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<br />City of Sunny Isles Beach |Request for Proposal No. 21-06-01 8
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<br />ordinances, rules, regulations or orders of any public body having
<br />jurisdiction, or if they disregard the authority of the City, of if they
<br />otherwise violate any provision of, the Contract Documents, then the
<br />City may, without prejudice to any other right or remedy and after
<br />giving the Firm ten (10) days written notice and terminate the
<br />services of the Firm if they fail to cure the noted violations within this
<br />day cure period. In such case the Firm shall only be paid for Work
<br />satisfactorily performed up to the effective date of termination.
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<br />1.37.1 Where the Firm’s services have been so terminated by
<br />the City said termination should not affect any rights of
<br />the City against the Firm then existing or which may
<br />thereafter accrue. Any retention or payment of
<br />moneys by the City due the Firm will not release the
<br />Firm from liability.
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<br />1.37.2 Upon ten (10) days written notice to the Firm, the City
<br />may, without cause and without prejudice to any other
<br />right or remedy, elect to terminate the Agreement
<br />without cause. In such case, the Firm shall be paid for
<br />all Work satisfactorily performed and accepted by the
<br />City as of the effective date of the termination. No
<br />payment shall be made for lost profit or any other
<br />consequential damages for Work that has not been
<br />performed regardless of whether Firm is terminated
<br />with or without cause.
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<br />1.38 MISCELLANEOUS:
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<br />Firm acknowledge the following miscellaneous conditions:
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<br />1.38.1 Whenever any provision of the Contract Documents
<br />requires the giving of written notice it shall be deemed
<br />to have been validly given if delivered in person to the
<br />individual or to a member of the firm or to an officer of
<br />the corporation for whom it is intended, or if delivered
<br />at or sent by registered or certified mail, postage
<br />prepaid, to the last business address known to them
<br />who gives the notice.
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<br />1.38.2 The Contract Documents shall remain the property of
<br />the City. The Firm shall have the right to keep one
<br />record set of the Contract Documents upon completion
<br />of the Project.
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<br />1.38.3 The duties and obligations imposed by these General
<br />Conditions, Special Conditions and Supplemental
<br />Conditions and the rights and remedies available
<br />hereunder, and, in particular but without limitation, the
<br />warranties, guarantees and obligations imposed upon
<br />Firm and those in the Special Conditions and the rights
<br />and remedies available to the City, shall be in addition
<br />to, and shall not be construed in any way as a limitation
<br />of, any rights and remedies available by law, by special
<br />guarantee or by other provisions of the Contract
<br />Documents.
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<br />1.38.4 Should the City or the Firm suffer injury or damage to
<br />its person or property because of any error, omission,
<br />or act of the other or of any of their employees or
<br />agents or others for whose acts they are legally liable,
<br />claim shall be made in writing to the other party within
<br />a reasonable time of the first observance of such injury
<br />or damage.
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<br />1.39 WAIVER OF JURY TRIAL:
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<br />City and Firm knowingly, irrevocably voluntarily and intentionally
<br />waive any right either may have to a trial by jury in State or Federal
<br />Court proceedings in respect to any action, proceeding, lawsuit or
<br />counterclaim based upon the Contract Documents or the
<br />performance of the Work there under.
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<br />1.40 GOVERNING LAW:
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<br />The Contract shall be construed in accordance with and governed by
<br />the law of the State of Florida.
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<br />1.41 VENUE:
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<br />Venue of any action to enforce the Contract Documents shall be in
<br />Miami-Dade County, Florida.
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<br />1.42 PROJECT RECORDS:
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<br />City shall have right to inspect and copy during regular business
<br />hours at City’s expense, the books and records and accounts of Firm
<br />which relate in any way to the Work, and to any claim for additional
<br />compensation made by Firm, and to conduct an audit of the financial
<br />and accounting records of Firm which relate to the Work. Firm shall
<br />retain and make available to City all such books and records and
<br />accounts, financial or otherwise, which relate to the Work and to any
<br />claim for a period of three years following final completion of the
<br />Work. During the Work and the three-year period following final
<br />completion of the Work, Firm shall provide City access to its books
<br />and records upon five days written notice.
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<br />1.43 SEVERABILITY:
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<br />If any provision of the Contract or the application thereof to any
<br />person or situation shall to any extent, be held invalid or
<br />unenforceable, the remainder of the Contract, and the application of
<br />such provisions to persons or situations other than those as to which
<br />it shall have been held invalid or unenforceable shall not be affected
<br />thereby, and shall continue in full force and effect, and be enforced
<br />to the fullest extent permitted by law.
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<br />1.44 INDEPENDENT FIRM:
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<br />The Firm is an independent contractor under the Contract. Services
<br />provided by the Firm shall be by employees of the Firm and subject
<br />to supervision by the Firm, and not as officers, employees, or agents
<br />of the City. Personnel policies, tax responsibilities, social security
<br />and health insurance, employee benefits, purchasing policies and
<br />other similar administrative procedures, applicable to services
<br />rendered under the Contract shall be those of the Firm.
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<br />End of Section
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