Compensation. The paynrnts descaibcd in the applicable Purchasc Order,
togethcr with any projcct-spccific chutes that may bc spccificd ill a Purchasc Ordcr, shall constitutc
Contractor's complcrc compensation for pmviding Scrviccs under such Purchase Ordcr. Unless
oth€rwisc spccifically permiued in a Purchase Ordcr, thers shall bc no addirional chargcs, such as for
ovcrhead, including, wirhout limitation, office supplics, use of cquipment, secrctarial suppon,
ovcrtimc or holiday pay, insurancc or the likc, oor shrll WCI rcimburse Contractor for any such
cxp€nlcs unlcss the applicablc Purchasc Order specificslly provides that WCI shall rcimbunc
Contractor for such cxpcnscs.
4-7 Conltruction Lic[s. Contr8ctor shall, from timc to time, furnish appropriatc Waivers
of Licn, Rclcasc ofLiens and/or Final Affidavit of Rclcrsc of Licn, in cach case in form and substame
reasonably acc€?tablc to WCI, for any and all matcrials, scrvices and/or labor providcd or supplicd by
or on bchalf of Coniractor a! thc timc paymcnl for such matcr.ials, serviccs and/or labor is madc
pursuant to ! Purchasc Ordcr or otherwisc satisficd pursuant to this Contract. At WCI's option, WCI
nray make paymcnt, on the Contractor's account, dirccaly to any supplicr or subcontracor, including
by joint chcck payablc to thc Conuactor and such slpplier or subcontractor, lcss (at WCI'S option) any
Rctained Amount; in which case, the amount paid direclly or by .joint chcck to a supplier or
IIO STRIXETIInOTJCIIS MAY IE UADE TO TTls ACXDEITIEi'T.
TnE ACrEErlzn 4\Y Oi{LY rE AMEI\[)m OX MODInED IN }YRITING SIGNED EY WCt. /) ,
wclt rirLotArfiriz.dR,&- 5 * u*wnt;,tr (
16.A.9.b
Packet Pg. 597 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
NO ATXIXT.Tf,TOT'GES }IAY EE XADE TO TIIIE ACNf,EMEI{T.
TH$ AGREEMENTXAY-ONLY AE
^ME|{DED
OR MODIIIBD IN WXITIITC slcnf,D lY WCL
/l" c-,*.ru,Q-wcl lnirinl. o, Aurho.izld Ecp.IJ2-:j-
U
.on'
subcontractor shall bc dcducted frcm any paymcnt duc Pursuant to eny Purchasc ordcr or any othcr
agrEcrncnt bctwccn wcl aod th€ contnctor. No dirccr orjoint chcck payrncnt by wcl shall cre_8te
aiy liability or obligatioD on thc pa1 of WCI to make any furlher or ongoing paymcnts to any supplicr
or subconrrctor.
SECTION 5. OWNERSHIP AND REUSE OF DOCUMENTS
5.1 If Work Product, as dcfincd bclow, is preparcd by Contractor in connc4tion with
Services Contractor re[dcrs to WCt undcr this Agrccrnent, Contractol will provide WCI an "original"
copy of all finat Work Pr<xluct under thc scope of scrvices providcd, Pursuant to thc following
coniitionr, (l) paymcnt has bccn rccciwd in full for serviccs trndered, lnd (2) in thc casc of
profcssionolly s.sled documents, WCI agrccs thrt any revisions will bc comPleted under thc
supcrvision of and scalcd by a ticenscd profcssional in accordancc with thc rules and rcgulations of th€
Stitc of Florida. ln consid€ration of Contra€tor's Agrce[€nt to d€livet i$ instrumcnts of prcfcssional
service, WCI agrees, to thc fullcst cxtcnt Permined by law, to hold harmless and indcmnify Conractor
from and against all claims, liabilitics. damages, 8nd costs, including, but not limitcd (o, attorncy's
fccs, arising out ofor in any way conncctcd with lhc modification, misintcrPrctation, and/or misusc by
WCI of Contracror's Work Product withoul Conractor's involvcmcnt. The provisions of this Scctioo 5
shall survivc the cxpiration or tcrminadon of this Agreemcnt.
5.2 For purposes of this Agreerrrcnt, the term "Work hoduct" includc, without limilation,
lll plans, drawings, dcsigns, speaific8tions, systcms, rcPorts, data, matcrials, modcls, Prototypcs,
mcthodologics, Etudics, proccsscs, improvements, skctchcs, documcnls, diagrarns' SraPhs' charts'
notcs, \rritings, discoverics, cu$omiadons, modifications, fixcs and rescarch produccd, prcparcd or
dcveloped by Cootrdctor in conncction with its Scrviccs bcing reodcred lo WCI undcr any Purchasc
Ordcr.
5,3 Contractor shall not usc WCI's or any of WCI's afftliates' t adcnafircs, lrsde nurks,
logos, or othd dcsitnations for any r€lson without WCI's exprcss ptior writtco conscnt.
SECTION 6. Insurancc
6,1 Contmctor shall at its sole cost and cxpc[s€ procurc and maintain in full forcc and
effect such insurancc coveragc thar will protcct rhc Conractor from clsims thel ruay arisc out of or
rcsuh from the Conuactor's opcrations urdcr said ASrccmcnt trnd for which thc Conrractor nray bc
liable, whcther such operations bc by th. Contractor or by 8ny olhcr ponics rcquircd &t all rirrcs
Commcrcial Gcncral Liability insurarcc in a minimum amount of $1,000,000 for any onc occurrcncc
must be rnaintainrd ofthc Contractor or by any pcrson dircctly or indirectly cmploycd by any of thcm.
All insuralcc covcrage rcquircd by Wct to bc maintaincd by Contrrctor is summarizcd in Exhibit 'ts"
sttachcd hcrcto and incorporatcd hercin. In thc cvent of any coDrlicl bctwcen Exhibit "8" and this
Scction 6, thc tcrms ofExhibit "A" shall control.
6.1.1 Gcneral Liability minimum rc4uircmen6:
Each occuErrce: $1,(m,m0
Pctloml & Adv lnjrry: $l'0m,000
Ocnc.al A88.cgalc - P.r Policy: $2,000,m0
16.A.9.b
Packet Pg. 598 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
Products,/ComplctcdOperaaionsAtgrcgstc; S2'000'mO
6.2 Contractor is rcsponsible for veriffng that all othcr Partics rcquircd of Cofltractor
performing thc Projeit work shall have and rnainrain workcr's comPcnsation insurancc including
h,mployer's Liabiiity covcragc, and shall mtify WCI immcdistcly in wdling of sny occulrcncc ofl or
off lhc site which msy give risc to a claim for damages against WCI or 8ny insuranct covcragc
rcladng to the Project WoIt. Conlractor reJ,rese s alld wanaots thar it prcscntly h8s 8nd will mai sin
in fuli force aod cffcct throughout thc tctm of this Cortract (at its own crpcnsc) on all of its
opcrations:
6.2.1 Automobile liability insurancc with minimum limirs of $ I '000'000 Combincd
Single Limits for Bodily Injury and Propgty Darnage and shall includc coverage for thc usc of all owned,
tlon-owned, lcascd and hired vehiclcs; and
6-2.2 Worker's comPensalion coveraSe, as rcquircd pursuant to Florida law; providcd,
however. that minimum coverage thercforc for EmPloycrt Liebility shall bel
Bodily Injury by accident: $ 1,ffi0,000.00 cach accident
Bodily Injury by disease: S l,000,000.00 cach cmployec
Bodily lnjury by discase: tI,000,000.00 policy lirnit
6.2.3 tf Co[tacror will borrow or otherwise use loaned emPloyces (including, without
limitation, if Contraclor lcarcs a picce of cquiprncnt 8nd it corEs with an opcrator or Contraclor obiains
cmployccs from tcmpor8ry agcncia\), Contrdctor shall obtrin m Allcmalc EmPloycr's Endorscrncnt.
6.3 If Cootnctor will lcrsc 'cmPloyccs" from a professional employcr organizrtion,
Contractor shall obhin Lcascd Employec Workcr's Compcnsation covcrsSe endorscmcnl
6.4 Contractor shall maintain in full force and throughout tllc tcrm of the coDtmct a
Commercial Geoeral Liability Policy with limirs not less than thosc $ct fonh in any othcr Insuranc€
Schedule attachcd to any Purchusc Order. Such policy shall not includc any cxclusionary language or
Iimilations rclsting to: soils subsidcncc or earth movemcnt of any kind rcgardless of cause; proof of
coveragc for residc[rial and or condominium work, pulitive damages, wherc allowable by applicablc
law; or clcvators, if applicablc, writtcn on an Occurrcncc Form. Claims Madc Commcrcial Gcncml
Liability policies will not be acccpted.
6.4.1 No form ofcxclusion of subcontractcd work will bc pcrmittcd rctardlcss whcthcr
it is an ISO cxclusion or proprictary carricr cxclusion.
6.4.2 Pmvisions excluding products ond complctcd op€rations, or those that limit
completed operations covcrugc to ongoing opcrations ooly, will bc uMcceptable.
6.5 Each lnsularce Policy rcguired pursuant to a Final SEtcm€nt of Work shall bc issucd
by an insuronce company mcctiog A.M. B"st Current policy holder rating of "A-" or better and cach
such insurance cornpany must be authorizcd to do busincss irl the $ate in which the Project Work is to
bc conductcd. Addition8lly, wCL wcl Communities, Inc., rltd wCI Communities Munagcnrcnt,
LLC, thcir subsidiarics or affiliated companies or their officrrs, dircctors, or employces and its
NO 8}TIKE.THIOI'GIIA MAY IE ADE TIO THIS AGIEEMEI{I,
Tnl.s ^G,sIEfttTPl ONLY !a aMENDED on MoDIrrm rN WrlTlxG srGNrD rY wcl,
WCI tdu* ofllthori..d R.p - ? - r*rrni,Ar*'
16.A.9.b
Packet Pg. 599 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
institutional lcnders, if rny, and thcir res?cctivc agcnts and cmployccs shall, with thc crccPlioo of a
workcrs' Compcnsation insunnce policy, bc named &s sddirional insurcd on all such policics and
Contractor shJl fumish WCI with 8 ccnificatc of insurancc (in form and substanc! rcasonably
scccplablc to wct), including coplcs of Additional Insurcd cndorscmcnts issucd by thc contraclot's
insurancc carricr cvidencing thc rcquircd aboyc statcd covcrage, Fior to Contractor's commcncemcnt
of any Projcct Work. Ccrtificatcs must also rcfcrcncc thc Projcct or Projects thal are to be covcEd by
rhc undcrlying policies. Upon thc rcquest of WCL Contrsctor shall Provid€ wCI with uue, cofirc-t
and complets copics of all insurancc policics requircd pursuant to an Insurancc Schcdulc, io each case,
cenificd by Contractor's insurancc carricr or brckcr/agcnt as truc, corect and complctc. All insuranct
compaDy ratings nrust bc rcflcctcd on thc cc ificatcs of insurancc.
6.6.I Additional insurcd cndorscrEnts shall not cxcludc liabilily of aD additionrl insurcd arising
fron lhc products/complclcd opcmlions ofthc Contl*dctor norccase to Provide coYerage ffr an
additional insured when Contractor's operations for WCI harc bccn complctcd. lf such a form is
uscd it shall bc accompsricd by Additional lnsured EndorsefiEDt CG 20 37 l0 0l and CG 20 l0
I I 85 or cquivalent forms spccifically providing productvcomPlclcd oPerations coverage to the
additional insurcd panics. Thc covcragc provided by Contractor's insurancc to additional
insurcds shall bc as broad as thc covcragc provided for Contrsctor as thc named insurcd.
6.6.2 Bcforc commcncing any pcrformancc undcr this AgrceDrcnt, conlractor shall furnish WCI
wrth Ccnificltes of losurancc cvidcncing insurancc covcragc and provisions provided for this
agre€mcnt. Contmctor's failure to pmvidc or furnish such cvacnc€ of insursncc covcrage shall
not be considcred 8 waivcr by WCI of such covcragc.
6.6.3 All cenific{tcs of insurancc shall includc thc following statcmcnl:
"wCI Communitics, Lrc, wCI Communitics, Inc., and WCI Commuoilics Manate ment, LLC
end thcf affiliatcd or subEidiary companics, succcssors and assiS[s src sdded as additional
insurcds to thc Ccncral Liability, Automobile Lisbility 8nd Umbrclla Liability policics.
Additional lnsurcd rtatus applics on a prim8ry/mntontdbutory basis. Gcncral Liabilily,
Automobilc Liability, Umbrclla Liability, and Workcr's ComPcnsation Waiver of SubroBadon
applies in favor of WCI Communitics, LLC, WCI Commuoiries, lnc., WCI Communitics
Managcmcnt, LLC and thcir affiliBted or subsidiary companics. Gencml Liability policy Providcs
blankct contractual liability covcragc rnd includcs no rcstdctions for soil subctarrc, canh
movemcnt, rcsidcntisVcoodominium work elcyators or Punitivc damagcs (where allowable by
applicablc law)."
6.6.4 Contractor shall requirc all of itr subontractors lo providc fccgoing covcragc, 8s well as
0ny other covcIage that Contractor may consider rctessary. All subco ractor Policies shall bc
cndoNed with the waivcr of subrcgation and addidonal insurcd wording above. Any dcficiencies
in rhc covcrage, policy limits. cndoncmcnts, or limitations imposcd by crclusionary languagc
will b€ the solc rcsponsibility ofConuactor.
6.6.5 WCI rcsgrves the right to rcquirc Umbrclla/Exccss Insurancc al any timc during thc tcrm of
this Agrccmcot and Contractor's failurc to provide thc sarnc upon request shall bs grounds for
WCI to immcdiatcly tcrminatc this Agrccmcnt in accordance with the tcrms hcrcof,
NO STRIKT}TTIROUGHS MAYEEMADD TO TTIIS ACR.TIiMf,NT,
TIIIS AORIiEI}IENT MAY ONLY BE AMENDED ORMODIFIED IN WRITING STCNEDAY WCI.
8
wCl lnirirlr of Aurhorircd -a_
16.A.9.b
Packet Pg. 600 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
6.6 In thc cvent thst Contractor shall bc unablc to obtain oI maintain covcragc rcquircd
pursuanr to lbis Scction, WCI shrll havc the right (but trot the oblig8tion) to obtain snd/or maintain
covcragc of thc typc and amou[t rcquirtd in any lnsuraocc Schcdule on bchalf of thc contractof: ill
whictr iasc, Contractor agrccs to furnish to WCI all ncccssary information and to rciIrDursc WCI for
thc cost of such covcrage. At WCl',s optiotl, wcl may deduct thc costs and expenses of any coYcragc
obtained by wcl on b"h"lf of thc cont
"cior
from any amounl duc to contractor undcr any conhact
humcnt or any othcr tgrccmcnt bctwccn WCI 8od thc Conttarior.
61 Contrsclor shaU fumish WCI with rencwal ccrtific&tcs and apPlicablc erdors€mcnts,
including without limhation odditional insure.d cndorscmcnts for all covcragc, Fior to the cxPidion
of such lnsurance ard for a p€riod of tcn (lO) years aftcr completiorr of any Pnrjcct Work. Such
continuing insursrlcc shall comply with rhc rcquircmcnts sct fonh 0tovc.
6.8 Insurancc coverage rcquircd in this Agiccmcnt shall bc additional sc4urity for the
obligations assumed by thc Contractor and in no cvcnt shall the ryPes or limits ofcoYclagc rcquired b€
decried lo limit any obligadons or liabilitirs assunr-d undcr this Agrccmcnt. The carrying of
insuancc shall not be de€med to rclcasc Contractor or in any way diminish its liability or obligalions,
by way of intlcmnity or otherwisc, undct the Cootract Documcnts. All insurancc afforded for the
Ucncfii of the additional insucd's shall bc primary and non-contributory to any insurance or sclf
insLuancc suinteinad by nny nf thc additional insurcd's.
6.9 WCI and Contraclor waive all rights against cach other, WCI'S scPantc contractors,
and all other subconhactors and supplicrs for damagcs causcd by fiIE or othcr Pcrils to thc cxtent
covercd by any Buildcr's Risk insurancc policy, othff proPerty insurancc apPlicablc to thc Work, or
ConEactor's Workcrs CompcDsation insurE[ce, cxccPt sllch rights as thcy may havc to thc Proceeds of
such insurancc. Funhcr, Contractor waivc.s all claims fo, damagc, injury or loss to its cquiPmcnt.
tools and olhs pmpcny causcd by thc fauh or neglcct of WCI or any o(hcr Fl,ty who may be
Esponsible.
6.10 Tlre failurc of Conrractq to fully and strictly comply at all lirncs with the insurance
requirefiEnts sct forth hercin will bc decrncd a maGrial brcach of this Contracl.
SECTION 7. EMPIiYEFS; INDEPENDENT CONTRACTORS
1.1 Employces.
7.1.1 Contractor shall provide dl of the Scrviccs through bona-fidc employccs of
Cbntractor to whom Contractor providcs, and on whosc bchnlf Contractor filcs with lhc Social Sccurity
Administration, o Form W-2 for fcderal incomc tax Purposcs, unless r Cl agrccs in writing with resPect to
u panicular Purchose Ordcr thar cdtaio spccificd Scrviccs may be Pcrformed by Contractor through one or
nrore subcontracton or othcr aScnts Prcviously idcntificd to WCI by Contractor and aPProvcd in writing
try WCt (each, an "lndependent Contractor"). No lndepcndcnt Contraclor may perform services under this
Agrcement without prior writtrn approval from WCI. Contractor's employees and IndcP€ndcot Contractors
urc refcrrcd to collcctiwly in tbis Agrccment rs 'Fcrsonncl." Contractor rcprcscnts and warants that all
lndcpcndcot Contractors for which Contractor serts or will scck WCI'S approval to provids Scrvices arc
cither: (i) bona fidc cmployccs of third parties with whom Conlrador has afiangcd for such cmPloyccs to
provide Serviccs to WCl. or (ii) bona fidc Independcnt Contracto$ who meet the requircrncnts of thc
l[temal Revenue Seryice for Independcnt Contractor status. Contractor rcptcscnts 8nd warranls thsl 8ll
IiO STRIKE.'HROUOIIS TTAY IB }IADE IO THIS AOTXDUINT.
THIS AG REEMENT.{IY ONLY BE AM8!{DEI' OR MODIfIEO IN WRTTINO SIGIiED IY WCI
/)'' co,rttot hnin - Awcl hnilE ot AluErtEd ncoL2 ,
ao,,
16.A.9.b
Packet Pg. 601 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
tndependcot Confaclors for which Conractor sccks or will scck WCI'S approvEl to providc Sctvices arc
alsoln full compliancc with all laws, including but not limitcd to all fcdcral, slatc, and local immigration
laws and rcgutations. contractor, and not wcl shall bc fully rcsponsiblc and liablc for aoy failurc of
Penonnel ro bc full compliarrc with all fedcral, slate, and local immigrutioo laws artd rtgulaliorts, aul
shall indcmnify and hold WCI harmlcss for samc. Funhcr, Contraclor rcprcscnts and warIants thsl lll
lndcpendcnt Contrrtors for which CoDtractor sccks or will ;cek rffCl's sPProvsl to Providc Scrviccs arc
insured to thc scope and crtcnt of covcragc rcquircd of Contractor u[dcr Seation 6 of this A8rcrmcnt,
7.1,2 Contrsctor shall bc resPnsiblc for rcraining any Indcpcndent ContractoE aod
shlll bc solely responsiblc for paying any ard all costs or cxpenscs rclatcd th€rcto. Contractor shall have
full rcsponsibility for thc actions or omissions of such Pcrrcnncl and shall be rcspoosible for their
$upcrvision, direction aod conuol. Any br€sch of this Agrcernent or 8 Purchase Order by an IndcPldent
Contractor shall be dccmcd a breach th€rcofby Contracror.
7.1.3 Contrador, atrd not WCI, shall be rarponsible for paymcnr of all compcnsarion lo
Personncl, payrolt &ductions rcquircd by fcdcml, statc or local law, paymcnts for incomc iax, social
security and Mcdicsrc conlributions, uncmploymcnt or disability insurance as requircd by lau and
workcrs' compensslion insurance mverage or prcmiums required undcr stale law, all as in effect from time
to time.
7.1 .4 lf WCI becomes dissatisfied lvith the PerformaDce of any Pcronncl Providing
Serviccs, WCI may nolify Conractor of the details of the unsatisf8ctory performancc, and Conlractor shall
rcnrdy rhe problcm, to thc satisfacdon of WCI, as soon ns reasonably possiblc, or at WCI'S oplion, wcl
nray provide such performancc of Scrviccs and Contractor shall immcdiately rcimbursc WCI for its costs
uld cxpenscs in conncclion thcrcwith upoo rcccipt of an invoicc for such costs and cxPcnscs from WCl.
t tly'Cl's option, WCI may dcduct fmm aoy rmounas du€ and payable to Contractor undcr any Agrccmenl
or Purchase frer such cosrs or erpenses and any comcquential or incidcolal damagcs and/or losl Profits
rcsuhing thercfrom.
7.1.5 Contractor rcprescnts, walrantl fid covcnants that il shall not cmploy any person
who is youngcr than tbe applicable minimum lcgal agc for thc sPccilic tyPc of work perfornrd by such
employce. Contractor reprerents, wanants rnd covcnants that any permitted cmployees undcr thc age of
lll shall not bc cngagcd in work that, by its naturc. by its dcsignation undcr applicablc law or rcgulation, or
givcn thc circumstaoces undcr which it is pcrformed, is hazardous or orherwisc likely lo horm the heahh or
safcty of rhose employees. Contractor furthcr represcnts, warrcnts and covenants that thc weekly and daily
working schedulcs of its employccs shali bc io compliancc with all applicatic laws and rcgulations, and
thut Cont uctur shall not i]orr)pcl any person to work i[voluntarily or uldcr arty threats or durcis,
7.1.6 During the term of rhis AgreerrcnE Contractor agrces to lakc affirmalive action to
ensurD that applicants arc cmployed. and cmployecs arc trralcd during cmploymcnt, without rcgard to their
racc, color, religion, scx or national origin, and shall comply with all rcquircmcns of applicable fcderal,
rtate or local law from time to time in cffcct rcgarding Personnel including, without limiaation, cqual
opponunity mandatcs aod the Fair Lsbor Standards Act of t938, as amended from time lo dme.
'1.1.1 Contractor shrll also hc rcsponsible for eomplying with all apnlicablc
rcquirrm€nts, laws, rulcs rcgulations, ordinances and s(atutes of all applicable fcderal, {ate, county,
nrunicipality and any othcr governmental authority in connection with its lrrformance hcrcundcr or under
any Purchase Ordcr. By way of cxample and without limitadon, (i) Conractor shall observc and strictly
NO STRIKf,.THROUCIIS IITAY BE MADE TO TITIS ACREEMENT.
TIIIS AGREf,MENT Y ONI,Y AE MENDED OR MODIFIED IN WRITINCSIGNED AY TVCT.
a,r,
wcl lnirirl! or A'lhorircd
IO
@_
16.A.9.b
Packet Pg. 602 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
:rdhcre to the provisioos of thc Occupational Safcty and HcElth Act (29 USC S55l ct seq.)' (ii) Contractor
shsll comply with all laws, proccdurEs, rulcs and rEgulations PromulSslcd by thc Equal Employmcnt
opponunity Commission or odter authority with rcgard to nondiscrimination, aod (iii) Contractor shall
adhcre ro rh" Ancricans Wirh Disabilitics Acl of 1990 and all olher applicablc laws, rulcs or rcgulations
cDlctcd by fedcral, statc or local authorities as the semc may bc enrcttdcd, intcrpetcd or enforced from
linE to timc.
1.2 Rclationshio. WCI has retained Cootracto, to providc Professional scrviccs on a non-
exclusive basis. The Parties havc not cntcred into and do not intcnd to cnter into snyjoiot vcntuE or
partnership with cach o*Er. Contractor is ltot to bc considered thc agcnt of WCl. In its pcrformance
snd completion ofthe Serviccs and any of its othcr dutics and obligations undcr this Agrccment or any
Purchasc Ordcr, Contractor shall at all times bc dccmcd to bc on Indcpendcnt Contractor and nothing
in this Agrecment or in any Purchase Order shall at any time be construcd so as to create lhc
rclationship of employer and employee, principal and agcnt, PanncrshiP or joint vcnturc as bctwecn
Contractor and WCL Ar no timc shall WCI bc dccrned to bc thc cmPloyer of Personncl, cvcn if WCI's
persoonel may supcrvisc Euch Personnel in pmviding Services aod evcn if Contractor's Pcnsonnel mey
suprvisc WCIS personnel. Contractor antl its Pcnonncl shall not bc cligible to PaniciPatc in any
WCI fringe benefis programs, nor shall Contractor or its Pcrsonncl bc cntitlcd io workers'
compcnsation payrrEnts madc by WCI by rinue of this AgrEcment or any Purchase Order Contractor
acknowlcdges that it shall havc no autho(ity to bind WCI ro any contractual or othcr obligation ,nd
Conraclor's Pcnonncl shall have no authority to makc any commitmcnt for or on behalf of WCI for
$ry purpose. WCI shall not in any manncr bc rcsponsible ot accountable for: (i) any violation by
Contractor or its krsonnel, a8cnts or contractors of any law statute, rcgulation, ordinaoce, rule or
ordcr, or (ii) for any injury loss or damagc srising from or out of tny act or omission of Contractor or
is employces, agen$ or contnctors.
'1.3 Confidentiolity. All irformadon, rnatcrials or docurEnts rcgarding or rclatcd ro WCI
or any of its affiliates or projects, including, but not limited to, the information rcqucstcd of or
provided to Contractor and the information dcvcloped or obrained during the rcndition of thc Serviccs
or prcparation of bids: (i) shall bc and at all time,! rcmain $c propeny of WCI, (ii) shall not be used by
Contractor exccpt in dircrt connection with Conractor's pcrfotmancc of the Services or bid
prlparation and for no othcr purpose, and (iii) shall nol, witbout WCI! erprcss prior wrincn
pcrmission, bt discloscd, in wholc or in part. lo any person or entity not o pany to this Agr€ement
other than Controctol's permittcd Indcpcndent Conractors. Contractor shall rcquirc all Indcpndcnt
Contnctors (o which any such information must bc discloscd in connection with the Scrvices 1o cntcr
into an agrccm€nt with non{isclosurc obligations ofcquivtlcnt scope. Conractot acknowledges that
its breach of thc obligadons set lbrth in this pffagraph would cause WCI irrcparable injury for which
it would not havc an adcquate rcmcdy at law. In thc cvent of a brcach, WCI shall be cntitlcd to
irjuncrivc relief in addition to ony othcr rcnEdics it may have at law or in cquity, Thc pmvisions of
this pangraph shall survivc the completion or tcmrination of the Services and thc t€rmination or
cancellation of this .Agrcamcnt for any reason.
'1,4 Sundard of Core, ln conncction with cach Purchasc Ordcr, Contrsctor 5h8ll provide
to WCI the scrviccE and/or Work Product dcscribcd in detail, in such Purchase Order (which serviccs
and any Work Product are refered to gencricllly as rhc "Scrviccs"), Contraclor ghall rcndcr thc
Scrvices in strict accordancc with this Agrccment, and with the applicable Purchase Ordcr in a
diligent, carcful, thorough and professional manner at lcast consistcnt wilh that levcl ofcarc,judgment
and skill ordinarily cxercised by rcputablc mcmbers of the profcssion cunently precticiog in the samc
NO STRl(E.fBf,OI.lGIl:t MAY
'E
MADE To TruS AGTEETdENT.
THls AGTEEMENTIT.IAY ONLY IE AM''{OED OR MODITIED IN WIUT'NG 6IGNED EY WCI
wcrhi,iarrollurtox^fn./:a- "*,*,-nuro ?
16.A.9.b
Packet Pg. 603 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
locality, undcr sirnilar conditions. ln its pcrformarce and complction of the Scrviccs, Contractor shall
nol disrupt thc operations or busincss of WCI. Contractor shall providc the Scrviccs through
prsoDncl having a skill lcvcl aPpropriatc for Ihe particular p(ojcct lo bc pcrformcd undcr thc
hrchase Ordcr and pmscssing all approPriarc and rcquired licenscs and other governmental or
profcssional cenifications and credentials ard shsll providc coPies of thc same to WCI.
SECTIONs. INDEMNMCATION
8.1 To the fullesl extert permitted by apPlicablc law. Contractor (herein "Indemnitor")
shall indcmnify, protect and hold harmlcss WCL WCI Communitics, lnc., WCI Communitics
Managemdrt, LLC thcir paIrnts, subsidiarics, officcrs, directors, agcnts or cmployecs of any of thcm
(collectivcly "lndemnitce' or "lndcmaitccs") from and againn any Advcrsc Conscqucncrs (as dcfiucd
bclow) thal any of such panies may suffer or incur, resulting from, arisin8 qut of, relating to, or causc
by: (i) thc brcach of any of Contractor's rcprEscntations, warranlics, legal rcquirEmeot, obligations or
covenants containcd in ihc Agrecment; ard (ii) any negligcnl act or omission or intentional act by or
on bchalf of Contractor or any of its affilialcs or any of its of lheir dirccton. officcrs, shareholdcrs,
parmcrs, rncmbcrs, managcrs, agcnts (including sukontractors and supplicrs), subconlraclors,
employees or othc eprcsentatives in conncction with any work perfonned under lhe AtreerEnt.
"Advcrs€ Consequcnccs" nrans all chugcs, complaints, sctions, suits, proce€din8s, heariogs,
investigations, claims, demands. judgrncnts. orders, dccrccs, stipulations, injunctions. damagcs. ducs,
pcnaldes, fiocs, cosB, amounts paid in sctllcmcnt, liabililics (whcther known or unknown, whcthcr
absolute or con[ingcol. whcther tiquidatcd or unliquidatcd, and whctho due or to become due),
obligations, laxcs, Iicns, losscs, cxpcnscs. and fces, including all atlomcys'fccs and court costs.
8.2 Thc provisions of this Scction 8 shall bc in addition to, and shaU not be consrued to
negatc, abridgc, or rcduce other rights or obliSations of, aoy othcr indcmoification right that may b€
available to WCI uoder this Agreement applicable law.
8.3 Contractor and WCI iotcnd for this Atrcemcnt to comply with thc rcquirrmcnts set
fonh in Florida Ststutc Section 725.06, 0s amcndcd, or other applicablc provisions. If any word,
clause or pruvision of this Scction I I is detcrmiocd not to tlc in compliarcc with Florida Stalutc
Section 725.06, as amended, it shall be stricken and the rcmaining words, clausas and proyisions shall
remain in full forcc and cffcct.
SECTION9. MISCELLANEOUS
9.1 Rccoverv of Dispuac Rcsotution Costs. In thc cvcnt that lcgal action is brought by
cithcr Party agsinst thc othcr, thc prcvailing Pany shall bc rcimburscd by thc othcr for thc prcvailing
Party's rBssonable tcgal costs, in addition to whatcwr othcr judgments or scttlemcnt amounts, if any,
may be due.
9.2 Compliancc with Codes and Standards. The Work Product and rnamer in which
Contractor performs ahc Sqviccs shail comply with all applicablc federal, statc ard local laws, rules,
or&rs, rcgulatioos, codcs aod standards.
9.3 Force M4icurc. Ncithcr WCI nor Contractor shall bc liablc hcrcundcr or undcr any
Purchasc Ordcr for faults or dclays csused by any contingcncy bcyond its conrrol, including, but nor
limitcd to, acts of God, wars, strikcs, walkou6, fircs. natural calamitics, or dcmaflds or rcquircmcnls
THROUC',S AY BE M DE TO T'IIS AGRDDMD.iiT.
THIS MAY ONI,V lE AMEiDAD On MOD|TIXD rr lt?tTlNO SIONED Xy WCl.
lVCl loiti.h of Au D.i&d
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16.A.9.b
Packet Pg. 604 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
of gowrnrEntal agcncics (8[y of the foregoing, a "Force Majcwc Evcnt"), except to lhe exknt that
suci fautts or delays were rcasonably forcs€eable and soch Pany fli]ed to take measures customarily
taken in $e induitry un6er similar circumstancss, to mitigate potential damagc snd losses, and
provided, fufihcr, thst contrsctor musl as soon as rcasonably possiblc, notify wcl of the occunencc
or cxpccted occurrcncc of any Forcc Majcurc Event.
9.4 Separate Provisions, The provisions of this Agreemcnt aje severable' 8nd thc
unenforceability ofary provision of rhis Agrccment shall mt affcd the enforceability of thc remaindcr
of this Agreemint. The provisions of each Rrrcha.:e Ordcr shall be scvcrablc, and thc un€nforccability
of any piovision of any such agrccmcnt shall ooi affect the enforceability of thc remainder of such
Agrciment. The Parties acknowledgc that it is their intcntion that if sny provision of this Agreement
or of any Purchasc ordcr is determincd by a coun to ba uncnforceablc as dtaftcd, that Provision
should bc construcd in a manncr dcsigncd to effectuate the intcnt of that provision to the grcat€st
cxtcnt possible under aPplicablc law.
9.5 llozardous Mate ials.
9.5. 1 If hazardous mate als are known, assumed or suspected to exist at a project site,
Contractor is required to take appropriatc prccautions to protect the heahh and safety of ils Psrsonnel, to
comply with the applicablc lews and ,egulations and to follow groceritres deemed prudent to minimizc
phyaical risk to employecs. Contractor shall prepaue, update 6nd maintain a notcbook coolaining oll
Mitcrial Safety Data Sheer of the hazardous maletials known. assumcd or susPected !o exisr al each
projcct sile, shalt Fovide WCI with a coPy of such notebook and shall, ot all linrs, mainbin a coPy at
such projcct sitc and cnsurc that it is availablc atd acccssiblc during hours of operation to Personnel as
well as employccs and subcontractors of WCL
9.5.2 Hazardous rnatcrials may cxist at a site where therc is no rcason to belicve thcy
co[ld or shoutd b€ prc^scnt. WCI agrecs that the discovery of unanticipated hazardous matcrials constitutcs
l changed condition mandadnB a rcnrgotiatio[ of thc scoPe of work or termination of SqYicos to thc
cxtcnt that such hazardous condition matcrially impacts Cont actor's provision of the Services. Contradot
agrees ro norify WCI as soon as practically possiblc should unanticipatcd hazardous matcrials or suspccled
hazardous materials be cncountcrcd. Contractor may not use or authorizE thc use of or bring hazardous
llratcrials on any of WCI'S worksites.
9.6 Requests for Informstion. Contractor shall, in a timely manner, Fovidc to WCI or ils
tlcsigncc such funhcr i[formation, drawirtgs or spccifications as may be rca.sonably requcsted, from rime
lo dme. The provisions of this Scction 9,6 shall survive the completior, tcrmination or cancellation, for
any reason, of this Agreeme[r or of the applicablc Purchase Order.
9.7 eQ0{liets. In the cvent of a conflict bctwecn: (i) the tcrms 8nd conditions of this
Agreement or any Purchasc Order and thc pr€-prinrcd tcrms and conditions of Contractor's or wCI's
business folrnsi (ii) between the tErms and conditions of this Agrecmcn( and thc tcmls and conditions of
uny Purchasc Ordcr; or (iii) the lcrms and conditions of any of thc numbered articles or s€ctioos of this
.^Breement or of any Purchase Order and the tfims and conditioru of any exhibit therelo, lhen the
pruvision granting the greater righls or remedies to WCI, or imposing thc grcatcr dury, skndard,
rcsponsibility or obligation oo Conkactor, esch ss determined by WCI, io its sole discretioo, shall govem-
9.8 Mcdiation.
NO STRIKE.THROUCHS MAY BE MADE To TIITS
^GREF]MENT.TIITS AG REEMEIIT MAY ONLY AE AMENDED OR MODIFIED IN WRITIIIO SIGNED DY WCT.
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16.A.9.b
Packet Pg. 605 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
9.8.1 Ary cluim Conlraclor may havc against WCI arising out of or rclating to this
Agrecrncnt or any Purchasl Ordcr must bc submitted by Contmctor to r Cl i,., writing wirhin lcn (10)
huliness days ofihc first occurence of thc evcnt giving risc to such claim. Any failurc by Cootractor to
submit said written claim within thal tcn (10) busincss day pcriod shall be deemcd a waiYer and rclcssc of
such claim by Conrador- Contractor's writtcn claim must sd fonh, in reasonablc detail, thc facts
conceming rhi claim and dre conraaual basis for the claim. within ten (10) busincss days after wcl
rcccivcs ailaim propcrly submitted pursuanl lo thc foregoioS, WCI shall advisc Contrrctor in writing as to
WCI'S inilial Ocicrmination conccrning the clgim. If Contrrctor disagrces with or otherwise wishes to
!unher contcst such inidal dcrerminstion, Contraclor shall notify WCt in wriring, sctting fonh ir delail the
basis for its objections, within fivc (5) busincss days of ils rrccipt of WCI'S wriltcn initial dctermination.
lf Conractor fails to providc its written objcclions within seid five (5) busincss days, Contractor will bc
deenred to havc acceptcd WCI'S iDitial dclerminatiun and waivcd arly objcdions it othcrwisc ntay havc
had to such initial dctcrmination.
9.8.2 To the extent Contractor has propcrly objcctcd to WCI's initial ddcrmioation
puniuant to Scction 9.&1, above, thc Paflics shall ncgotiatc in good faith to rcsolvc any disputcs. Such
ircgoriarions shall bc conductcd during lhe tcn (10) busincss day pcriod after WCI'S rccript of Contraclor's
properly submitrcd writren objc.rion to WCI'S inhial dctcrmination. If the Parties fail to resolve lhe
ilispute within thc ten (10) business day period, thcy shall, upon notic€ by cithcr Pany, immediaEly
lttimpt to resolve this dispute through mcdialion, using a mutually agrccable mcdiator. Mcdiation is a
condition prccedent to bringing an action for brcach of this Agrccmenl or ary Purchasc OIdcI or any othcr
lction arising ftom or rcsulting thcrcfrom. Thc Panics shall sharc thc mediator's fecs and any othcr filing
iees in conncction with mcdiation cqua[, Thc rmdiation shall bc hcld in thc govcrning judsdictior
where ths pmjrct worksitc for the undcrlying Purchase Order in queslion ilt located, unless anothet
l(ratioo is mutually agrccd upron by lhc Paiies or slch govcrning jurisdiction cannot bc dctcrmined.
Agroemcnts re$hed in fil€diation shall bc cnforceable as scttlcmcnt agrcemcnts in any coun having
jurisdiction rhereof. Mcdiation shall bc conductcd in accordancc with thc Construction Industry Mcdiation
Rules of thc Amcrican Arbitralion Association cuncntly in cffcct. Should ncgotiations in lhe mcdiation
tail for any rcason, eithrr Pany may seck all legal rclicf to which such Pany may bc cntitlcd 8t l8w or in
cquity, subject to thc vcnuc provisions of Sccdon 9.9, bclow.
9.9 Governine Law: Venuc. This Agtccmcnl and thc Purchase Ordcrs shall bc govcrned
hy thc laws of thc Statc of Florida, withoul rcgard lo ils conflictE of laws provisions. Thc Panies
rncvocably a8rcc that any suit, aclion or proceeding to enforcc or inlcrprct this AgrecnEnl, any Purchase
Order, or thc transactions conlcmplated hcrcby or thereby, in whole or io pan, shall bc brought in a fcdcral
or state court of compctent jurisdiction cither for (i) $e county in which the workitc for thc Pmjcct to
which thc Purchasc Ordcr Biving rise ro thc aclioa is locatcd or (ii) if such county c8nnot bc detcrmined,
rhc County of Collia in rhc State of Florida ard thc Putics hercby incvocably waivc any and 8ll
objcctions tojudsdiction in the foregoing vcnues that they may have under thc laws of the State of Florida
r)r the Unitcd Slates.
9.10 Waivcr of Jury Trial. To ahe extent allowed by spplicablc law, the Paiies cxprcssly
covenant and agrec to waive the riBht to rial by jury in conncction with any litigation or judicial
procecding rclated to or conceming, directly or indirectly, this Agrrcment, llny Purchasc Order, or the
conduct, omission, aclion, obligation, duty, right bcncfit, privilcgc or liability uf 6 Patty lo such
0greements. This woiver of right to trial by jury is scparstely givcn and is knowingly, intcntionally und
voluntarily madc by the Panics, and both acknowlcdge that separate and good and valuablc comideration
has been provided by each ffi this waiver. Thc Parties have had an oppottunity to seek legal counsel
NO STRIKE.TSTOUCHS IIAY 8E MAOE TO THIS A OIDEMENT.
TIIIS AGTEEMENTi'AY ONLY AE AMENDf,I) OR MODIfIED I }YT|TfNG STCNNDBY Wcl. ,/' ,^,,*,*n^" &WCI lnirirr. ot^uhdir.dRcrL
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16.A.9.b
Packet Pg. 606 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
conccming rhis waivcr, This waivcr is intcndcd to and does cncompsss erch instance und cach issue rs !o
which th;gh 1o a jury trial would olhcrwisc accruc. Th€ ParticE funhcr ccnify aod rcprcscnl to cach
othcr that nO pany, rcprcscntativc or agcnt Of Co mclor or WCI (iDcluding without limilalion thcil
respectivc couns€l) hai rcrrcsentcd, cxprcssly or othcrwise, to Conlractor or WCI or to any agcnt or
rcprcsentative of Contractot or WCt (including wiihout limitation thcir rcspcctivc counscl) that thcy will
not seek to cnforcc this waiver of riSht to iury [ial. This waivcr shall aPPly to this Agccmcnq any
Purchasc Ordcr, and any futurc amcndmcnts, supPlcmenas or modifications thcrcto,
9.1I Succcssors snd Assitns. This AtElrncnt and thc tcrms, covcnants' Provisions and
eonditions hcrcof shall bc biDding upon, and shall inurc to th€ bcncfit of, thc rcspcctivc hcilE, suooessoB
ar)d pcrmincd assigns of thc Panics; provided, howcvcr, that Conlractor shall not subcontracr Or assign tlis
,tgricrncnt (or any Purchasc Ordcr), or othcrwisc dilecrly or indircctly dclcg8tc any of its rights'
obligations, or dutics undcr this Agrccmcnt (or any Purchasc Ordcr) or disposc of all or any portioo of its
righi, tille or inlereft hcrcin (ot any Purchasc Otder), ro any pc$on or cntity without 0E prior writtcn
conscnt of WCt. Nothing in this Agrccmcnt or in aoy Purchasc Ordcr shrll give 8ny rights or bcDcfits to
anyonc o(her than WCI 8Id Conuactof.
9.12 Corflicl of lntctest. Excc?t with WCI's knowledge snd cxPress conscm, Contrecror
shsll not cngagc in any activity, or acccpt any employmcnt, intclEst or contribution that would rcasooably
appear to compromisc Comractot's professional judgmcnt with lrspecl to any lrojcct for which Conlraclor
is providing Scrviccs.
9.13 Wsivcr. Any t'ailure of WCI lo cnforcc any of thc Erms snd provisions of this
Agrcemcot or any h:rchase Ordcr shsll not constiBte a waiver such tcrm or Provision or rclicvc
Conractor of its prr.scnt or futurc obligations to comPly thcrrwi$.
9.14 Hcadings. All hcadings in this Agrecment and in eny Purchasc Orrdcr arc includcd
solcly for convcnient rcfcrrncc, 8r€ not intlndcd to bc full and accuratc &scripions of thc contcn6 of
such agrccrncnt, shE not bc dccmcd a pan of such agrccmcnt, rod shsll not affcct thc mcaning or
inrrrprcrstion of such atrcenEnt.
9.15 Countemans and Telefaxcd Sipnaturcs. This Agrccment and any Purchase Or&r may
b€ cxecutcd io any oumbcr of countcrparts, cach of which shall bc dccmcd an original and all of which
shall constitutc on€ and the same agrecrncnt. Signaturcs to this Agecrncnt or to any Purchas€ Ordcr may
be givcn via fax transmission and shall be dcemed givcn as of thc datc and timc of their rransmission by
fax or electronic mail to the othcr Parly.
9.16 Noticcs. All noticcs and orhcr comrnunicaaions hereuoder shall bc in writing and shall
bc dccmed givcn if delivcrcd personally, faxed(if confirmed), or mailcd by rcgistcrcd or ccnificd mail
(rctum rcccipt rcqucstcd) to thc panies at the addrcss for such pafly sct fonh on thc titlc pagc to thiE
Contract or at such olher addrcss for E pafiy ss shall bc specificd by lilc noticc. No noticc or othcr
communication undcr rhis Agrccment shall bc dccmcd given unlass scnt in any of thc manners, and io the
persons spccilicd io this Scction.
9.17 Amendmcnt. This Agrccrrnt 8nd Purchase Orders entered iDto pursuant !o it m8y be
modificd or amcn&d only by writtcn agrccmcnt of the Parties.
NO STRIKIi.THROI'CHS MAY AE MAI,}E'I'O'I-HIS ACREAMENT.
THIS A(;R-EEMEI\'I I\IAY ONLY AE AMENDED OR MODII'IDD L\l
WCI lnilirk ofAurhorirld R<p g
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WNTINC sICNEDDY Wcl.
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16.A.9.b
Packet Pg. 607 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
9.18 ESuglEn0dqmcil-QPlagulitJ. During Oc pcrformance of this ASrccmcnt' thc
Conractor agrccs as followE:
9.18.1 The Contractor will not discriminatc against any cmploycc or applicant for
cmployme becaus€ of race, colqr, rcligion, scx, or national origin. Thc contractor will takc affirmativc
actionio cnsurc that applicants are cmploycd, and th8t cmPloyccs are lrcatcd during cmPloymcnt, without
regard to ttEir racc, color, religion, sex, or national origin, SuCh sction shall includc, but not b€ limitcd io
rhe following: Employorc[t, upgrading, &motion, or transfer, rccruitmcnt or rccruitmcnt advcnising;
layoff or tcrminationi ratcs of pay or othcr forms of comPcnsation: and sclection for training, including
upprcnticcship. Thc Contractor agrccs to post in conspicuous placcs, availablc to emPloyees and
rpplicaots for employment, noticcs to bc Fovidcd by thc contracting offic?r sctdng fonh thc Provisions of
lhis nondiscrimination clausc.
9.18.2 Thc Contracaor will, in all solicitations or advcniscments for cmployccs placcd by or on
bchalf of the Contractor, statc that all qualilied sPplicarts will rccciva considcration for employmcnr
wirhout regard to racc, colot, rcligion, scr, or national origin.
9.18.3 Thc Conuaclor will scnd to csch labor union or rcprcscntatiyc of wotkers with which it
hrs a collccrivc bargaining agrecrncnt or othcr conllact o, uDdcrsrandios, a noticc to bc provilcd advising
rhc said lahor union or workcrs' rcJrrc-senlatiw of thc Cootractor'.s conunilmcnts undcr this scaiion. and
shull post copics of thc noticc in conspicuous placcs availablc to cmPloyccs ond apPliclols fo(
employment.
9.18.4 Thc CooEactor will comply with ell provisions of Executivc Crrdcr I1246 of ScPtcmbc,
24, 1965, and of rhe rules, regulatioos, and rclcvant orders of the Sccrctary of Labor.
9.18.5 Thc Contsacbr will fumish 8ll inforrnadoo 8nd rcPons requircd by Erccutivc Ordcr
t1246 of Scptember 24, 1965, aod by thc rulcs, rcgulrlions, and o.dcrs of the Sccrctary of l:bor, or
pursuant thclrto, and will pcrmit accass !o his books, rccoRls, and accoun6 by thc administcring agcncy
nnd thc Sccrcrary of Labor for purposar of invcsdgation to ascenain compliancc with such rulcs,
regulations, and ordcrs.
9.18.6 I]l thc cvcn! of thc Conrractor's non-compliancc with the nondiscrimination clauscs of this
Agrcemcnt or with any of the said rules, regulations, or ordcrs, this AgrectrEnt may be cancaled,
terminatcd or suspcnded in wholc or in p6n and the Contraclor may bc dcclarcd incligiblc for fur$cr
Oovcmmcnt contacts or federally ussistcd construcdon conracts in accordancc with proccdurrs
iruthorizcd in Exccutive frcr I1246 of Scptcmbff 24, 1965, and such other ssnctions may be imposed
and rcmedies invokcd as provided in Execulivc Ordcr 11246 of Scptembcr 24, 1965, or by rulc,
rcgulation, or ordcr of thc Sc!rct0ry of Labor, or as orhcrwisc provided by law.
9.18.7 The Contractor will includc the provisions of Scctions 9.18.1 thmugh 9.18.7 in cvery
\ubcontract or purchose ordcr unlcss cxcmptcd by rulcs, rcgulatious, or orders of thc Sccretary of Lsbor
issued pursuant !o secrion 2O4 of Exccutivc Ordcr I 1246 of Scptcmbcr 24, 1965, so that such provisioos
will be binding upoo cach subcontractor or vcodor. Thc Contractor will takc such sction with rcspcct to
ny subcontmct or purchase oldcr as may bc dircctcd by thc Scctct8.ry of Labor as a mcans of enforcing
\uch provisions including sancdons for noocompliance: Provlded, holv€ver, thal in the event thc
Conlractor becomcs involvcd io, or is threatened with, lidgation with a subcofluactor or vcndor as a rcsult
NO STRIKE.THROUGIIS MAY AE MADE TO THIS AGR.EEMEhT.
TIIIS ACREDMEI{T MAY OM,Y BE AMENDAD ORMODInID Nz.
wcl lnirhrr of Aurho.i4d RGI-i'
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wf,rTrNG SIGNED ny wcl. _-.
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16.A.9.b
Packet Pg. 608 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
of such direction, thc Cootracto, may tcquest th€ United Ststes lo cntcr into such litigation to prctcct thc
intcrcsts of thc Unitcd Statcs.
9.19 PursusDr ro Executivc Ord€r l 1246, ahc Notice of Rcquircmcnl For Affirmativc Actioo to
Ensurc Equal Employmcnt Opportunity is a(ached hsrEto as Exhibit "C'and iocoryorated hcrcin.
Contructor hcEby 68rces to comply with all rcquircmcnts of Exhibit 'C".
9.20 Pursusnt ro Erccurivc O.3,q 11246, the Standard Fcdcral Equal Employment Opponuniry
Construction Contracr Spccificadons arc altached hercto as Exhibit "D" and incorpontcd hcrein.
Contnctor hscby agrecs ro comply with all requircmclts of E (hibit "D".
9.21 Pursuant to Fcdcral law, 4l CFR 60"4.3 is altachcd hcreto as Exhibit "E'and incorporatcd
herEin. Contrsctor hercby agrccs to comply wilh all rcquiremcnls of Exhibh '8".
SECTION 10. SPECIAL PROVISIONS: ENTIRE AGREEMENT
l0.l Spccial Provisions. This Agreemcnt may be subject to special prcvisions. Rcfcr to
Exhitit A for a dqscription of ths spccial provisions, ifany.
lO.2 Entirc Aereemcnt- Each Parry rcprcscnts and warants thal it has thc ritht, powcr and
authority to cnter into this Agrcrmcnt and cach Purchosc fuer hercunder. This Agrc€ment and cach
Purchasc Ordcr (including Eny Exhibits tlErcto) constitutc thc cntirc agrccment bctwccn wCI and
Contracior cooccrning lhc 6ubjcct mattcr of ihis Agrccmcrrt or cach Purchasc Ordcr, as thc casc may
b€. This AgrcenEnt supeBcdes all prior written and oral undeEtandings conceming the subjcct matter
of this Agrecnrnt,
lN WITNESS WHEREOF, thc Paaics have caus€d rhis Agrccmcnt ro b€ exccured by their duly
authorizcd officcrs as of thc day ard ycar fir$ writtcn abovc.
CONTRACTOR:WCI COMMUNITIES, LLC
Lr,r- 4^- At"v, i L-.t C,.o.
By:By:
Titlc: U e
Name u Lzqn+
Titlc l,hl,t'.',
NO STI.IXT:.TEROUCT$ MAy BE ITIADE To,Il{Is AGREf,MENT.tHrs AGRtrAMEN!'MAyONLy Aij AMENDf,D OR MODlfIm tN WXITTNG StcNED Ay WCl.
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16.A.9.b
Packet Pg. 609 Attachment: Exhibit A (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
/
CERTIFICATION OF CONTRIBUTORY ASSETS - COUNTY
PROJECT NAME: LaMorada (Frangipani Circle)
LOCATION: Plat Book 59 Pages 1-15
NAME & ADDRESS OF OWNER: WCI Communities, LLC
24301 Walden Center Drive
Bonita Springs, FL 34134
POTABLE WATER (MATERIALS ONLY) TYPE OF UTILITY SYSTEM:
QUAN. UNIT COST TOTAL ITEM SIZE
$47,158.00
$4,250.00
$18,000.00
$4,550.00
$800.00
$300.00
$22,950.00
$5,320.00
$3,600.00
LF $19.00
EA $850.00
EA $600.00
EA $4,550.00
EA $800.00
EA $150.00
EA $2,550.00
LF $19.00
EA $450.00
C-900 PVC Water Main
Gate Valve
Double Water Service
Automatic Flushing Device
Sampling Point (Permanent)
Sampling Point (Temporary)
Hydrant Assembly w/ Valve
C-900 PVC Fire Protection Main
Gate Valve - Fire Protection
8" 2482
8" 5
30
1
1
2
9
280 4"
8 4"
TOTAL COST $106,928.00
I do hereby certify that the quantities of material described above are a true and accurate representation of
the system being contributed to Collier County Utilities.
CERTIFYING:
Brett M. Eckenrode, Secretary
Southwest Utility Systems, Inc.
16341 Old US 41 South
Fort Myers, FL 33912
Lge
OF:
STATE OF
COUNTY OF
The foregoing instrument was signed and acknowledged before me this^-^ day . 20_[^. by
£efce<\Hcdfr~" who is personally known to me OR who produced identification
Type of Identification Prodi
/*'/ (( festal: LORRAINE LEON MY COMMISSION • FF 2388JL' /(PAlfh >iS
Notary Public U: •>. EXPIRES: June 9.2019 |i
Borxted Thru Noury Public Unoeiwfherb jjj
16.A.9.c
Packet Pg. 610 Attachment: Assets Sheet (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))
CERTIFICATION OF CONTRIBUTORY ASSETS - COUNTY
LaMorada (Frangipani Circle) PROJECT NAME:
Plat Book 59 Pages 1-15 LOCATION:
NAME & ADDRESS OF OWNER: WCI Communities, LLC
24301 Walden Center Drive
Bonita Springs, FL 34134
SANITARY SEWER (MATERIALS ONLY) TYPE OF UTILITY SYSTEM:
QUAN. UNIT COST TOTAL SIZE ITEM
$4.80
$4.80
$4.80
$4.80
$2,850.00
$3,550.00
$3,950.00
$250.00
$5,164.80
$3,312.00
$2,481.60
$1,444.80
$14,250.00
$14,200.00
$11,850.00
$3,750.00
LF Gravity Sewer Main, SDR 26 (0-6' Deep)
Gravity Sewer Main, SDR 26 (6'-8' Deep)
Gravity Sewer Main, SDR 26 (8'-10' Deep)
Gravity Sewer Main, SDR 26 (10'-12' Deep)
Sanitary Manhole, (0'-6' Deep)
Sanitary Manhole, (6-8' Deep)
Sanitary Manhole, (8-10' Deep)
Single Sewer Service
8"
8"
1076
LF 690
517 LF 8"
LF 8" 301
EA 5
EA 4
EA 3
15 EA
$56,453.20 \ TOTAL COST
I do hereby certify that the quantities of material described above are a true and accurate representation of the
system being contributed to Collier County Utilities.
CERTIFYING:
Richard T. Cowart, Presiden
Southwest Utility Systems, Inc.
16341 Old US 41 South
Fort Myers, FL 33912
OF:
STATE OF
COUNTY OF
The foregoing instrument was signed and acknowledged before me this^- -^*dav of 20 by
T. ConsoJ^Y' who is personally known to me v OR who produced idenfification
Type of Identification Produced
$*X%\ BRETT M ECKENRODE
:(••)*) MY COMMISSION #FF129025
EXPIRES June 3, 2018
(407) 398-0153 FloridaNotaryService.com
Seal:
(: Notary Public
vV
16.A.9.c
Packet Pg. 611 Attachment: Assets Sheet (4913 : Final Acceptance of Utilities - Frangipani Circle at LaMorada (FKA Indian Hill Estates))