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HomeMy WebLinkAboutSpecifications REQUEST FOR PROPOSALS NO. 10-07-02 PROFESSIONAL CONSTRUCTION SERVICES TO DEMOLISH AND RECONSTRUCT THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK CITY OF SUNNY ISLES BEACH MIAMI-DADE COUNTY, FLORIDA - TABLE OF CONTENTS RFP # 10-07-02 Public Notice......................................................................................................................................l Section 1.1 Introduction...................................................................................................................3 Section 1.2 Background....................................................................................................................3 Section 1.3 Description of the Fishing Pier............ .................... ............................. .................... ....3 Section 1.4 Submission Date and Mandatory Pre-RFP Submission Conference........................4 Section 1.5 Scope of Services and Construction Budget................................................................4 Section 1.6 Submittal Requirements...............................................................................................5 Section 1.7 Liability Insurance........................................................................................................6 Section 1.8 Performance and Payment Bonds............................................................ ....................8 Section 1.9 Bid Bond.........................................................................................................................8 Section 1.10 Additional Information or Clarification....................................................... ........ ....8 Section 1.11 Selection Award and Protest Procedures..................................................................8 Section 1.12 Contract execution...................................................................................................... 9 Section 1.13 Unauthorized Work....................................................................................................9 Section 1.14 Instructions..................................................................................................................9 Section 1.15 Changes/Alterations.................................................................................................... 9 Section 1.16 Sub-contractors.......................................................................................................... 1 0 Section 1.17 Discrepancies, Errors, and Omissions .....................................................................10 Section 1.18 Disqualification..........................................................................................................l 0 Section 1.19 Submission Receipt....................................................................................................l 0 Section 1.20 Capital Expenditures................................ ........... ..................... .......................... ..... .11 Section 1.21 Use of Premises ..........................................................................................................11 Section 1.22 City's Occupancy Requirements ..............................................................................11 Section 1.23 Work Restrictions.................................................................................................... ..11 Section 1.24 Reservation of Rights ................................................................................................11 Section 1.25 Additional Information............................................................................................ .12 Section 1.26 Exhibits...................................................................................................................... .13 Public Entity Crime Affidavit...................................................................................................... ..14 Non-Collusive Affidavit................................................................................................................ ..17 Agreement..................................................................................................................... ................. ..19 Aerial of the Location of Existing Pier................................................................................ ........ ..4441' - PUBLIC NOTICE NOTICE IS HEREBY GIVEN that the CITY OF SUNNY ISLES BEACH is seeking Submissions ("Submissions or Responses") detailing proposals to provide construction services for the demolition and construction of the Historic Sunny Isles BeachlNewport Fishing Pier at Pier Park. Interested firm/individuals ("Respondent(s) or Contractor(s)") may pick-up a copy of the Request for Proposals ("RFP") No. 10-07-02 to be issued on July 19,2010, at Sunny Isles Beach Government Center, 18070 Collins Avenue, City Clerk, Fourth Floor, Sunny Isles Beach, Florida, 33160. RFP No. 10-07-02 is also available from DemandStar by calling (800) 711-1712 or by accessing their website at www.demandstar.com. The RFP contains detailed and specific information about the scope of services, submission requirements and selection procedures. One (1) original, four (4) copies ofthe completed and executed submissions must be delivered to the following address no later than Tuesday, August 17,2010 at 10:00 a.m.: Sunny Isles Beach Government Center 18070 Collins Avenue, City Clerk First Floor Conference Room Sunny Isles Beach, Florida, 33160 The City reserves the right to accept or not accept late submitted bids in the sole discretion of the City Manager or his designee. The envelope containing the sealed Submission must be clearly marked as follows: "SEALED BID" RFP #10-07-02 PROFESSIONAL CONSTRUCTION SERVICES FOR THE DEMOLITION AND CONSTRUCTION OF THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK OPENING DATE AND TIME: TUESDAY, AUGUST 17,2010 AT 10:00 A.M. A mandatory Pre-RFP Submission Conference is scheduled for Tuesday, August 3, 2010 at 10:00 a.m., at the Sunny Isles Beach Government Center, 18070 Collins Avenue, First Floor Conference Room, Sunny Isles Beach, Florida. All contractors planning to submit Submissions are required to attend this meeting. Contractors should allow sufficient time to ensure arrival prior to the indicated time, those arriving after the discussion has begun will not be considered to be in attendance. Submissions from those who have failed to attend will not be accepted. The City is soliciting Professional Construction Services for the demolition and construction of the Historic Sunny Isles BeachlNewport Fishing Pier, including the pier restaurant, located at Pier Park, 16701 Collins Avenue. The estimated construction budget is approximately $3 million dollars. The complete final permits to demolish and construct the Pier have not yet been ~ obtained from all appropriate federal, state and local agencies. The permit applications have been filed with the appropriate agencies. By submitting a proposal for this RFP, each contractor agrees to guarantee their prices for at least 6 (six) months from the date of bid award. Historic Sunny Isles BeachINewport Fishing Pier: The Historic Sunny Isles BeachlNewport Fishing Pier (the "Pier"), located at 16701 Collins Avenue was originally built in 1936 and designated by the Miami-Dade County Historic Preservation Board as a historic site on January 21, 1982, and re-designated as a historic site on June 6, 2005, by the City of Sunny Isles Beach Historic Preservation Board. The Pier sustained major damage during Hurricane Wilma in 2005 and has been closed to the public due to unsafe conditions. The City of Sunny Isles Beach subsequently entered into a public/private partnership to equally share all costs for design, removal, and replacement of the entire Pier structure. In addition, the City entered into a submerged land lease with the State of Florida in order for the City to operate the Pier. Finally, the City Commission authorized civil engineering services for the plan design, engineering specifications, and permitting documents for the demolition and reconstruction of the Pier. The City is now ready to solicit formal proposals for the demolition and reconstruction of the Pier, including the restaurant, consistent with the technical specifications on file with the City Clerk. RFP packages may be obtained from the Office of the City Clerk, City of Sunny Isles Beach, 18070 Collins Avenue, Fourth Floor, Sunny Isles Beach, Florida 33160, and are also available from DemandStar by calling (800) 711-1712 or by accessing their website at www.demandstar.com. The City reserves the right to reject any or all submittals, with or without cause, and to waive technical errors and informalities, and to accept the submittal which best serves the interest of the City. For further information, please contact City Manager Rick Conner at 305-792-1928. Jane A. Hines, CMC, City Clerk City of Sunny Isles Beach 2 CITY OF SUNNY ISLES BEACH, FLORIDA REQUEST FOR PROPOSALS NO. 10-07-02 DEMOLITION AND RECONSTRUCTION OF THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK 1.1 INTRODUCTION Pursuant to Chapter 62 of the City Code, the City of Sunny Isles Beach, Florida, (the "City") a municipality located in Miami-Dade County, Florida, requests qualified construction service contractors ("contractors") to submit proposals to demolish and reconstruct the Historic Sunny Isles BeachlNewport Fishing Pier at Pier Park, located at 16701 Collins Avenue. 1.2 BACKGROUND The City of Sunny Isles Beach, located between the Atlantic Ocean and the Intracoastal Waterway in Northeast Miami-Dade County, surrounded by Aventura, Golden Beach, Miami-Dade Haulover Park and Marina, and Bal Harbour, is owner to the only public fishing pier in Miami-Dade County, the Historic Sunny Isles BeachlNewport Fishing Pier at Pier Park, located at 16701 Collins Avenue. As the existing pier is being rebuilt, a shell for a larger, 5,000 square foot, restaurant, with seating for at least 200, will be included. An aerial of the location of the existing Pier is included in this package. The design and technical specifications are available upon request from the City Clerk's Office. 1.3 DESCRIPTION OF THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK The Historic Sunny Isles BeachlNewport Fishing Pier (the "Pier"), located at 16701 Collins Avenue was originally built in 1936 and designated by the Miami-Dade County Historic Preservation Board as a historic site on January 21, 1982, and re-designated as a historic site on June 6, 2005, by the City of Sunny Isles Beach Historic Preservation Board. The Pier sustained major damage during Hurricane Wilma in 2005 and has been closed to the public ever since, due to unsafe conditions. After Wilma, the City of Sunny Isles Beach was able to obtain control of the operations of the Pier from the private operator. Finally, the City Commission authorized civil engineering services for the plan design, engineering specifications, and permitting documents for the demolition and reconstruction of the Pier. The City is now ready to solicit formal proposals for the demolition and reconstruction of the Pier consistent with these technical specifications. 3 1.4 SUBMISSION DATE AND MANDATORY PRE-RFP SUBMISSION CONFERENCE Submittals must be received by the City Clerk's Office no later than Tuesday, August 17,2010 at 10:00 a.m., at the Sunny Isles Beach Government Center, Attn: City Clerk, First Floor Conference Room, 18070 Collins Avenue, Sunny Isles Beach, FL 33160. One (1) original, and four (4) copies of the completed and executed Submission must be delivered by this deadline. Submittals will be opened publicly and read aloud at this time. The City reserves the right to accept or not accept late submitted bids based on the sole discretion of the City Manager or his designee. The envelope containing the sealed Submission must be clearly marked as follows: "SEALED BID" RFP #10-07-02 PROFESSIONAL CONSTRUCTION SERVICES FOR THE DEMOLITION AND CONSTRUCTION OF THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK OPENING DATE AND TIME: TUESDAY, AUGUST 17,2010 AT 10:00 A.M. A mandatory Pre-RFP Submission Conference is scheduled for Tuesday, August 3, 2010 at 10:00 a.m., at the Sunny Isles Beach Government Center, 18070 Collins Avenue, First Floor Conference Room, Sunny Isles Beach, Florida. All contractors planning to submit a Submission are required to attend this meeting. Contractors should allow sufficient time to ensure arrival prior to the indicated time, those arriving after the discussion has begun will not be considered to be in attendance. Submittals from those who have failed to attend will not be accepted. 1.5 SCOPE OF SERVICES AND CONSTRUCTION BUDGET The City is soliciting professional construction services for the demolition and construction of the Historic Sunny Isles BeachlNewport Fishing Pier per the plans and specifications prepared by Beiswenger, Hoch and Associates, Inc. on file with the City Clerk's Office. This will include, but is not limited to, the following tasks: This will include, but is not limited to, the following tasks: 1. MOBILIZA nON 2. DEMOLITION OF EXISTING RESTAURANT AND FISHING PIER AND DISPOSAL OFFSITE 3. DEMOLITION PLAN - NO BLASTING PERMITTED 4. MOT & TRAFFIC CONTROL 5. SURVEYING 6. CONCRETE SUBSTRUCTURE 7. REINFORCING STEEL SUBSTRUCTURE 8. PRESTRESSED BEAMS 4 9. PROTECTION OF EXISTING STRUCTURES 10. PRESTRESSED CONCRETE PILING 11. LOAD TEST - DYNAMIC 12. TEST PILES - PRESTRESSED CONCRETE 13. COAST GUARD COORDINATION 14. ENVIRONMENTAL PROTECTION 15. BRIDGE DECK 16. PIPE HANDRAIL 17. SECURITY FENCING 18. ELECTRICAL & LIGHTING 19. RESTAURANT STRUCTURE AND MECHANICAL COMPONENTS 20. SITEWORK 21. DEMOBILIZATION The scope of services shall include demolition of the existing pier structure and reconstruction of the pier. The reconstruction shall also include constructing an outer shell for a 2,825 square foot restaurant with seating for at least 105 people. The intent is to have the contractor provide a viable holistic approach to the demolition and construction of the Pier. The estimated construction budget is $3 million dollars. 1.6 SUBMITTAL REQUIREMENTS All submittals by contractors shall contain no more than fifteen (15) pages specifically addressing the following issues. Item numbers 9 and 10 below will not be considered a part of the fifteen (15) pages. Any contractor wishing to provide the services described in Section 1.5 above must submit one (1) original and four (4) additional complete copies that include, at a minimum, the following documentation: 1. Name, address and company, including, but not limited to, a business overview, financial state of the business, annual revenue for past two years, and names and addresses of persons having financial interest in the firm. 2. Provide a narrative description of current and previous experience demolishing and/or constructing a project similar to this RFP. 3. A list of all projects (including government projects) completed or in process for the past five (5) years, and a corresponding list of client references with contact names and telephone numbers. 4. Proof of authorization to transact business in Florida from the Florida Secretary of State, from the prime as well as supporting firms. 5. The name, title, qualifications, experience, and all contact information of the proposed contact person and proposed personnel to be assigned to this project. 5 6. Provide a detailed description of the Proposer's procedures for coordinating the demolition and construction of the Pier, including the project implementation schedule, identifying events and the estimated number of calendar days to achieve completion. 7. Provide a detailed financial cost breakdown of the total cost involved in demolishing and constructing the Pier. 8. Provide documentation demonstrating Proposer's financial strength and financial capability to provide the demolition and construction services in this RFP. Such documentation should include Proposer's most recent certified financial statements as of a date not earlier than the end of the Proposer's preceding official tax accounting period, with a statement in writing, signed by a duly authorized representative, stating that the present financial condition is materially the same as that shown on the balance sheet and income statement submitted, or with an explanation for a material change in the financial condition. If certified financial statements are not available, provide latest available financial statements (balance sheet and income statement) and letters of credit availability from accredited financial institutions, or other relevant documentation. 9. Sworn statement pursuant to Section 287.133(3)(A), Florida Statutes, on Public Entity Crime, a copy of which is attached hereto. 10. Non-collusive Affidavit, a copy of which is attached hereto. 1. 7 LIABILITY INSURANCE Contractor shall, at its sole cost and expense, during the period of any work being performed under this Agreement, procure and maintain the following minimum insurance coverage to protect the City and Contractor against all loss, claims, damage and liabilities caused by Contractor, its agents, sub- Contractors or employees, as indicated below: o Comprehensive General Liability ("CGL") insurance, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit for Bodily Injury Liability and Property Damage Liability, and Two Million Dollars ($2,000,000) aggregate. Coverage must be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability policy, without restrictive endorsements, as filed by the Insurance Services Office, and must incl ude: · CGL Required Endorsements include the following: I. Employees included as insured II. Independent Contractor's Coverage III. Contractual Liability IV. Waiver of Subrogation v. Premises and/or Operations VI. Explosion, Collapse and Underground Hazards VII. Loading and Unloading 6 VIII. Mobile Equipment (Contractor's Equipment) whether owned, leased, borrowed or rented by Contractor or employees of Contractor City is to be expressly included as an Additional Insured with respect to liability arising out of operations performed for City by or on behalf of Contractor or acts or omissions of Contractor in connection with general supervision of such operation. o Worker's Compensation, as required by law, but with no less than $1,000,000 for Employer's Liability. o Business Automobile Liability which shall include coverage for all owned, non- owned and hired vehicles for minimum limits of not less than One Million Dollars ($1,000,000) per occurrence, One Million Dollars ($1,000,000) per accident for bodily injury and Five Hundred Thousand Dollars ($500,000) per accident for property damage. o Completed Value Builders' Risk Insurance - on al "All Risk" basis in an amount not less than one hundred percent (100%) of the insurable value ofthe building(s) or structure(s). The policy shall be in the name of the City of Sunny Isles Beach, and the Contractor, as their interests may appear. o Umbrella Policy (Excess Follow Form) which shall include bodily injury and property damage liability with limits of five million dollars ($5,000,000.00) each occurrence and aggregate covering (1) Comprehensive General Liability and (2) Business Automobile Liability. Insurance required of the Contractor shall be primary to, and not contribute with, any insurance or self-insurance maintained by the City. Such insurance shall not diminish Contractor's indemnification and obligations hereunder. The insurance policy(ies) shall be issued by companies authorized to do business under the laws of the State of Florida and acceptable to the City with a minimum A.M. Best rating of A-Excellent. Before any work under this Agreement is performed, and at any time upon request, Contractor shall furnish to the City certificates of insurance evidencing the minimum required coverage and shall be appropriately endorsed for contractual liability, with the City named as additional insured. All policies shall contain a waiver of subrogation endorsement. All policies and certificates shall be in forms and issued by insurance companies acceptable to the City's Risk Management Department. All insurance policies and certificates of insurance shall provide that the policies may not be canceled or altered without thirty (30) days prior written notice to the City. The City reserves the right from time to time to change the insurance coverage and limits of liability required to be maintained by Contractor hereunder. Contractor shall also require and ensure that each of its sub- Contractors providing services hereunder (if any) procures and maintains, until the completion of the services, insurance of the types and to the limits specified herein. 7 ..... ANY EXCEPTIONS TO THE INSURANCE REQUIREMENTS IN THIS SECTION MUST BE APPROVED IN WRITING BY THE CITY. 1.8 PERFORMANCE AND PAYMENT BONDS Proposer shall, at its sole cost and expense, during the period of any work being performed under this Agreement, procure and maintain performance and payment bonds each equal to 100% of the Contract Amount awarded to the successful Proposer. The Performance and Payment Bonds must be written by a Surety licensed to do business in the State of Florida and otherwise acceptable to the City of Sunny Isles Beach. As per Florida Statute Section 255.05, the Proposer shall be required to record the Performance and Payment Bonds in the public records of Miami- Dade County. 1.9 BID BOND Each Bid shall be required to be accompanied by a Bid Bond, duly executed by the Proposer as principal and having as surety thereon a surety company licensed to do business in the State of Florida , satisfactory and payable to the City of Sunny Isles Beach, Florida, and listed in the latest issue of U.S. Treasury Circular 570, in the amount of 5 % (five percent) of the Proposal. 1.10 ADDITIONAL INFORMATION OR CLARIFICATION Requests for additional information or clarifications must be made in writing and received by the City Manger specified in the Public Notice section of this RFP, in accordance with the deadline for receipt of questions also specified in the Public Section of this RFP. The request for additional information and clarification must contain the RFP number and title, contractor's name, name of contractor's contact person, address, phone number, and facsimile number. Electronic facsimile requesting additional information must be received by the City Manager for this RFP at the fax number (305) 792-1561. Facsimiles must have a cover sheet which includes, at a minimum, the contractor's name, name of contractor's contact person, address, number of pages transmitted, phone number, facsimile number, and RFP number and title. The City will issue responses to inquiries and any other corrections or amendments it deems necessary in written addenda issued prior to the Submission deadline. Contractors should not rely on any representations, statements or explanations other than those made in this RFP or in any written addendum to this RFP. Where there appears to be conflict between the RFP and any addenda issued, the last addendum issued shall prevail. 1.11 SELECTION, AWARD, AND PROTEST PROCEDURES The City will select the contractor the City determines to be the lowest responsible, responsive contractor ("Successful Contractor") whose proposal represents the best value to, and is in the best interests of, the City. The City will act, at its sole discretion, in what it considers to be the best value and best interest of the City. The City will evaluate the comparable experience, capability, project management, workload, financial strength, and other factors the City deems 8 pertinent and will select the firm that it deems to be lowest responsible, responsive contractor. The City will determine the lowest responsible, responsive contractor in accordance with the criteria set forth in Section 62-8 of the City Code. Any protests or objections to the City's Request for Proposal, select of the Successful Contractor, and/or Contractor award process must be submitted in writing in accordance with Section 62-15 of the City Code. If the City and Successful Contractor are unable to negotiate a mutually acceptable contract, the City may terminate the contract negotiations and begin negotiations with the other qualified firms. This process may continue until a contract has been executed or all Submissions have been rejected. No contractor shall have any rights in the subject project or against the City arising from such negotiations. 1.12 CONTRACT EXECUTION A contract will be negotiated and executed between the Successful Contractor and the City in substantially the same form as the attached Agreement. The successful operation of this contract requires that the Successful Contractor and the City agree to act in good faith in all matters relating to carrying out the project and the interpretation of the contract documents. 1.13 UNAUTHORIZED WORK The Successful Contractor shall not begin work until a Notice to Proceed is received. The Notice to Proceed shall specify the period of time allotted for the completion of the work. 1.14 INSTRUCTIONS Careful attention must be given to all requested items contained in this RFP. Contractors are invited to submit Submissions in accordance with the requirements of this RFP. PLEASE READ THE ENTIRE SOLICITATION BEFORE SUBMITTING A SUBMITTAL. Contractors shall make the necessary entry in all blanks provided for the responses. The entire set of documents, together with all attachments hereto, constitutes the RFP. The contractor must return these documents with all information necessary for the City to properly analyze contractor's response in total and in the same order in which it was issued. Contractor's notes, exceptions, and comments may be rendered on an attachment, provided the same format of this RFP text is followed. All responses to this RFP shall be returned in a sealed envelope or package with the RFP number and opening date clearly noted on the outside of the envelope. Contractors must provide a response to each requirement of the RFP. Responses should be prepared in a concise manner with an emphasis on completeness and clarity. 1.15 CHANGES/ALTERATIONS Contractor may change or withdraw a response at anytime prior to the submission deadline; however, no oral modifications will be allowed. Written modifications shall not be allowed following the submission deadline. 9 1.16 SUB-CONTRACTOR(S) A Sub-Contractor is an individual or firm contracted by the contractor or contractor's firm to assist in the performance of services required under this RFP. A Sub-Contractor shall be paid through the contractor or contractor's firm and shall not be paid directly by the City. Sub- Contractors are allowed by the City in the performance of the services delineated within this RFP. However, the contractor must clearly reflect in its Submission that major Sub-Contractors to be utilized in the performance of the required services. The City retains the right to accept or reject any Sub-Contractors proposed in the response of Successful Contractor or at anytime prior to contract execution. Any and all liabilities regarding the use of a Sub-Contractor shall be borne solely by the Successful Contractor and insurance for each Sub-Contractor must be maintained in good standing. Neither Successful Contractor nor any of its Sub-Contractors are considered to be employees or agents of the City. Failure to list all Sub-Contractor(s) and provide the required information may disqualify any proposed Sub-Contractors from performing work under this RFP. Contractors shall include in their responses to this RFP the requested Sub-Contractor information and include all relevant information required of the contractor. In addition, within five (5) working days after the identification of the award to the Successful Contractor, the Successful Contractor shall provide a list confirming the Sub-Contractors that the Successful Contractor intends to utilize in the contract, if applicable. The list shall include, at a minimum, the name, location of the place of business of each Sub-Contractor, the services Sub-Contractor will provide relative to any contract that may result from this RFP, as well as any applicable licenses, references, ownership, and other information required of Contractor. 1.17 DISCREPANCIES, ERRORS, AND OMISSIONS Any discrepancies, errors, or ambiguities in the RFP or addenda (if any) should be reported in writing to the City Manager or his designee. Should it be necessary, a written addendum will be incorporated to the RFP. The City will not be responsible for any oral instructions, clarifications, or other communications. 1.18 DISQUALIFICATION The City reserves the right to disqualify responses before or after the submission deadline, upon evidence of collusion with intent to defraud or other illegal practices on the part of the contractor. The City also reserves the right to waive any immaterial defect or informality in any responses to this RFP; to reject any or all responses in whole or in part; or to reissue an RFP for the services described herein. 1.19 SUBMISSION RECEIPT Sealed responses will be accepted in accordance with the instructions detailed on the cover of this RFP. The contractor shall file all documents necessary to support its response and shall include them with its Submission. Contractor shall be responsible for the actual delivery of 10 responses during business hours to the exact address indicated in this RFP. The City reserves the right to accept or not accept late submitted bids in the sole discretion of the City Manager or his designee. 1.20 CAPITAL EXPENDITURES The Successful Contractor understands that any capital expenditures that the Successful Contractor makes, in order to perform the services required in this RFP, is a business risk which the Successful Contractor may include in its proposed price. The City, however, is not and shall not payor reimburse any capital expenditures or any other expenses, incurred by any Contractor, in anticipation neither of a contract award nor to maintain the approved status of the Successful Contractor if a contract is awarded. 1.21 USE OF PREMISES The Successful Contractor shall have use of the premises for demolition and construction operations, during the demolition and construction period. However, the Successful Contractor's use of premises is limited by the City's right to perform work or retain other contractors on portions of the work. Deliveries shall be scheduled in a manner that will minimize the space and time required for storage of materials and equipment on site. There shall be no closure of vehicular lanes. The Successful Contractor and Successful Contractor's employees are prohibited from parking on the project site without the advance, express written consent of the City. 1.22 CITY'S OCCUPANCY REQUIREMENTS The City reserves the right to occupy and to place and install equipment in completed areas of the project site, before Substantial Completion, provided such occupancy does not interfere with completion of the Work. Such placement of equipment and partial occupancy shall not constitute acceptance of the total Work. The City or its designee will prepare a Certificate of Substantial Completion for each specific portion of the Work to be occupied before occupancy by the City. Before partial occupancy, mechanical and electrical systems shall be fully operational and required tests and inspections shall be successfully completed. On occupancy, the City will operate and maintain mechanical and electrical systems servicing the Pier. 1.23 WORK RESTRICTIONS Work shall be performed at the proj ect site during normal business working hours from 7 A.M. to 5 P.M. Monday through Friday, and Saturday from 9 A.M. to 5 P.M. except as otherwise approved by the City. 1.24 RESERVATION OF RIGHTS While pursuing this RFP process, the City reserves the right to: 11 · Accept any or all responses, and the right, in its sole discretion, to accept the contractor who will best serve the interests of, and represent the best value to, the City in conformity with the criteria set forth in Section 62-8 of the City Code. · Reject any and all qualifications and to seek new qualifications when such a procedure is reasonably in the best interest of the City. · Investigate the financial capability, integrity, experience, and quality of performance of each contractor, including officers, principals, senior management, and supervisors, as well as staff identified in the response to RFP. · Investigate the contractor's qualifications or any of its agents, as it deems appropriate · Conduct personal interviews of any or all prospective contractors prior to selection (the City shall not be liable for any costs incurred by the contractor in connection with such interviews) . · Waive any of the conditions or criteria set forth in this RFP. · The City reserves the right on any advertised selection process to decide whether to select a firm based on the proposals received or whether to hold interviews with the firms the City deems best qualified for this project. 1.25 ADDITIONAL INFORMATION · The Submission must clearly be marked on the front of the envelope: "SEALED BID" RFP #10-07-02 PROFESSIONAL CONSTRUCTION SERVICES FOR THE DEMOLITION AND CONSTRUCTION OF THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK OPENING DATE AND TIME: TUESDAY, AUGUST 17,2010 AT 10:00 A.M. · Questions regarding this RFP must be directed, no later than seven (7) calendar days before the opening of the RFP, to: Rick Conner City Manager City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, FL 33160 Telephone: (305) 792-1928 Email: rconner@sibfl.net · Responses to this RFP must be delivered by the stated deadline to: Attn: Jane A. Hines, CMC City Clerk Sunny Isles Beach Government Center 18070 Collins Avenue First Floor Conference Room Sunny Isles Beach, FL 33160 12 · The opening of the Submissions will be in the First Floor Conference Room, 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 at the stated time. · Submissions will be opened publicly and read aloud at this time. · The City is under no obligation to return the Submissions. · The City will not be liable for any cost incurred in the preparation of the response to RFP. · The Submissions shall be prima facie evidence that the contractor has full knowledge of the scope, nature, quantity and quality of work to be performed; the detailed requirements of the specifications; and the conditions under which the work is to be performed. · The contractors shall furnish the City with such additional information as the City may reasonably require. · Under no circumstance should any prospective contractor or anyone acting on their behalf, seek to influence or to gain the support of any member of the City Commission or City Staff favorable to the interest of the prospective contractor. Likewise, contact with the City Commission or City Staff against the interest of other prospective contractors is prohibited. Any such activities may result in the exclusion of the prospective contractor from consideration by the City. 1.26 EXHIBITS The Exhibits to this RFP are as follows: Exhibit "A" Public Entity Crime Affidavit Exhibit "B" Non-Collusive Affidavit Exhibit "C" Agreement between the City and the successful contractor Exhibit "D" Aerial of the location of the existing Pier. 13 SWORN STATEMENT PURSUANT TO SECTION 287.133(3)(a) FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS. 1. This sworn statement is submitted to by for whose business address is and (if applicable) its Federal Employer Identification Number (FEIN) (If the entity had no FEIN, include the Social Security Number of the individual signing this sworn statement: 2. I understand that a "public entity crime" as defined in Paragraph 287. 133(l)(g), Florida Statutes, means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or of the United States, including, but not limited to, any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material misrepresentation. 3. I understand that "convicted" or "conviction" as defined in Paragraph 287.133(l)(b), Florida Statutes means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in any federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, nonjury trial, or entry of a plea of guilty or nolo contenders. 4. I understand that an "affiliate" as defined in Paragraph 287. 133 (l)(a), Florida Statutes, means: a. A predecessor or successor of a person convicted of a public entity crime; or b. An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity come. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. EXHIBIT "A" 14 5. I understand that a "person" as defined in Paragraph 287.133(l)(e), Florida Statutes, means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in management of any entity. 6. Based on information and belief, the statement which I have marked below is true in a relation to the entity submitting this sworn statement. (Please indicate which one (1) of the following three (3) statements is applicable.) _ (1) Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or any affiliate of the entity has been charged with and convicted of a public entity crime within the past 36 months. _(2) The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or any affiliate of the entity has been charged with and convicted of a public entity crime within the past 36 months. _(3) The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or agents who are active in management of the entity, or any affiliate of the entity has been charged with and convicted of a public entity crime within the past 36 months. However, there has been a subsequent proceeding before a Hearing Officers of the State of Florida, Division of Administrative Hearings and the Final Order by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (Attached is a copy of the final order.) I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THE PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED AND FOR THE PERIOD OF THE CONTRACT ENTERED INTO, WHICHEVER PERIOD IS LONGER. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR THE CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. SIGNATURE OF AFFIANT (Printed or Typed Legal Name of Affiant) 15 State of Florida of County of Miami-Dade ) Sworn to and subscribed before me this day of ,2010 by Notary Seal: Notary's Name Printed, Stamped or Typed Personally Known: or Produced Identification Identification Produced 16 NON-COLLUSIVE AFFIDA VIT State of Florida ) )ss County of Miami-Dade ) says that: being first duly sworn, deposes and (1) He/she is the (Owner, Partner, Officer, Representative, or Agent) of the Bidder that has submitted the attached Bid; (2) He/she is fully informed respecting the preparation and contents of the attached Bid and of all pertinent circumstances respecting such Bid; (3) Such Bid is genuine and is not a collusive or sham Bid; (4) Neither the said bidder nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant, have in any way colluded, conspired, connived or agreed, directly or indirectly, with any other Bidder, firm, or person to submit a collusive or sham Bid in connection with the Work for which the attached Bid has been submitted; or to refrain from bidding in connection with such Work; or have in any manner, directly or indirectly, sought by agreement or collusion, or communication, or conference with any Bidder, firm, or person to fix the price or prices in the attached Bid or of any other Bidder, or to fix any overhead, profit, or cost elements of the Bid price or the Bid price of any other Bidder, or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Sunny Isles Beach, or any person interested in the proposed Work; (5) The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any other of its agents, representatives, owners, employees or parties in interest, including this affiant. EXHIBIT "B" 17 FURTHER, AFFIANT SAYETH NA UGHT. Sworn to and subscribed before me this _ day of by (vendor) By: President/Owner , 2010, of (President/Owner) who is personally known to me or has produced a as identification. My Commission Expires: My Commission No.: Notary Public 18 DEMOLITION AND CONSTRUCTION o..u' SERVICE CONTRACT FOR THE HISTORIC SUNNY ISLES BEACHINEWPORT FISHING PIER AT PIER PARK THIS AGREEMENT is made and entered into this day _ of 2010 by and between the City of Sunny Isles Beach (the "City") and a Florida Corporation (the Contractor"). WITNESSETH: WHEREAS, the City issued Request for Proposals No. 10-07-02 ("RFP") for Professional Construction Services for the Demolition and Construction of the Historic Sunny Isles Beach/Newport Fishing Pier at Pier Park (the "Project"), and Contractor was selected as the lowest responsible, responsive bidder, whose bid best served the interest of and represented the best value to the City in conformity with the criteria set forth in Section 62-8 of the City Code, to perform the professional construction services; and WHEREAS, the Contractor represents to the City that it possesses the requisite qualifications, expertise and licenses to perform the professional demolition and construction services; and WHEREAS, the City Commission has determined that it is in the City's best interests to enter into and approve this Agreement with the Contractor for the Project. NOW THEREFORE, in consideration of the foregoing, and the mutual covenants and compensation set forth herein, the City and Contractor agree as follows: ARTICLE 1. DEFINITIONS Agreement means this Agreement together with the Contract Documents. Bond(s) means the Payment Bond and the Performance Bond issued by a surety or sureties in accordance with the provisions of the Contract Documents. Commencement Date means the date on which Contractor commences on-site demolition! construction of the Project, but in no event later than five (5) days after the City's issuance of a Notice to Proceed. Contract Amount means the total sum of monies which has been agreed to between the Contractor and the City as the total price for the construction of the Project and the performance of all services under this Agreement. Contract Documents means this Agreement, the Request for Proposals, any Addenda to the Request for Proposals, the Successful Contractor's response to the Request for Proposals, the Bid Plans and Specifications prepared by Beiswinger, Hoch and Associates, Inc., as well as the documents specifically identified in Article 15 below. Contract Time means the time period defined in this Agreement for the Contractor to complete the Work. Contractor means the Successful Contractor selected by the City to provide all labor, materials, equipment and services to complete the Work described in the Contract Documents. EXHIBIT "C" 19 Contractor Project Manager means the person designated by Contractor as its lead representative to the City. The Contractor Project Manager shall have the authority to obligate and bind the Contractor and to act on all matters on behalf of Contractor except for revisions to the Contract Documents and Change Orders. Construction Change Directive means a written directive to effect changes to the Work, prepared by and executed by the City. Construction Schedule means a critical path schedule or other construction schedule, as defined and required by this Agreement. Construction Work means all Work required by this Agreement for the construction of the Project. The Construction Work also referred to herein as the "Work". Cure means the action taken by the Contractor, promptly after receipt of written notice from the City of a breach of the Agreement, which shall be performed at no cost to the City, to repair, replace, correct, and/or remedy all material, equipment, or other elements of the Work or the Agreement affected by such breach, or to otherwise make good and eliminate such breach, including, without limitation, repairing, replacing or correcting any portion of the Work or the Project site disturbed in performing such cure. Cure Period means a period of thirty (30) days, after receipt of written notice to cure from the City, in which the Contractor is required to cure deficiencies in the Work or compliance with this Agreement or the Contract Documents. Drawings means the graphic and pictorial portions of the Work, which serve to show the design, location and dimensions of the Work to be performed, including, without limitation, all notes, schedules and legends on such Drawings. Field Directive means a written approval for the Contractor to proceed with Work requested by the City, which is minor in nature and should not involve additional cost. Final Completion means the date subsequent to the date of Substantial Completion at which time the Contractor has completed all the Work in accordance with the Agreement as certified by the City and submitted all documentation required by the Agreement. Final Completion shall be evidenced by the City's issuance of a Final Certificate for Payment. Insurance Requirements means the requirements described in this Agreement and the Contract Documents. Notice To Proceed means a written letter or directive issued by the City directing that the Contractor may begin Work on the Project or a specific task of the Project. Project Manager means an employee or representative of the City assigned to manage and monitor the Work to be performed under this Agreement and the construction of the Project. Project means the construction and incidentals thereto, of the project entitled RFP #10-07-02 Professional Construction Services for the Demolition and Construction of the Historic Sunny Isles BeachlNewport Fishing Pier at Pier Park, as described in the Contract Documents. Project Site means the area for the Historic Sunny Isles BeachlNewport Fishing Pier at Pier Park, located at 16701 Collins A venue in the City of Sunny Isles Beach. Punch List means a compilation of items of Construction Work required to be performed by, or through the Contractor after the Substantial Completion inspection and prior to Final Completion and payment. Request For Information (RFI) means a request from the Contractor seeking an interpretation or clarification by the City relative to the Agreement and/or the Contract Documents. The RFI, which shall be clearly marked RFI, shall clearly and concisely set forth the issue(s) or item(s) requiring clarification or interpretation and why the response is needed. The RFI must set forth 20 ~ the Contractor's interpretation or understanding of the document(s) in question, along with the reason for such understanding. Schedule of Values means a written schedule setting forth the detailed and itemized cost breakdown, inclusive oflabor, material, and taxes of all elements comprising the Work. Specifications and Plans as used herein means that portion of the Contract Documents which are the written requirements for the materials, equipment, systems, standards and workmanship for completion of the Work and performance of related services, as prepared by Beiswinger, Hoch and Associates, Inc. for this Project. Sub-Contractor(s) means a person or entity other than a material-man or laborer that has a direct contract with the Contractor to perform or supply any portion of the Work. Substantial Completion means that point at which the Work is at a level of completion in substantial compliance with the Agreement such that the City can use, occupy and/or operate the facility in all respects to its intended purpose. Substantial Completion shall be evidenced by the City's execution of a Certificate of Substantial Completion. Time for Completion means the date of Substantial Completion as specified in the Contract Documents. Work as used herein refers to all services required by the Contract Documents, including all labor, materials, equipment, supervision and services needed to complete the Project in accordance with the Contract Documents. ARTICLE 1. SCOPE OF WORK Contractor shall provide all labor, materials, equipment, tools, manpower, management, supervision, and all other necessary goods and services to perform the Work in the manner provided this Agreement and the Contract Documents. ARTICLE 2. CONTRACT TIME, TIME FOR COMPLETION AND LIQUIDATED DAMAGES 2.1 Time is of the essence in the performance of the Work under this Agreement. The Commencement Date shall be no later than five (5) days after City's issuance of the Notice to Proceed. Contractor shall perform the Work in accordance with the Construction Schedule and shall achieve Substantial Completion of construction not later than the Time for Completion. 2.2 Contractor shall complete all applications for the Permits within ten (10) calendar days after execution of this Agreement. A Notice to Proceed for the commencement of the Work will not be issued until Contractor's submission to the City of all required documents, including, but not limited to, the Bonds, the Insurance Certificate and the Permits. In the event Contractor fails to deliver to the City the required documents within ten (10) days after the Execution Date, or fails to apply for the Permits within ten (10) days after the Execution Date, or fails to commence the Work within five (5) days after the City's Issuance of a Notice to Proceed, then Contractor shall be in default. In such event the City, in addition to all remedies provided for an event of Contractor's default hereunder, shall have the right to collect from Contractor all expenses incurred by the City in the re-procurement of the Services. 21 - 2.3 Time is of the essence throughout this Agreement. 2.4 Upon failure of Contractor to achieve Substantial Completion of the Work by the Time for Completion, plus approved time extensions (if applicable), Contractor shall pay to the City the sum of one thousand dollars ($1,000.00) for each calendar day after the Time for Completion plus any approved time extensions (if applicable). These amounts are not penalties but are liquidated damages to the City for its inability to obtain beneficial occupancy and/or use of the Project. Liquidated damages are hereby fixed and agreed upon between the parties, recognizing the impossibility of precisely ascertaining the amount of damages that will be sustained by the City as a consequence of such delay, and both parties desiring to obviate any question of dispute concerning the amount of said damages and the cost and effect of the failure of Contractor to complete the Construction Work on time. 2.5 The City is authorized to deduct liquidated damages from monies due to Contractor for Work under this Agreement or as much thereof as the City may, in its sole discretion, deem just and reasonable. 2.6 Contractor will promptly perform its duties under the Contract Documents and will give the Work as much priority as is necessary to cause the Work to be completed on a timely basis in accordance with the Contract Documents. Time is of the essence of this Agreement. All Work shall be performed strictly (not substantially) within the time limitations necessary to meet all deadlines established in the Construction Schedule and the Contract Documents. 2.7 All dates and periods of time set forth in the Construction Schedule and the Contract Documents, including those for the commencement, prosecution, Interim milestones, milestones, and completion of the Work, and for the delivery and installation of materials and equipment, were included because of their importance to the City. 2.8 Contractor acknowledges and recognizes that (i) the City is entitled to full and beneficial occupancy and use of the completed Work following expiration of the Time for Completion, and (ii) the City will schedule the opening of the Project based upon the Contractor's achieving Substantial Completion of the Work on or before the Time for Completion. 2.9 Contractor agrees to the assessment of liquidated damages as provided in this Agreement. 2.10 Except for extensions approved in writing by the City, Excusable Delays, or as otherwise specifically provided in this Agreement, the Contractor understands that the occurrence of events of delay within the Contractor's control, shall not excuse the Contractor from its obligation to achieve Substantial completion of the Work within the time stipulated in this Agreement, and shall not entitle the Contractor to an adjustment of the Contract Amount. All parties under the control or contract with the Contractor shall include, but are not limited to, subcontractors, materialmen and/or laborers. ARTICLE 3. EXCUSABLE DELAY The Time for Completion may be extended by reason of an Excusable Delay. An Excusable Delay is delay caused by circumstances (i) beyond the control of Contractor, its Sub- 22 Contractors, suppliers and vendors and (ii) not caused by the negligence of Contractor, its Sub- Contractors, suppliers and vendors. Where Contractor claims that it is entitled to an extension because of an excusable delay, it shall furnish to the Project Manager all documentation supporting its claim, including, details of the claim, a description of the work affected and the actual costs resulting from the delay. Failure of Contractor to comply with this Article as to any particular event of delay shall be deemed conclusively to constitute a waiver, abandonment or relinquishment of any and all claims resulting from that particular event of delay. ARTICLE 4. NO DAMAGE FOR DELAY In the event construction of the Project is delayed through no fault of Contractor or Owner, it is agreed that Contractor's sole and exclusive remedy is a time extension of the Time for Completion equal to each day the Work is so delayed. The City shall not be liable for any delay damages or damages in any way attributable to performing work out of sequence, acceleration claims, or other similar type claims, incurred by Contractor or any of its Sub-contractors, arising out of or in any way associated with the performance of this Contract. In the event Contractor is delayed in performance of the Work by act or omission of Owner, or Owner's Agents, employees, consultants or Separate Contractor's, Contractor shall be entitled to an equitable adjustment of the Time for Completion. ARTICLE 5. CONTRACT AMOUNT, PROGESS PAYMENTS AND FINAL PAYMENT 5.1 The City shall pay to the Contractor, for the faithful performance of this Contract, the Contract Amount in accordance with the provisions of Article 2 of this Agreement. Payment shall be made pursuant to approved applications for payment approved by the City. Payment shall be made within thirty (30) days after the City's receipt of Contractor's Application for Payment, approved by the City, and accompanied by sufficient supporting documentation, and containing sufficient detail, to allow a proper audit of expenditures, should the City require one to be performed. 5.2 Contractor may make Application for Payment for Construction Work completed during the Project at intervals of not more than once a month. Contractor's Application for Payment shall include partial releasee s) of liens or consent of Surety relative to the portion of the Work, which is the subject of the Application for Payment and any other information required by the City. Each Application for Payment shall be submitted in triplicate to the City for approval. 5.3 Ten percent (10%) of all monies earned by Contractor shall be retained by the City until Final Completion, receipt of closeout documents, and acceptance by the City except that after fifty percent (50%) of the Work has been completed, the Contractor may request a reduction in the retainage to five percent (5%) of all monies previously earned and all monies earned thereafter. Any reduction in retainage shall be in accordance with Section 255.078 Florida Statutes. Any interest earned on retainage shall accrue to the benefit of the City. All requests for retainage reduction shall be in writing in a separate stand alone document. 23 5.4 The City may withhold, in whole or in part, payment to such extent as may be necessary to protect itself from loss on account of: 5.4.1 Defective Construction Work not remedied. 5.4.2 Claims filed or reasonable evidence indicating probable filing of claims by other parties against Contractor or the City because of Contractor's performance. 5.4.3 Failure of Contractor to make payments properly to Sub-Contractors or for material or labor. 5.4.4 Liquidated damages and costs incurred by the City for extended construction administration. 5.4.5 Failure of Contractor to comply with other provisions of this Agreement. 5.5 Upon receipt of written notice from Contractor that the Work is ready for final inspection and acceptance, the City or its designee shall, within ten (10) calendar days, make an inspection thereof. If the City or its designee finds the Work acceptable, the requisite documents have been submitted and the requirements of the Contract Documents fully satisfied, and all conditions of the permits and regulatory agencies have been met, a Final Certificate for Payment shall be issued by the City or its designee, stating that the requirements of the Contract Documents have been performed and the Work is ready for acceptance under the terms and conditions thereof. 5.6 Before issuance of the Final Certificate for Payment, Contractor shall deliver to the City or its designee a complete release of all liens arising out of this Agreement, or receipts in full in lieu thereof, an affidavit certifying that all suppliers and Sub-Contractors have been paid in full and that all other indebtedness connected with the Construction Work has been paid, and a consent of the surety to final payment; the final corrected As-Built Drawings; the Record Set; and the final bill of materials, if required, and Application for Payment. Contractor shall deliver the written Contractor's and all Manufacturers warranties prior to issuance of the Final Certificate for Payment. 5.7 If, after the Construction Work has been substantially completed, full completion thereof is materially delayed through no fault of Contractor, and the City or its designee so certifies, the City shall, upon certificate of its designee, and without terminating the Agreement, make payment of the balance due for that portion of the Construction Work fully completed and accepted. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of claims. 5.8 Final payment shall be made only after the City or designee has reviewed a written evaluation of the performance of Contractor prepared by the City or its designee, and approved the final payment. The acceptance of final payment shall constitute a waiver of all claims by Contractor, except those previously made in strict accordance with the provisions of the Agreement and identified by Contractor as unsettled at the time of the application for final payment. 'lA ARTICLE 6. REQUESTS FOR INFORMATION (RFI) The Contractor shall submit in writing a Request for Information (RFI) to the City or its designee, where the Contractor believes that the specifications or drawings are unclear or conflict. All requests must be submitted in a manner that clearly identifies the drawing and/or specification section where clarification or interpretation is being requested. ARTICLE 7. FIELD DIRECTIVES The City or its designee may at times issue Field Directives to the Contractor based on visits to the Project site. Such Field Directives shall be issued in writing and the Contractor shall be required to comply with such directive. Where the Contractor believes that the directive is outside the scope of the Work, the Contractor shall, within 48 hours, notify the City or its designee that the Field Directive is outside the scope of the Work. At that time the Field Directive may be rescinded or the Contractor may be required to submit a request for a Change Order proposal. Where the Contractor is notified of the position that the Field Directive is within the scope and the Contractor disagrees, the Contractor shall notify the City or its designee that the Contractor reserves the right to make a claim for the time and monies based on the Field Directive. At no time shall the Contractor refuse to comply with the directive. Failure to comply with the directive may result In a determination that the Contractor is in default of the Agreement. ARTICLE 8. CHANGE ORDERS 8.1 Changes in the quantity or character of the Construction Work of the Project which are not properly the subject of Field Directives shall be authorized only by Change Orders approved in advance and issued in accordance with the provisions of the City. 8.2 All changes to the Work or the construction Schedule must be pre-approved in writing by the City in accordance with the value of the Change Order or the calculated value of the time extension. All Change Orders, increasing the contract amount by $50,000.00 (fifty thousand dollars) or more must be pre-approved in writing by the City. 8.3 In the event satisfactory adjustment cannot be reached for any item requiring a change in the Contract Amount, the City reserves the right at its sole option to either terminate the Agreement as it applies to the items in question and make such arrangements as may be deemed necessary to complete the disputed work; or may submit the matter in dispute as set forth in the dispute resolution procedures set forth in this Agreement. 8.4 On approval of any change increasing the Contract amount, Contractor shall ensure that the Bonds are increased accordingly. 25 ARTICLE 9. SCOPE OF WORK MODIFICATION PROCEDURES 9.1 OWNER INITIATED MODIFICATIONS The City or its designee will issue a detailed description of proposed changes in the Work that may require an adjustment(s) to the Contract Amount or Contract Time. If necessary, the description will include supplemental or revised drawings and specifications. Subsequent to notification of modifications in the Work by City or its designee, Contractor shall submit a quotation estimating cost adjustments to the Contract Amount and/or the Contract Time necessary to execute the change. Contractor shall include the following information when responding: . Include a list of quantities of products required or eliminated and unit costs, with total amount of purchases and credits to be made. If requested, furnish survey data to substantiate quantities. . Indicate applicable taxes, delivery charges, equipment rental, and amounts of trade discounts. . Include costs of labor and supervision directly attributable to the change. . Include an updated contractor's construction schedule that indicates the effect of the change, including but not limited to, changes in activity duration, start and finish times, and activity relationship. Use available total float, if any, before requesting an extension of the Contract Time. 9.2 CONTRACTOR INITIATED MODIFICATIONS If latent or unforeseen conditions require modifications in the contract, the Contractor may propose changes by submitting a request for a change to the City or its designee. Contractor shall use form AlA Document G709 for said modification requests. The following MUST be submitted/included by Contractor: · A statement outlining reasons for the change and the effect of the change on the Work. Provide a complete description of the proposed change. Indicate the effect of the proposed change on the Contract Amount and the Contract Time. · A list of quantities of products required or eliminated and unit costs, with total amount of purchases and credits to be made. If requested, furnish survey data to substantiate quantities. · Indicate applicable taxes, delivery charges, equipment rental, and amounts of trade discounts. · Cost of labor and supervision directly attributable to the change. · Updated contractor's Construction Schedule that indicates the effect of the change, including, but not limited to, changes in activity duration, start to finish times, and activity relationship. Use available total float before requesting an extension of the Contract Time. · Comply with any applicable product requirements if the proposed change requires substitution of one product or system for product or system specified. 26 9.3 ALLOWANCES Allowance Adjustment. To adjust allowance amounts, Contractor shall base each Change Order proposal on the difference between purchase amount and the allowance, multiplied by final measurement of work-in-place. If applicable, Contractor shall also include reasonable allowances for cutting losses, tolerances, mixing wastes, normal product imperfections, and similar margins. Contractor also agrees to the following conditions: · Include installation costs in purchase amount only where indicated as part of the allowance. · If requested, prepare explanation and documentation to substantiate distribution of overhead costs and other margins claimed. · Submit substantiation of a change in scope of work, if any, claimed in change orders related to unit-cost allowances. · The City reserves the right to establish the quantity of work- in-place by independent quantity survey, measure, or count. Contractor must submit claims for increased costs because of a change in scope or nature of the allowance described in the contract documents, whether for the purchase order amount or contractor's handling, labor, installation, overhead, and profit. Contractor shall submit claims within fourteen (14) days of receipt of the change order or construction change directive authorizing work to proceed. The City or its designee will reject claims submitted later than fourteen (14) days after such authorization. Contractor also agrees to the following conditions: · Do not include Contractor's or subcontractor's indirect expense in the change order cost unless it is clearly shown that the nature or extent of work has changed from what could have been foreseen from information in the contract documents. · No change to Contractor's indirect expense is permitted for selection of higher or lower priced materials or systems of the same scope and nature as originally indicated. 9.4 CHANGE ORDER PROCEDURES On the City's approval of a proposal request, the City or its designee will issue a change order for signatures of the City and the contractor on AlA Document G701. 9.5 CONSTRUCTION CHANGE DIRECTIVE Construction Change Directive. The City or its designee may issue a construction change directive on AlA Document G714. Construction change directive instructs Contractor to proceed with a change in the Work, for subsequent inclusion in a change order. Construction change directive contains a complete description of change in the Work. It also designates method to be followed to determine change in the Contract Amount or the Contract Time. Documentation. Contractor agrees to maintain detailed records on a time and material basis of work required by the construction change directive. After completion of change directive, Contractor shall submit an itemized account and supporting data necessary to substantiate cost and time adjustments to the contract. ?7 - ARTICLE 10. SUBSTANTIAL COMPLETION, PUNCH LIST & FINAL COMPLETION 10.1 The Work shall be substantially complete when the City or its designee, in the reasonable exercise of their discretion, determines that the Work is complete, that there are no material and/or substantial variations from the Agreement, and the Work is fit for its intended purpose. Upon Substantial Completion, the City will prepare a Certificate of Substantial Completion. The signing of this form shall not relieve the Contractor from its obligation to complete the Project. 10.2 When the Contractor believes that the Construction Work is substantially complete, the Contractor shall request in writing that the City or its designee inspect the Construction Work to determine if Substantial Completion has been achieved. No request for Substantial Completion inspection is to be submitted until the Contractor has obtained a Certificate(s) of Occupancy, Certificate of Completion or a Temporary Certificate of Occupancy unless the failure to obtain such certificate(s) is beyond the Contractor's control. The City of its designee shall schedule the date and time for any inspection and notify the Contractor and any other parties deemed necessary. During this inspection, the City or its designee and the Contractor shall sign a Substantial Completion Inspection certificate, any remaining Work shall be identified on the Punch list form, which work shall be known as Punch List work. The Punch List shall be signed by the City or its designee and the Contractor to confirm that the Punch List contains the item( s) necessary to complete the Construction Work. The failure or refusal of the Contractor to sign the Substantial Completion Inspection form or the Punch List, or the failure to include any items of corrective work on such Punch List, do not alter the responsibility of Contractor to complete all of the Work in accordance with the Contract Documents. 10.3 Where the Punch List is limited to minor omissions and defects, the City or its designee shall indicate that the Construction Work is substantially complete subject to completion of the Punch List. Where the City or its designee determines that the Work is not substantially complete, the City or its designee shall provide a list of all open items necessary to achieve Substantial Completion. Upon completion of such Work, the Contractor shall request another Substantial Completion inspection. 10.4 The City or its designee, and the Contractor shall agree on the time reasonably required to complete all remaining Work included in the Punch List. 10.5 Upon the receipt of all documentation, resolution of any outstanding issues and completion of the Punch List items, the City or its designee shall issue a Final Certificate for Payment. Upon issuance of the final payment, the City or its designee shall notify the Contractor in writing ofthe closeout of the Project. 10.6 Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. 28 ARTICLE 11. WARRANTY OF CONSTRUCTION The Contractor shall warrant that the Work conforms to the Agreement and is free of any patent and/or latent defect of the workmanship for a minimum period of one year from the date of Final Completion. This warranty shall be in addition to whatever rights the City may have under law. The Contractor's obligation under this warranty shall be at its own cost and expense, to promptly repair or replace (including cost of removal and installation), that item (or part or component thereof) which proves defective or fails to comply with the Agreement within the warranty period such that it complies with the Agreement. ARTICLE 12. AS-BUILT DRA WINGS During the Construction Work, Contractor shall maintain records of all deviations from the Drawings and Specifications as approved by the City or its designee and furnish such information as is required for the City or its designee to prepare As-Built Record Drawings showing correctly and accurately all changes and deviations made during construction to reflect the work as it was actually constructed. ARTICLE 13. CLEANING UP - THE CITY'S RIGHT TO CLEAN UP Contractor shall at all times keep the premises free from accumulation of waste materials or rubbish caused by its operations. At the completion of the Project, Contractor shall remove all its waste materials and rubbish from and about the Project as well as its tools, construction equipment, machinery and surplus materials. If Contractor fails to clean up during the prosecution of the Work or at the completion of the Construction Work, the City may do so and the cost thereof shall be charged to Contractor. Cleaning operations should be controlled to limit dust and other particles adhering to existing surfaces. ARTICLE 14. REMOVAL OF EQUIPMENT In case of termination of this Agreement before completion for any cause whatsoever, Contractor, if notified to do so by the City or its designee, shall promptly remove any part or all of Contractor's equipment and supplies from the property of the City. If the Contractor fails to comply with the City's order, the City shall have the right to remove such equipment and supplies at the expense of Contractor. ARTICLE 15. CONTRACT DOCUMENTS The Contract Documents shall consist of this Agreement, the Exhibits, the Request for Proposals No. 10-07-02, the Successful Contractor's Response to the Request for Proposals No. 10-07-02, the Bid Bond, the Payment and Performance Bond, the Drawings and Specifications prepared by Beiswinger, Hoch and Associates, Inc. any Addenda to Request for Proposals No. 10-07- 02, Contractor's Schedule of Value, approved written interpretations and clarifications, Field Directives, Construction Change Directives, any Change Orders issued thereto, and any modifications, duly issued after execution of the Agreement. Any modification to this Agreement shall only be effective if it is reduced to writing, and duly executed by both parties, except a Field Directive or Constructive Change Directive shall be effective after approval and execution by the City. The general intent of the Contract Documents is to include all items necessary for the proper execution and completion ofthe Project by the Contractor. ARTICLE 16. SITE INVESTIGATION AND REPRESENTATION 16.1 The Contractor acknowledges that it has satisfied itself as to the nature and location of the Work, the general and local conditions, particularly those bearing upon availability of transportation, disposal, handling and storage of materials, availability of labor, water, electric power, and roads, the conformation and conditions at the ground and all other matters which can in any way affect the Work or the Contract Amount. 16.2 The Contractor further acknowledges that it has satisfied itself as to the character, quality, and quantity of surface and subsurface materials to be encountered from evaluating information included in the Contract Documents. Any failure by the Contractor to acquaint itself with all the provided information will not relieve Contractor from responsibility for properly estimating the difficulty or cost thereof under the Contract Documents. ARTICLE 17. OWNERSHIP AND USE OF DOCUMENTS The Drawings, Specifications and other documents prepared by the City or its designee, and copies thereof furnished to the Contractor, are for use solely with respect to this Agreement. They are not to be used by the Contractor, Sub-Contractors, and/or material suppliers on other projects, without the specific express written consent of the City. The Contractor, Sub-Contractors, and/or material suppliers are granted only a limited license to use and reproduce applicable portions of the Drawings, Specifications, and other documents prepared by the City or its designee, appropriate to and for use in the execution of their Work under this Agreement. ARTICLE 18. PLANS, SPECIFICATIONS AND WORKING DRAWINGS 18.1 The City or its designee shall have the right to modify the details of the Plans, Specifications, and Working Drawings with additional plans, drawings or additional information as the Work proceeds, all of which shall be considered as part of the Contract Documents. 18.2 Where the Contractor believes that the modification or supplement is outside the Scope of the Work, the Contractor shall, within 72 hours, notify the City or its designee that the modification or supplement is outside the scope of the Work. At that time the modification or supplement may be rescinded or the Contractor may be required to submit a request for a Change Order proposal. Where the Contractor is notified of the City's position that the modification or supplement is within the scope and the Contractor disagrees, the Contractor shall notify the City or its designee that the Contractor reserves the right to make a claim for the time and monies based on the modification or supplement. At no time shall the Contractor refuse to comply with the modification or supplement. 30 -- 18.3 When, in the opinion of the City or its designee, it becomes necessary to explain the Work to be done more fully, or to illustrate the Work further, or to show any changes which may be required, supplementary drawings, with specifications pertaining thereto, will be prepared by the City or its Designee. The supplementary drawings shall be binding upon Contractor with the same force as the Contract Documents. Where such supplementary drawings require either less or more than the original quantities of work, appropriate adjustments shall be made by Change Order. 18.4 The City or its designee, as applicable, shall have the right to approve and issue Supplemental Instructions setting forth written orders, instructions, or interpretations concerning the Contract Documents or its performance. ARTICLE 19. CONTINUING THE WORK Contractor shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with the City, including, without limitation, disputes or disagreements concerning a request for a Change Order, the Contract Amount, the Contract Time, or Time for Completion. The Work shall not be delayed or postponed pending resolution of any disputes or disagreements. All disputes shall be resolved in accordance with Article 37 pertaining to Mediation and Arbitration of Disputes. ARTICLE 20. AUTHORITY OF THE CITY AND ITS DESIGNEE 20.1 The City or its designee shall determine or answer, all questions of any nature whatsoever arising out of, under or in connection with, or in any way relating to or on account of the Work, and/or as to the interpretation of the Work to be performed. 20.2 The Contractor shall be bound by all determinations or orders of the City or its Designee and shall promptly respond to requests of the City or its Designee, including the withdrawal or modification of any previous order, and regardless of whether the Contractor agrees with the City's or its designee's determination or requests. 20.3 The City's designee shall have authority to act on behalf of the City to the extent provided by the Agreement, unless otherwise modified in writing by the City. All instructions to the Contractor shall be issued in writing. All instructions to the Contractor shall be issued through the City or its designee. 20.4 The City or its designee shall have access to the Project Site during normal work hours, unless access is required by the City due to health, safety or welfare of the City or the public. The Contractor shall provide safe facilities for such access so the City or it designee may perform their functions under the Agreement. The City or its designee will make periodic visits to the Work Site to become generally familiar with the progress and quality of the Work, and to determine if the Work is proceeding in accordance with the Contract Documents. 20.5 The City or its designee will not be responsible for construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection 11 with the W ork,and will not be responsible for the Contractor's failure to carry out the Construction Work in accordance with the Agreement. 20.6 The City or its designee will have authority to reject Work that does not conform to the Contract Documents requirements. Whenever, in his or her opinion, it is considered necessary or advisable to ensure the proper implementation of the Contract Documents, the City or its designee will have authority to require special inspections or testing of the Construction Work, whether or not such Construction Work is fabricated, installed or completed. Neither the City's and/or its designee's authority to act under this Article, nor any decision made by him/her in good faith either to exercise or not to exercise such authority, shall give rise to any duty or responsibility of the City or its designee to the Contractor, any Sub-Contractor, supplier or any of their agents, employees, or any other person performing any of the Construction Work. 20.7 The City or its designee will not be responsible for the acts or omissions of the Contractor, or anyone employed or contracted directly or indirectly by the Contractor including any Sub-Contractor, or any of their agents or employees, or any other persons performing any of the Work. ARTICLE 21. DEFECTIVE WORK 21.1 The City or its designee shall have the authority to reject or disapprove Work which is found to be defective. If defective work is found, Contractor shall promptly either correct all defective work or remove such defective Work and replace it with non-defective Work. Contractor shall bear all direct and indirect costs of such removal or corrections including cost of testing laboratories and personnel. 21.2 Should Contractor fail or refuse to remove or correct any defective Work or to make any necessary repairs in accordance with the requirements of the Contract Documents within the time indicated in writing by the City or its designee, the City shall have the authority to cause the defective work to be removed or corrected, or make such repairs as may be necessary at Contractor's expense. Any expense incurred by the City in making such removals, corrections or repairs, shall be paid for out of any monies due or which may become due to Contractor, or may be charged against the Payment and Performance Bond. In the event of failure of Contractor to make all necessary repairs promptly and fully, which is not cured in the Cure Period, the City may declare Contractor in default. 21.3 If, within one (1) year after the date of Substantial Completion or such longer period of time as may be prescribed by the terms of any applicable special warranty required by the Contract Documents, or by any specific provision(s) of the Contract Documents, any of the Construction Work is found to be defective or not in accordance with the Contract Documents, Contractor, after receipt of written notice from the City or its designee, shall promptly correct such defective or nonconforming Construction Work within the time specified by the City without cost to the City. Nothing contained herein shall be construed to establish a period of limitation with respect to any other obligation which Contractor might have under the Contract Documents including but not limited to any claim regarding latent defects. .... ...... ...... ...." .,0") ....... ..... ... 21.4 Failure to reject any defective work or material shall not in any way prevent later rejection when such defect is discovered, or obligate the City to final acceptance. ARTICLE 22. CORRECTION OF WORK Where the City or its designee becomes aware of faults, defects or non-conformity in any of the Work provided under this Agreement or with the Work being performed by the Contractor, the City or its designee shall issue a Notice to Cure to the Contractor for correction. In no event shall the failure of the City or its designee to bring to the attention of the Contractor of such faults act as a waiver or release the Contractor from responsibility or liability for such fault, defect or non- conforming Work. ARTICLE 23. WARRANTY OF MATERIALS AND EQUIPMENT 23.1 Contractor warrants to the City that all materials and equipment furnished under this Agreement will be new unless otherwise specified and that all of the Work will be of good quality, free from faults and defects and in conformance with the Contract Documents. All equipment and materials not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective. If required by City or its designee, Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. This warranty is not limited by any other provisions within the Contract Documents. 23.2 Contractor shall provide to the City or its designee all manufacturers' warranties. All warranties, expressed and/or implied, shall be given to the City for all material and equipment covered by this Agreement. All material and equipment furnished shall be fully guaranteed by the Contractor against factory defects and workmanship. At no expense to the City, the Contractor shall correct any and all apparent and latent defects that are required by Florida law. The Contract Documents may supersede the manufacturer's standard warranty. ARTICLE 24. CHANGES IN THE WORK OR TERMS OF CONTRACT DOCUMENTS 24.1 Without invalidating the Agreement and without notice to any Surety, the City reserves and shall have the right, from time to time to make such increases, decreases or other changes in the character or quantity of the Work as may be considered necessary or desirable to complete fully and acceptably the proposed construction in a satisfactory manner. Any extra or additional work within the scope of this Project must be issued in writing in accordance with the requirements of this Agreement. 24.2 Any changes to the terms of the Contract Documents must be contained in a written document, executed by the parties hereto, with the same formality and of equal dignity prior to the initiation of any Work reflecting such change. This Article shall not prohibit the issuance of Change Orders executed only by the City or its designee as hereinafter provided. 24.3 Contractor shall increase or decrease the value of the Performance and Payment Bonds to reflect the Contract Amount, as it may be revised. ARTICLE 25. OSHA COMPLIANCE AND SAFETY PRECAUTIONS 25.1 The Contractor warrants that it will comply with all safety precautions as required by federal, state or local laws, rules, regulations and ordinances 25.2 Contractor warrants that it will adhere to the applicable environmental protection guidelines for the duration of the Project. If hazardous waste materials are used, detected or generated at any time, the City or its designee must be immediately notified of each and every occurrence. The Contractor shall comply with all codes, ordinances, rules, orders and other legal requirements of public authorities (including, without limitation, OSHA, EP A, DERM, the City of Sunny Isles Beach, Miami-Dade County, State of Florida, and Florida Building Code) which bear on the performance of the Work. 25.3 If an emergency condition should develop during the Project, the Contractor must immediately notify the City or its designee of each and every occurrence. The Contractor should also recommend any appropriate course(s) of action to the City or its designee. ARTICLE 26. PRIORITY OF PROVISIONS 26.1 If there is a conflict or inconsistency between any term, statement requirement, or provision of any Exhibit or Attachment hereto, any document or events referred to herein, or any document incorporated into this Agreement by reference and a term, statement, requirement, the specifications and plans, or provision of this Agreement the following order of precedence shall apply: 26.2 In the event of conflicts in the Contract Documents the priorities stated below shall govern. · Revisions to the Contract Documents shall govern over the Contract Documents · No section of the Scope of Work, specifications or plans shall govern over the Contract Terms and Conditions · Scope of Work and Specifications shall govern over plans and drawings 26.3 In the event of conflicts with the plans the priorities stated below shall govern: · Schedules, when identified as such shall govern over all other portions of the plans · Specific notes shall govern over all other notes, and all other portions of the plans, unless specifically stated otherwise · Larger scale drawings shall govern over smaller scale drawings · Figured or numerical dimensions shall govern over dimensions obtained by scaling · Where provisions of codes, manufacturer's specifications or industry standards are in conflict, the more restrictive or higher quality shall govern 26.4 In the event omissions in the Contract Documents are not complete as to any incidental detail of construction or construction system or with regard to the manner of combining or installing equipment, parts, or materials, such detail shall be deemed to be an 14 implied requirement of the Contract Documents. "Minor Detail" shall include the concept of substantially identical components, where the price of each such component is small. The quality and quantity of the equipment, material, or part so furnished shall conform to trade standards and be compatible with the type, composition, strength, size and profile of the equipment; materials or parts otherwise specified in the Contract Documents. ARTICLE 27. NOTICES Whenever either party desires to give written notice to the other, such must be addressed to the party for whom it is intended at the place last specified; and the place for giving of notice shall remain such until it shall have been changed by written notice given in accordance with the provisions of this Article. Notice shall be deemed given on the date received or within 3 days of mailing, if mailed through the United States Postal Service. Notice shall be deemed given on the date sent via e-mail or facsimile. Notice shall be deemed given via courier/delivery service upon the initial delivery date by the courier/delivery service. For the present, the parties designate the following as the respective places for giving of notice: To Contractor: To City : City Manager and City Attorney City of Sunny Isles Beach 18070 Collins Avenue Fourth Floor Sunny Isles Beach, FL 33160 ARTICLE 28. INDEMNIFICATION 28.1 Contractor shall indemnify, defend and hold harmless the City, its officers, agents, directors, and employees, from any and all claims, liabilities, damages, losses, and costs, including, but not limited to reasonable attorney's fees, and costs to the extent caused by the negligence, recklessness or intentional wrongful misconduct of Contractor and/or persons employed or utilized by Contractor in the performance of this Agreement. Contractor's obligations hereunder shall apply even if part of the damage or injury is caused by the City, its officers, agents, directors, or employees. These indemnifications shall survive the term of this Agreement. In the event that any action or proceeding is brought against the City by reason of .,,, any such claim or demand, Contractor shall, upon written notice from the City or its designee, resist and defend such action or proceeding by counsel satisfactory to the City. 28.2 The indemnification provided above shall obligate Contractor to defend at its own expense to and through appellate, supplemental or bankruptcy proceeding, or to provide for such defense, at City's option, any and all claims ofliability and all suits and actions of every name and description covered by this Article, which may be brought against the City whether performed by Contractor, or persons employed or utilized by Contractor. 28.3 This indemnity will survive the cancellation or expiration of this Agreement. This indemnity will be interpreted under and construed to conform to the laws of the State of Florida. 28.4 Contractor shall require all Sub-Contractor agreements to include a provision that they will indemnify the City. ARTICLE 29. INSURANCE REQUIREMENTS 29.1 Contractor shall not start Work under this Agreement until it has delivered to the City or its designee certificates of insurance clearly indicating that the Contractor is in compliance with the Insurance Requirements required under the Contract Documents. 29.2 Contractor shall maintain coverage with equal or better rating as required herein for the term of this Agreement. Contractor shall provide written notice to the City Manager or its designee of any material change, cancellation and/or notice of non-renewal of the insurance at least 30 (thirty) days prior to the anticipated change or event. Contractor shall furnish a copy of the insurance policy or policies upon request of the City or its designee. 29.3 Contractor shall furnish copies of insurance policies pertaining to this Agreement to the City or its designee within ten (10) days of written request. If the initial insurance expires prior to the completion of the Work, renewal copies of policies shall be furnished at least thirty (30) days prior to the date of their expiration. 29.4 The City or its designee reserves the right to require modifications, increases, or changes in the Insurance Requirements, and shall provide a thirty (30) day written notice thereof to the Contractor. ARTICLE 30. PAYMENT AND PERFORMANCE BOND 30.1 Contractor shall not start Work under this Agreement until it has delivered to the City or its designee a Performance Bond and a Payment Bond in accordance with the requirements of the Contract Documents. 30.2 Pursuant to the requirements of Section 255.05(1)(a), Florida Statutes, as may be amended from time to time, Contractor shall ensure that the Bond(s) are recorded in the public records of Miami-Dade County and provide the City or its designee with evidence of such recording. ..... ARTICLE 31. THE CITY'S RIGHT TO TERMINATE 31.1 The City has the right to terminate this Agreement for any reason or no reason, upon thirty (30) days prior written notice to the Contractor stating the date upon which Contractor shall cease all Work under this Agreement and vacate the Project Site. Upon termination of this Agreement, all charts, sketches, studies, drawings, reports and other documents, including electronic documents, related to Work authorized under this Agreement, whether finished or not, must be turned over to the City. The Contractor shall be paid in accordance with provisions of this Agreement, provided that said documentation is turned over to the City or its designee within twenty (20) business days of termination. Failure to timely deliver the documentation shall be cause to withhold any payments due without recourse by Contractor until all documentation is delivered to the City. 31.2 If Contractor fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then Contractor shall be in default. Upon the occurrence of a default which is not cured within the Cure Period, in addition to all remedies available to it by law, the City or its designee may immediately, upon written notice to Contractor, terminate this Agreement whereupon all payments, advances, or other compensation paid by the City to Contractor while Contractor was in default shall be immediately returned to the City. The City or its designee may also suspend any payment or part thereof or order a Work stoppage until such time as the issues concerning compliance are resolved. Contractor understands and agrees that termination of this Agreement under this Article shall not release Contractor from any obligation accruing prior to the effective date of termination. 31.3 In the event of termination due to default, in addition to the foregoing Contractor shall be liable for all costs and expenses incurred by the City in the re-procurement of the Work under this Agreement. In the event of Default, the City or its designee may also issue a Notice to Cure and suspend or withhold payments to Contractor until such time as the actions giving rise to default have been cured. 31.4 A finding of default and subsequent termination for cause may include, without limitation, any of the following: 31.4.1 Contractor fails to obtain and deliver to the City or its designee the Insurance certificates, the Bonds, and the Permits in the manner and within the time herein required. 31.4.2 Contractor fails to comply with any of its duties under this Agreement, with any terms or conditions set forth in this Agreement beyond the specified period allowed to cure such default. 31.4.3 Contractor fails to commence the Work within the timeframes provided or contemplated herein, or fails to complete the Work in a timely manner as required by this Agreement. 31.5 Except as otherwise provided for in this Agreement, the City or its designee shall provide Written Notice to Cure to Contractor as to a finding of default, and Contractor shall take all necessary action to Cure said default within the Cure Period. The City or its ..... .... ..... designee may extend the Cure Period at its sole discretion or terminate the Agreement upon failure of the Contractor to cure such default in the specified timeframe. ARTICLE 32. CONTRACTOR'S RIGHT TO TERMINATE 32.1 Subject to the provisions of Section 32.2 below, the Contractor may terminate this Agreement if the Work is stopped for any of the reasons listed below for a period of 60 days through no act or fault of the Contractor,_ his agents, employees, or other persons performing any portion of the Work for the Contractor, or for the reason listed in section 32.1.3 below. 32.1.1 Issuance of an Order of the Court or other Public Authority having jurisdiction; 32.1.2 An act of government which results in a cession of Work on this Agreement; 32.1.3 Failure of the City to pay the Contractor any properly presented and authorized payment within 30 days after approval and subsequent to an additional 30 days after notification from the Contractor in writing of such failure. 32.2 Contractor shall provide written notice of its intent to terminate to the City and the City shall have the right to cure the event giving rise to the right of termination within thirty (30) days after receipt of Contractor's notice. The Contractor may extend the City's cure period at its sole discretion or terminate the Agreement upon failure of the City to cure such event in the specified timeframe. In such event the Contractor shall be entitled to recover from the City any costs for work performed in accordance with the Agreement for which payment has not been made. Contractor agrees that this is its exclusive remedy for the City's default or for the occurrence of an event of termination and that the City shall not be liable to Contractor for any consequential or special damages. ARTICLE 33. UNDISCLOSED LOBBYIST OR AGENT - TERMINATION Contractor warrants that it has not employed or retained any company or person to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. The City or its designee shall have the right to terminate this Agreement, without giving Contractor the opportunity to Cure, in the event of a breach of this provision. ARTICLE 34. PUBLIC ENTITY CRIMES In accordance with the Public Entity Crimes Act, Section 287.133, Florida Statutes, a person or affiliate who is a contractor, consultant or other provider, who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid on a contract to provide any goods or services to the City, may not submit a bid on a contract with the City for the construction or repair of a public building or public work, may not submit bids on leases of real property to the City, may not be awarded or perform work as a contractor, supplier, subcontractor, or sub-consultant under a contract with the City, and may not transact any business with the City in excess of certain amounts provided in Section 287.017, Florida ... " ..... Statutes. Violation of this section by Contractor shall result in teimination of this Agreement and may result in Contractor's debarment. ARTICLE 35. MATERIALITY AND WAIVER OF BREACH 35.1 The City and Contractor agree that each requirement, duty, and obligation set forth in these Contract Documents is substantial and important to the formation of this Agreement. 35.2 The City's or its designee's failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision or modification of this Agreement. A waiver of any breach of a provision of this Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed to be a modification of the terms of this Agreement. ARTICLE 36. FORCE MAJEURE Should any party fail to perform its obligations under this Agreement due to a condition of force majeure, as that term is interpreted under Florida law, and specifically including but not limited to Acts of God, Hurricanes, Tropical Storms, fire, flood, earthquakes and the unavailability of materials, equipment or labor resulting from said events, then the time for performance of said obligation hereunder will be extended by a period reasonably commensurate with the cause of such failure to perform or cure. If the Contractor is delayed in performing any obligation under this Agreement due to a force majeure condition, the Contractor shall request a time extension from the City within three (3) working days of said force majeure occurrence. Any time extension shall be subject to mutual agreement and shall not be cause for any claim by the Contractor for extra compensation unless additional services are required. Events of Force Majeure do not include acts or omissions of Sub- Contractors. ARTICLE 37. MEDIATION AND ARBITRATION OF DISPUTES The merits of any dispute arising under, out of, in connection with, or in relation to this agreement, or the making or validity thereof, or its interpretation, or any breach thereof, shall be determined and settled by Arbitration before an Arbitrator in the State of Florida, pursuant to the Commercial Arbitration Rules then obtaining of the American Arbitration Association. If the parties hereto are unable to agree upon the selection of an arbitrator, such arbitration shall be held before the American Arbitration Association. Any award rendered shall be final and conclusive upon the parties hereto and a judgment thereon may be entered in the highest court of the State of Florida having jurisdiction. Before submitting a dispute to Arbitration, the parties shall first attempt to resolve the dispute amicably. In the event that the parties hereto are unable to resolve the dispute amicably, either party may give notice for a Mediation session before a Mediator appointed by mutual agreement (hereinafter the "Mediator"). If the parties are unable to agree upon the selection of a mediator, such mediation shall be held before the American Arbitration Association. The Mediator shall make a recommendation to the parties in the form of a written mediated ... ~ .... ..., settlement agreement. Each party to the dispute shall sign such agreement after receipt of the same or immediately file a demand for Arbitration, in which event the parties shall proceed to Arbitration in accordance with the previous paragraph. All costs of the Arbitration, including Mediation and the legal action to confirm and enforce the arbitrator's award, as the case may be, including the reasonable legal fees of both parties shall be paid by the non-prevailing party, or, if neither party prevails on the whole, each party shall be responsible for a portion of the costs of Arbitration and Mediation as may be determined by the court on confirmation. ARTICLE 38. APPLICABLE LAW AND VENUE OF LITIGATION This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State of Florida. Any suit or action brought by any party, concerning this Agreement, or arising out of this Agreement, shall be brought in Miami-Dade County, Florida. Each party shall bear its own attorney's fees except in actions arising out of Contractor's duties to indemnify the City under this Agreement where Contractor shall pay the City's reasonable attorney's fees. ARTICLE 39. PERMITS AND LICENSES ("PERMITS") Except as otherwise provided within the Agreement, all permits and licenses required by federal, state or local laws, rules and regulations necessary for the prosecution of the Work undertaken by Contractor pursuant to this Agreement shall be secured and paid for by Contractor. It is Contractor's responsibility to have and maintain appropriate Certificate(s) of Competency, valid for the Work to be performed and valid for the jurisdiction in which the Work is to be performed for all persons working on the Project for whom a Certificate of Competency is required. ARTICLE 40. AUDIT RIGHTS 40.1 Contractor's records which shall include but not be limited to accounting records, payroll time sheets, cancelled payroll checks, W-2's, 1099's, written policies and procedures, computer records, disks and software, videos, photographs, subcontract files, originals estimates, estimating worksheets, correspondence, change order files (including documentation covering negotiated settlements), and any other supporting evidence necessary to substantiate charges related to this Agreement (all the foregoing hereinafter referred to as "records") shall be open to inspection and subject to audit and/or reproduction, during normal working hours, by the City's agent or its authorized representative to the extent necessary to adequately permit evaluation and verification of any invoices, payments or claims submitted by the Contractor or any of his payees pursuant to the execution of the Agreement. Such records subject to examination shall also include, but not be limited to, those records necessary to evaluate and verify direct and indirect costs (including overhead allocations) as they may apply to costs associated with this Agreement. 40.2 Records subject to the provisions of Public Record Law, Florida Statutes Chapter 119, shall be kept in accordance with such statute. Otherwise, for the purpose of such audits, inspections, examinations and evaluations, the City's agent or authorized representative shall have access to said records from the effective date of this Agreement, for the duration of the Work, and until 5 years after the date of final payment by the City to Contractor pursuant to this Agreement. 40.3 The City's agent or its authorized representative shall have access to the Contractor's facilities, shall have access to all necessary records, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with this provision. The City or its authorized representative shall give auditees reasonable advance notice of intended audits. 40.4 If an audit inspection or examination in accordance with this Article discloses overcharges in excess of 1 % except negotiated fees by the Contractor to the City, the actual cost of the City's audit shall be paid by the Contractor. If the audit discloses contract billing or charges to which Contractor is not contractually entitled, Contractor shall pay over to the City said sum within 20 days of receipt of a written demand unless otherwise agreed to by both parties in writing. ARTICLE 41. COMPLIANCE WITH LAWS, NONDISCRIMINATION, EQUAL EMPLOYMENT OPPORTUNITY. AND AMERICANS WITH DISABILITIES ACT 41.1 Contractor shall comply with all applicable laws, codes, ordinances, rules, regulations and resolutions and all applicable guidelines and standards in performing its duties, responsibilities, and obligations related to this Agreement, including specifically, but without limitation, where applicable, the Contract Work Hours and Safety-Standards Act, the Lead-Based Paint Poisoning Prevention Act and any other laws, ordinances and regulations made applicable to this Agreement by the Contract Documents or the source of funds. 41.2 Contractor warrants and represents that it does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with Contractors performance under this Agreement on account of race, color, sex, religion, age, handicap, marital status or national origin. Contractor further covenants that no otherwise qualified individual shall, solely by reason of his/her race, color, sex, religion, age, handicap, marital status or national origin, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 41.3 Contractor shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act (ADA) in the course of providing any services funded by the City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability), and all applicable regulations, guidelines, and standards. In addition, Contractor shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. AR 1'1 CLE 42. IlVDEPElVDENT COntractor is an . d CONTRAcTOR lJ1 ependent Or 011 COlltractor's b COlltractor I111der th. COlltractor 111 . ehalf PUrsOaot to th. IS AgreellJeot Serv' ellJpJoYees: Or ~:~'::'g sOch services, l1~:th~;reellJellt shall be so~;:~trovjded by COlltractor t;:~~~r:~d~':'::Zer:~~;~~I;;;~:),JO~~"';~f 1:::~:~0~11~;r~~11~:d,:;~;e a:~P~~:~~~r~f co:~rr;,~:: ~::~:gp:vi:~:foe~%~ti~%::~,:c;h f:rA':'~ :;'l:;e~~~;a;~~t~ ~~:.:;::~' les a Partnership Or jOUlt IS greellJeot. This A WOrkrllg fOr the VentUre. ",greellJent shalI 110t ARTICLE 43. SUCCESS 43.} The P ti ORS AlVD ASSIGNS assil!l1 d' er olllJance of this A . e ,In Whole Or in /?reellJeot shall IS I111derstood that a sal/art, by the Contractor WitOt be transferred, pled e llJerger Or bOlk Sale Of the llJ'!Jority of the hOot the eXpress WriUe g d, Sold, delegated Or tranSaCtions that WO~I:;n aSSIgnllJellt fOr the s~ock Or partnerShip shar~ co;sent Of the City. It approVal. COnstltOte an a' ellefit Of credit So the Contracto SSlgnrnem Or Sale h Ors shalJ each be d r, a ereunder re '. . eerned 43.2 qOJrIng PriOr City The COntractor' . approVal shall b s servIces are On' . C't ' e caose fOr th. IqOe III nat 1 y s consellt shalI e City to nOllifi . Ore alld any tra cancelIation. The Cit be 1101I and Void. The ~thIs AgreellJellt. Ally llsference Withoot City retOrllS frollJ ally Y llJay reqlJire bondillg th Ontractor shalI hav assJg1l11Jent WithoOt th a/?reellJent in a fo proPosed aSSigllee a' 0 er secl1rity, certified fj e no reCOOrse frollJ sOc e approVal of an as .lllJ satrsfactory to the Ctlld the eXeCOtion of InanClal statellJents and t h SIl!l1Jnellt. 1 Y AUollJey as a . an aSsIgl111Jellt1a . ax condltron Preced SSOllJptI011 ent to consl'd . eTlng r ARTICLE 44. COlli" . '~GElVCVQ ndllJg fOr th. A USE a . IS A.greern t . orIZatioll fOr Pro r ell . IS COlltingent 0 to lack of fU g an, actl\>Jties and th 11 the aVailability f ellll0tice. llds, redoction of /in,ds ~~";:~eot is SObject to ~ell;:nds and COlltinoed ange In regUlat' rnent or tel1nlJ1at' IOns, UPon th' IOn lrty (30) dayS ARTICLE 45. JOIlVT Pb~ ~p ARA TION~ ~lV gUage of this Ag TlERPRETATIOJ\T ld '" reellJent h b '. 110.role Of Strict Co as . een agreed to b COlltallJed in thi A llstroCl1011 shalI b Y both parties to "eanillg Or int: /?reellJellt are for refere e apPlied agaillSt eithe;Xpress their llJOtoal r shall illClode t~pretatIoll of this Agree llCe POrposes only and sh carty hereto. The e other gellder, and th llJellt. All Persollal pr a nOt affect in any e SIllgl1/ar shall illClode ':;:Ol111s oSed ill this e Plural, and ViCe ----------- " " "\ / 1 h h'. T h "h . ""h f" "h d" versa, un ess t e Context ot erWlse requIres. enns suc as erem, ereo , ereUn er, and "hereinafter" refer to this Agreement as a whole and not to any Particular sentence, article, paragraph, or section where they appear, unless the context otherwise requires. Whenever reference is made to a Section or Article of this Agreement, such reference is to the Section or Article as a whole, including all of the subsections of such Section or Article, unless the reference is made to a Particular subsection or sUbparagraph of such section or article. No modification, amendment, or alteration in the terms Or conditions Contained herein shall be effective unless contained in a written document prepared with the Same or similar fonnality as this Agreement and executed by the City and Contractor. ARTICLE 46. AMENDMENTS In the event the any provision of this Agreement is detennined by a Court of competent jurisdiction to be illegal or unenforceable, then such unenforceable or unlawful provision shall be excised from this Agreement, and the remainder of this Agreement shall continue in full force and effect. Notwithstanding the foregoing, if the result of the deletion of such provision will materially and adversely affect the rights of either party, such party may elect, at its option, to tenninate this Agreement in its entirety. An election to tenninate this Agreement based upon this provision shall be made within seven (7) days after the finding by the court becomes final. ARTICLE 47. SEVERABILITY TIlls Agreement, as it may be amended from time to time, represents the entire and integrated agreement between the City and the Contractor and supersedes all prior negotiations, representations or agreements, written or oral. This Agreement may not be amended, changed, modified, or otherwise altered in any respect. at any time after the execution hereof, except by a written document executed with the Same fonnality and equal dignity herewith. Waiver by either party of a breach of any provision of this Agreement shall not be deemed to be a waiver of any other breach of any Provision of this Agreement. ARTICLE 48. ENTIRE AGREEMEN-I (The remainder of this page has been intentionally ltift blank.) WITNESSES: CONTRACTOR Signature BY: Name & Title Print Name WITNESSES: Signature Print Name ATTEST: CITY OF SUNNY ISLES BEACH BY: Jane A. Hines, CMC, City Clerk BY: Norman S. Ede1cup, Mayor APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY: Hans Ottinot, City Attorney 1;'VllTDT'T' "no"