CC-6473-25_Draft_Agreement.pdf

NOT FOR EXECUTION

Construction Services Agreement for

CONSTRUCTION SERVICES AGREEMENT FOR DRY HYDRANT CONSTRUCTION

AT THE OSCEOLA LANDFILL

CC-6473-25/RTB

THIS AGREEMENT is dated as of the _____ day of ___________ 20_____, by and between ____________________________________________________________, duly authorized to conduct business in the State of Florida, whose address is

______________________________________________, in this Agreement referred to as

“CONTRACTOR”, and SEMINOLE COUNTY, a charter county and political subdivision of the

State of Florida, whose address is Seminole County Services Building, 1101 E. 1st Street, Sanford, Florida 32771, in this Agreement referred to as “COUNTY”.

COUNTY and CONTRACTOR, in consideration of the mutual covenants set forth in this

Agreement, agree as follows:

Section 1. Work. CONTRACTOR shall complete all work as specified or indicated in the Contract Documents, including the Scope of Services, attached to this Agreement as Exhibit

A, and the solicitation package, all addenda to this package, and CONTRACTOR’s submission in response to this solicitation. The work is generally described as the ______________________

Project.

Section 2. Engineer.

(a) The Engineer of Record (“ENGINEER”) as named in the Contract Documents is

S2L, Inc., whose address is 531 Versailles Drive, Suite 202, Maitland, FL 32751.

(b) COUNTY’s contracted consultant for construction, engineering, and inspection

(“CEI”) services as named in the Contract Documents is S2L, Inc., whose address is 831 Versailles

Drive, Suite 202, Maitland, FL 32751.

Construction Services Agreement for

Section 3. Contract Time.

(a) All provisions regarding contract time are essential to the performance of this

Agreement.

(b) The work must be substantially completed as described in subsection 14.13 of the

General Conditions within one hundred sixty-five (165) calendar days after the date when the contract time begins to run as provided in subsection 2.2 of the General Conditions. The work must be finally completed and ready for final payment in accordance with subsection 14.9 of the

General Conditions within fifteen (15) calendar days after the actual date of substantial completion.

(c) The parties acknowledge that the contract time provided in this Section includes consideration of adverse weather conditions common to Central Florida, including the possibility of hurricanes and tropical storms.

(d) The contract time provided for in this Section includes thirty (30) days allocated specifically to CONTRACTOR’s responsibility for utility coordination or relocation of utilities at or adjacent to the Project site. CONTRACTOR shall depict this thirty (30) days as float time not impacting controlling work items on CONTRACTOR’s critical path scheduling. No contract time extensions will be considered related to utility coordination matters, including, but not limited to utility relocations and conflicts, unless the utility related time impacts exceed thirty (30) days impact on controlling items of work in accordance with the Project schedule.

(e) In the event that the work requires phased construction, then multiple points of substantial completion may be established in the Supplementary Conditions.

Section 4. Contract Price.

(a) COUNTY shall pay CONTRACTOR for performance of the work in accordance with the Contract Documents on the basis of the total bid (original contract price).

Construction Services Agreement for

CONTRACTOR’s total compensation is $__________________, subject only to increases or decreases made in strict conformance with the Contract Documents.

(b) CONTRACTOR shall accept the contract price as full compensation: for performance of all work and providing all materials embraced in the Contract Documents; for all loss or damage arising out of performance of the work and from the action of the elements, or from any unforeseen or unknown difficulties or obstructions which may arise or be encountered in the prosecution of the work until the final acceptance; and for all risks of every description connected with the work.

(c) CONTRACTOR acknowledges that CONTRACTOR has studied, considered, and included in its total bid (original contract price) all costs of any nature relating to: (1) performance of the work under Central Florida weather conditions; (2) applicable law, licensing, and permitting requirements; (3) the Project site conditions, including, but not limited to subsurface site conditions; and (4) the terms and conditions of the Contract Documents, including, but not limited to the indemnification and no damage for delay provisions of the Contract Documents.

(d) CONTRACTOR acknowledges that performance of the work will involve significant work adjacent to, above, and in close proximity to underground facilities, including utilities which will require the support of active utilities as well as the scheduling and sequencing of utility installations and relocations (temporary and permanent) by CONTRACTOR.

(1) In addition to the acknowledgments previously made, CONTRACTOR acknowledges that its total bid (original contract price) specifically considered and relied upon

CONTRACTOR’s own study of underground facilities, utilities in their present, relocated

(temporary and permanent), and proposed locations, and conflicts relating to utilities and underground facilities.

Construction Services Agreement for

(2) CONTRACTOR acknowledges that its total bid (original contract price) considered and included all of its costs relating to the responsibilities to coordinate and sequence the work of CONTRACTOR with the work of COUNTY, the work of other utility contractors, and the work of others at the Project site.

Section 5. Payment Procedures.

(a) Application for Payment. CONTRACTOR shall submit Applications for Payment in accordance with Section 14 of the General Conditions. Applications for Payment will be processed by ENGINEER as provided for in the General Conditions.

(b) Progress Payments. COUNTY shall make progress payments on the basis of

CONTRACTOR’s Applications for Payment as recommended by ENGINEER and in accordance with Section 14 of the General Conditions.

(c) Final Payment. Upon Final Completion and acceptance of the work in accordance with subsection 14.9.1 of the General Conditions, COUNTY shall pay the remainder of the contract price as provided in that subsection.

Section 6. Additional Retainage for Failure to Maintain Progress on the Work.

(a) Retainage under the Contract Documents is held as collateral security to secure completion of the work.

(b) In the event that CONTRACTOR fails to physically mobilize to the work site as required by Section 6.19 of the General Conditions, COUNTY may withhold additional retainage to secure completion of the work in an amount equal to the product of the number of days after the

31st day following the date of commencement of contract time and the liquidated damage amount for substantial completion set forth in Section 9 of this Agreement. The additional retainage will be withheld from the initial and each subsequent progress payment. The additional retainage held under this subsection will be released to CONTRACTOR in the next progress payment following

Construction Services Agreement for

ENGINEER’s approval of a supplementary progress schedule demonstrating that the requisite progress will be regained and maintained as required by Section 6.19.2 of the General Conditions.

(c) If CONTRACTOR is behind schedule and it is anticipated by COUNTY that the work will not be completed within the contract time, COUNTY may withhold additional retainage in anticipation of liquidated damages equal to the product of the number of days after the scheduled contract time (substantial completion or final completion) and the amount of liquidated damages set forth in Section 9 of this Agreement. The additional retainage under this subsection may, at

COUNTY’s discretion, be withheld from subsequent progress payments. Any additional retainage held under this subsection will be released to CONTRACTOR in the next progress payment following ENGINEER’s approval of a supplemental progress schedule demonstrating that the requisite progress will be regained and maintained as required by Section 6.19.2 of the General

Conditions.

Section 7. CONTRACTOR’s Representations. In order to induce COUNTY to enter into this Agreement, CONTRACTOR makes the following representations:

(a) CONTRACTOR has familiarized itself with the nature and extent of the Contract

Documents, work, locality, weather, utility locations, all local conditions, Chapter 220, Part 1, Purchasing Code, Seminole County Code, and federal, state, and local laws, ordinances, rules, policies, and regulations that in any manner may affect cost, progress, or performance of the work.

(b) CONTRACTOR has studied carefully and considered in its bid all reports of investigations and tests of subsurface and physical conditions of the site affecting cost, progress, scheduling, or performance of the work.

(c) CONTRACTOR has studied carefully and considered in its bid the Plans and

Specifications, performed necessary observations and examinations, and studied the physical conditions at the site related to underground facilities, utility installations, conflicts, relocations

Construction Services Agreement for

(temporary and permanent), and all other underground facilities and utility related conditions of the work and site that may affect cost, progress, scheduling, or any aspect of performance of the work, and that its bid reflects all such conditions. CONTRACTOR, by submitting its bid and executing this Agreement, acknowledges the constructability of the work under the Plans and

Specifications. CONTRACTOR, by its study, excludes and releases COUNTY from any implied warranties, including, but not limited to the Spearin Doctrine, and acknowledges that the Plans and

Specifications are adequate to perform the work.

(d) CONTRACTOR has made or caused to be made examinations, investigations, tests, and studies as it deems necessary for the performance of the work at the contract price, within the contract time, and in accordance with the other terms and conditions of the Contract

Documents. CONTRACTOR does not and will not require any additional examinations, investigations, tests, reports, or similar data for such purposes.

(e) CONTRACTOR has correlated the results of all such observations, examinations, investigations, tests, reports, and data with the terms and conditions of the Contract Documents.

(f) CONTRACTOR has provided COUNTY written notice of all conflicts, errors, or discrepancies that CONTRACTOR has discovered in the Contract Documents. CONTRACTOR hereby accepts COUNTY’s written resolution of all such conflicts, errors, or discrepancies.

(g) CONTRACTOR declares and agrees that the approval or acceptance of any part of the work or material by COUNTY, ENGINEER, or any agent relating to compliance with the

Contract Documents will not operate as a waiver by COUNTY of strict compliance with the terms and conditions of the Contract Documents.

(h) CONTRACTOR’s resident Superintendent at the work site will be

_____________________________________. CONTRACTOR shall use only this person as

Construction Services Agreement for

Superintendent, unless otherwise approved by COUNTY’s Project Manager after following the procedure indicated in the General Conditions.

(i) CONTRACTOR has studied carefully and considered all permit requirements related to performance of the work. CONTRACTOR declares and agrees that all costs related to performing the work in compliance with the requirements of all permits at the contract price are included in the contract price. CONTRACTOR agrees that it will be solely responsible for payment of all fines and penalties of any nature assessed to CONTRACTOR, COUNTY, or both, by any governmental entity, district, or authority, or other jurisdictional entity relating to all permits required for performance of the work.

(j) CONTRACTOR acknowledges that the performance of the work under the

Contract Documents fulfills a COUNTY, CONTRACTOR, and public purpose. To that end, CONTRACTOR shall respond to citizen complaints related to alleged damage caused by

CONTRACTOR’s performance of the work within ten (10) days of receipt of the complaint from any citizen, ENGINEER, or COUNTY. CONTRACTOR shall respond separately to each complaint. When a complaint is brought to CONTRACTOR by a citizen, CONTRACTOR shall report the citizen, the street address, and a summary of the complaint and any action taken in response. Responses and action taken by CONTRACTOR must specifically identify the problem and specific actions taken. Generic statements such as “addressed the problem” are unacceptable.

If CONTRACTOR fails to respond within ten (10) days, COUNTY may take corrective action and deduct the actual costs of corrective action from subsequent progress payments or the retainage.

(k) CONTRACTOR acknowledges that COUNTY-owned property obtained for performance of the work within the project limits includes temporary construction easements. In the event that CONTRACTOR fails to perform the work within the contract time, then

CONTRACTOR shall be solely responsible for payment of all costs for additional or extended

Construction Services Agreement for temporary construction easements. CONTRACTOR authorizes COUNTY to deduct the actual costs of additional or extended temporary construction easements from subsequent progress payments or the retainage.

Section 8. Contract Documents.

(a) The Contract Documents, which constitute the entire agreement between COUNTY and CONTRACTOR, are made a part of this Agreement and are to be treated and interpreted as a unified whole to the maximum extent possible. The initial Contract Documents consist of the following items, listed in order of precedence below to the extent there may be any conflicts between them:

(1) This Agreement and its Exhibits.

(2) Any Addenda to COUNTY’s Solicitation Package.

(3) COUNTY’s Solicitation Package, including the General Conditions.

(4) Drawings and Plans.

(5) Technical Specifications.

(b) As the Project progresses, additional Contract Documents may become part of the

Agreement between COUNTY and CONTRACTOR and will consist of the following:

(1) Modifications through Change Orders as provided in the General

Conditions or an Amendment to the Agreement, which will supersede the provisions in the

Contract Documents affected by the Change Order or Amendment.

(2) Performance Bond.

(3) Payment Bond.

(4) Contractor’s Certificate of Insurance and Insurance Policies.

(5) Notice to Proceed.

(6) Certificate of Substantial Completion.

Construction Services Agreement for

(7) Contractor’s Waiver of Lien (Partial).

(8) Contractor’s Waiver of Lien (Final and Complete).

(9) Subcontractor/Supplier’s Waiver of Lien (Final and Complete).

(10) Certificate of Final Completion.

(11) Contractor’s Release.

(12) Consent of Surety to Final Payment.

(13) Material and Workmanship Bond.

(c) There are no Contract Documents other than those listed above in this Section. The

Contract Documents may only be modified or amended by a change order as provided in the

General Conditions or by an Amendment to this Agreement.

Section 9. Liquidated Damages.

(a) COUNTY and CONTRACTOR recognize that time is essential to the performance of this Agreement, and CONTRACTOR recognizes that COUNTY will suffer financial loss if the work is not substantially completed as described in subsection 14.13 of the General Conditions within the time specified below, plus any extensions of time allowed in accordance with Section

12 of the General Conditions. If the work is not completed on time, the parties also recognize the delays, expense, and difficulties involved in proving in a legal or alternative dispute resolution proceeding the damages resulting from the delay in the COUNTY’s ability to use the completed

Work. Accordingly, CONTRACTOR and CONTRACTOR’s Surety agree to pay COUNTY as liquidated damages the amount of two hundred fifty and 00/100 Dollars ($250.00) per day for each day CONTRACTOR exceeds the contract time for substantial completion until the work is

Substantially Complete. It is agreed that if the work is not completed by the final completion date in accordance with the Contract Documents, CONTRACTOR shall pay COUNTY as liquidated damages for delay one quarter (1/4) of the rate set forth above. The parties acknowledge and agree

Construction Services Agreement for that the liquidated amounts described in this Section are not a penalty, but instead a reasonable measure of damages based upon the parties’ experience in the relevant industry and given the nature of the losses to COUNTY that may result from delay in Substantial or Final Completion.

(b) CONTRACTOR shall pay or reimburse, in addition to the liquidated damages specified in this Agreement, COUNTY’s actual damages which may include, but are not limited to, expenses for engineering fees and inspection costs arising from CONTRACTOR’s failure in meeting either or both the substantial completion and final completion dates.

(c) The liquidated damages provided in this Section will apply regardless of whether

CONTRACTOR is terminated, is in default, or has abandoned the work.

Section 10. Definitions, Assignment and Binding Effect.

(a) Terms used in this Agreement that are defined in Section 1 of the General

Conditions have the meanings indicated in the General Conditions.

(b) No assignments by a party of any rights under or interests in the Contract

Documents will be binding on any other party without the written consent of the party sought to be bound and any such assignment without such written consent will be void and of no effect.

Specifically, but without limitation, monies that may become due and monies that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law). Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the

Contract Documents.

(c) COUNTY and CONTRACTOR each binds itself and its partners, successors, assigns, and legal representatives to the other party, its partners, successors, assigns, and legal representatives in respect to all covenants, agreements, and obligations contained in the Contract

Documents.

Construction Services Agreement for

Section 11. CONTRACTOR’s Specific Consideration. In consideration of

CONTRACTOR’s indemnity agreements as set out in the Contract Documents, COUNTY specifically agrees to pay CONTRACTOR the sum of Two Hundred Fifty and No/100 Dollars

($250.00). CONTRACTOR acknowledges receipt of the specific consideration for

CONTRACTOR’s indemnification of COUNTY and that the specific consideration is included in the original contract price allocated by CONTRACTOR among all pay items, receipt of which is hereby acknowledged.

Section 12. Patents and Royalties. Unless otherwise provided, CONTRACTOR is solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this Agreement. CONTRACTOR, without exception, shall indemnify and save harmless

COUNTY and its employees from liability of any nature or kind, including costs and expenses for or on account of any copyrighted, patented, or unpatented invention, process, or article manufactured or supplied by CONTRACTOR. In the event of any claim against COUNTY of copyright or patent infringement, COUNTY shall promptly provide written notification to

CONTRACTOR. If such a claim is made, CONTRACTOR shall use its best efforts to promptly purchase for COUNTY the legitimate version of any infringing products or services or procure a license from the patent or copyright holder at no cost to COUNTY that will allow continued use of the service or product. If none of these alternatives are reasonably available, COUNTY shall return the article on request to CONTRACTOR and receive reimbursement, if any, as may be determined by a court of competent jurisdiction.

Section 13. Notices. Whenever either party desires to give notice to the other including, but not limited to contract claims, it must be given by written notice, hand delivered, signed and dated for receipt, or be sent by certified United States mail, return receipt requested, addressed to the party for whom it is intended at the place last specified. The place for giving of notice will

Construction Services Agreement for remain such until it has been changed by written notice in compliance with the provisions of this

Section. For the present, the parties designate the following as the respective places for giving of notice:

For COUNTY:

Seminole County Environmental Services Department 500 W. Lake Mary Boulevard Sanford, FL 32773

With a copy to:

Seminole County Purchasing & Contracts Division 1301 E. Second Street Sanford, FL 32771

Copy to ENGINEER:

S2L, Inc.

531 Versailles Drive, Suite 202 Maitland, FL 32751

For CONTRACTOR:

Section 14. Conflict of Interest.

(a) CONTRACTOR shall not engage in any action that would create a conflict of interest in the performance of its obligations pursuant to this Agreement with COUNTY or which would violate or cause others to violate the provisions of Chapter 112, Part III, Florida Statutes, relating to ethics in government.

(b) CONTRACTOR certifies that no officer, agent, or employee of COUNTY has any material interest (as defined in Section 112.312(15), Florida Statutes, as over 5%), either directly or indirectly in the business of CONTRACTOR to be conducted under this Agreement and that no such person will have any such interest at any time during the term of this Agreement.

Construction Services Agreement for

Section 15. Material Breaches of Agreement.

(a) The parties recognize that breaches of the Contract Documents may occur and that remedies for those breaches may be pursued under the Contract Documents. The parties further recognize that the safety of the traveling public is of paramount concern. Therefore, the parties agree that any breach of the Contract Documents related to life safety, including, but not limited to the maintenance of traffic requirements of the Contract Documents will be considered a material breach of the Contract Documents.

(b) Upon a material breach of the Contract Documents related to life safety as determined by COUNTY, COUNTY will issue a Stop Work Order suspending the work or any specific portion of the work until the conditions are corrected. If the life safety conditions giving rise to the Stop Work Order are not corrected within a reasonable time, as determined by

COUNTY, then the material breach will entitle COUNTY to terminate this Agreement. The recognition of breaches of the provisions of the Contract Documents related to life safety as material breaches will not be construed as a limitation on other remedies for breaches or material breaches of the Contract Documents.

Section 16. Indemnification of COUNTY. CONTRACTOR shall indemnify and hold harmless COUNTY, its commissioners, officers, and employees, from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney’s fees, to the extent caused by the negligence, recklessness, or intentional wrongful misconduct of CONTRACTOR and persons employed or utilized by CONTRACTOR in the performance of this Agreement.

Section 17. Public Records Law.

(a) CONTRACTOR acknowledges COUNTY’s obligations under Article 1, Section

24, Florida Constitution and Chapter 119, Florida Statutes, to release public records to members of the public upon request. CONTRACTOR acknowledges that COUNTY is required to comply

Construction Services Agreement for with Article 1, Section 24, Florida Constitution and Chapter 119, Florida Statutes, in the handling of the materials created under this Agreement and this statute controls over the terms of this

Agreement. Upon COUNTY’s request, CONTRACTOR shall provide COUNTY with all requested public records in CONTRACTOR’s possession, or shall allow COUNTY to inspect or copy the requested records within a reasonable time and at a cost that does not exceed costs as provided under Chapter 119, Florida Statutes.

(b) CONTRACTOR specifically acknowledges its obligations to comply with Section

119.0701, Florida Statutes, with regard to public records and shall perform the following:

(1) CONTRACTOR shall keep and maintain public records that ordinarily and necessarily would be required by COUNTY in order to perform the services or provide the materials required under this Agreement.

(2) CONTRACTOR shall provide COUNTY with access to public records on the same terms and conditions that COUNTY would provide the records and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law.

(3) CONTRACTOR shall ensure public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law.

(c) Upon termination of this Agreement, CONTRACTOR shall transfer, at no cost to

COUNTY, all public records in possession of CONTRACTOR, or keep and maintain public records required by COUNTY under this Agreement. If CONTRACTOR transfers all public records to COUNTY upon completion of this Agreement, CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONTRACTOR keeps and maintains the public records upon completion of this

Agreement, CONTRACTOR shall meet all applicable requirements for retaining public records.

Construction Services Agreement for

All records stored electronically must be provided to COUNTY, upon request of COUNTY, in a format that is compatible with the information technology systems of COUNTY.

(d) Failure to comply with this Section will be deemed a material breach of this

Agreement for which COUNTY may terminate this Agreement immediately upon written notice to CONTRACTOR. CONTRACTOR may also be subject to statutory penalties as set forth in

Section 119.10, Florida Statutes.

(e) IF CONTRACTOR HAS QUESTIONS REGARDING THE

APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO

CONTRACTOR’s DUTY TO PROVIDE PUBLIC RECORDS RELATING

TO THIS CONTRACT, CONTRACTOR MAY CONTACT THE

CUSTODIAN OF PUBLIC RECORDS, THE SEMINOLE COUNTY

PURCHASING AND CONTRACTS MANAGER, AT 407-665-7116,

PURCH@SEMINOLECOUNTYFL.GOV, PURCHASING AND

CONTRACTS DIVISION, 1301 E. SECOND STREET, SANFORD, FL 32771.

Section 18. Dispute Resolution.

(a) In the event of a dispute related to any performance or payment obligation arising under this Agreement, the parties shall exhaust COUNTY administrative dispute resolution procedures prior to filing a lawsuit or otherwise pursuing legal remedies. COUNTY administrative dispute resolution procedures for proper invoice and payment disputes are set forth in Section

22.15, “Prompt Payment Procedures,” Seminole County Administrative Code. COUNTY administrative dispute resolution procedures for contract claims related to this Agreement, other mailto:PURCH@SEMINOLECOUNTYFL.GOV

Construction Services Agreement for than for proper invoice and payment disputes, are set forth in Section 3.5541, “Contract Claims,”

Seminole County Administrative Code.

(b) In any lawsuit or legal proceeding arising under this Agreement, CONTRACTOR hereby waives any claim or defense based on facts or evidentiary materials that were not presented for consideration in COUNTY administrative dispute resolution procedures set forth in subsection

(a) above of which CONTRACTOR had knowledge and failed to present during COUNTY administrative dispute resolution procedures.

(c) In the event that COUNTY administrative dispute resolution procedures are exhausted and a lawsuit or legal proceeding is filed, the parties shall exercise best efforts to resolve disputes through voluntary mediation and to select a mutually acceptable mediator. The parties participating in the voluntary mediation shall share the costs of mediation equally.

Section 19. All Prior Agreements Superseded. This Agreement incorporates and includes all prior negotiations, correspondence, conversations, agreements, or understandings applicable to the matters contained in this Agreement and the parties agree that there are no commitments, agreements, or understandings concerning the subject matter of this Agreement that are not contained or referred to in this document. Accordingly, it is agreed that no deviation from the terms of this Agreement may be predicated upon any prior representations or agreements, whether oral or written.

Section 20. Modifications, Amendments, or Alterations. No modification, amendment, or alteration in the terms or conditions contained in this Agreement will be effective unless contained in a written amendment executed with the same formality and of equal dignity with this

Agreement.

Section 21. Independent Contractor. Nothing in this Agreement is intended or may be construed as in any manner creating or establishing a relationship of co-partners between the

Construction Services Agreement for parties, or as constituting CONTRACTOR (including its officers, employees, and agents) as an agent, representative, or employee of COUNTY for any purpose or in any manner whatsoever.

CONTRACTOR is and will remain forever an independent contractor with respect to all services performed under this Agreement.

Section 22. Employee Status. Persons employed by CONTRACTOR in the performance of services and functions pursuant to this Agreement will have no claim to pension, workers’ compensation, unemployment compensation, civil service, or other employee rights or privileges granted to COUNTY’s officers and employees either by operation of law or by COUNTY.

Section 23. Services Not Provided For. No claim for services provided by

CONTRACTOR not specifically provided for in this Agreement will be honored by COUNTY.

Section 24. Rights At Law Retained. The rights and remedies of COUNTY provided under this Agreement are in addition to any other rights and remedies provided by law.

Section 25. Governing Law, Jurisdiction, and Venue. The laws of the State of Florida govern the validity, enforcement, and interpretation of this Agreement. The sole jurisdiction and venue for any legal action in connection with this Agreement will be in the courts of Seminole

County, Florida.

Section 26. Compliance with Laws and Regulations. In providing all services pursuant to this Agreement, CONTRACTOR must abide by all statutes, ordinances, rules, and regulations pertaining to or regulating the provision of such services, including those now in effect and subsequently adopted. Any violation of such statutes, ordinances, rules, or regulations will constitute a material breach of this Agreement and will entitle COUNTY to terminate this

Agreement immediately upon delivery of written notice of termination to CONTRACTOR.

Construction Services Agreement for

Section 27. Headings and Captions. All headings and captions contained in this

Agreement are provided for convenience only, do not constitute a part of this Agreement, and may not be used to define, describe, interpret or construe any provision of this Agreement.

Section 28. Additional Requirements. CONTRACTOR shall comply with the Bid Form attached to this Agreement as Exhibit B, the Trench Safety Act document attached to this

Agreement as Exhibit C, and the American with Disabilities Act Affidavit attached to this

Agreement as Exhibit D. CONTRACTOR shall use the Construction Forms attached to this

Agreement as Exhibit E during the course of this Agreement as appropriate.

Section 29. E-Verify System Registration.

(a) CONTRACTOR must register with and use the E-Verify system to verify the work authorization status of all new employees prior to entering into this Agreement with COUNTY. If

COUNTY provides written approval to CONTRACTOR for engaging with or contracting for the services of any subcontractors under this Agreement, CONTRACTOR must require certification from the subcontractor that at the time of certification, the subcontractor does not employ, contract, or subcontract with an unauthorized alien. CONTRACTOR must maintain a copy of the foregoing certification from the subcontractor for the duration of the agreement with the subcontractor.

(b) If COUNTY has a good faith belief that CONTRACTOR has knowingly violated this Section, COUNTY shall terminate this Agreement. If COUNTY terminates this Agreement with CONTRACTOR, CONTRACTOR may not be awarded a public contract for at least one (1) year after the date on which this Agreement is terminated. If COUNTY has a good faith belief that a subcontractor knowingly violated this Section, but CONTRACTOR otherwise complied with this Section, COUNTY must promptly notify CONTRACTOR and order CONTRACTOR to immediately terminate its agreement with the subcontractor.

Construction Services Agreement for

(c) CONTRACTOR shall execute and return the Affidavit of E-Verify Requirements

Compliance, attached to this Agreement as Exhibit F, to COUNTY.

IN WITNESS WHEREOF, the parties have executed this Agreement. All portions of the

Contract Documents have been signed or identified by COUNTY and CONTRACTOR or by

ENGINEER on their behalf.

ATTEST:

By:

Witness , President Signature Date:

Witness Signature

[The balance of this page is left intentionally blank.]

Construction Services Agreement for

SEMINOLE COUNTY, FLORIDA

By:

Witness STEPHEN KOONTZ, PURCHASING MANAGER

Print Name Date:

Witness

Print Name

For the use and reliance of Seminole County

Approved as to form and legal sufficiency.

County Attorney

Attachments:

Exhibit A – Scope of Services Exhibit B – Bid Form Exhibit C – Trench Safety Act Exhibit D – American with Disabilities Act Affidavit Exhibit E – Construction Forms Exhibit F – Affidavit of E-Verify Requirements Compliance

Seminole County Solid Waste Management Facility Dry Hydrant System 01010 - 1 January 2025

SECTION 01010

SUMMARY OF WORK

PART 1 – GENERAL

1.01 LOCATION OF WORK

A. Work included in this Contract will be done at the Seminole County Solid Waste Management Facility (Osceola Road Landfill) at 1934 E Osceola Rd, Geneva, FL 32732. The Landfill is owned and operated by Seminole County.

1.02 DESCRIPTION OF WORK

A. The overall project involves the construction of a dry hydrant fire system. The scope of Work described herein is for the construction these facilities facilities. The construction will consist of the following:

1. Coordination with Landfill Operations for access and overall site work.

2. Retention pond clearing and trenching necessary for the pipe installation.

3. Construction of a dry hydrant system including pond inlet/strainer, piping/support in the retention pond, trenching and installation of below grade 8” PVC to the hydrant, dry hydrant, stripping/signage and other work necessary for a complete system that meets the Seminole County Fire Department requirements.

4. Submittals and Contract requirements, including record drawings.

5. Mobilization and demobilization

B. Work shall conform to the Drawings and Specifications that form a part of these

Contract Documents.

C. The Contractor shall be licensed for Class 5 (Florida Fire Protection Systems).

1.03 WORK BY OWNER

A. Owner will continue the disposal of waste within the active landfill area. Owner will continue the use of the access road that runs through the construction area. Therefore, the access road must be kept open and the Contractor is to furnish flagmen and/or all weather bypass lanes when necessary.

B. If it is necessary in the course of operating the landfill for the Contractor to move its equipment and/or materials, he shall do so promptly and place that equipment and/or materials in an area that does not interfere with the landfill operations.

C. Construction Quality Assurance (CQA). Owner will provide on-site inspection and quality assurance during construction. Quality control procedures will involve spot

Dry Hydrant System 01010 - 2 January 2025 checking of soil placement testing and construction observation of the material and equipment components. Some of the functions are as follows:

Inspection of materials, Review of site layout, Sub-grade strength verification, Inspection of pipe placement and slope;

Review of pipe testing; and Inspection of Contractor’s CQA procedures associated with soil classification, lift thickness, permeability, and compaction verification.

Contractor shall adhere to CQA procedures and work in cooperation with the Owner and Engineer’s representatives toward the successful completion of the project.

1.04 WORK BY CONTRACTOR

A. The Contractor shall furnish all labor, materials, equipment, tools, services and incidentals to complete all of the work required as shown on the Drawings and specified.

B. The Contractor shall complete the work, in place, ready for continuous service, and shall include repairs, testing, permits, cleanup, replacements, and restoration required as a result of damages caused during construction.

C. All material, equipment, skills, tools, and labor which are reasonably and properly inferable and necessary for the proper completion of the work, in a substantial manner and in compliance with the requirements stated or implied by the Specifications or Drawings, shall be furnished and installed by the Contractor without additional compensation, whether specifically indicated in the Contract Documents or not.

D. The Contractor shall comply with all municipal, county, state, federal laws, rules, guidelines, and codes, which are applicable to the work.

E. The Contractor shall pay for all soil and compaction testing and any of the Owner’s retesting as a result of failure of the original test samples to meet the specification requirements.

F. The Contractor will be responsible for any and all traffic control around the construction area including constructing any by-pass roads to avoid construction areas.

G. The Contractor shall maintain dust control on all roads used for access to construction and all construction areas.

H. The Contractor shall be responsible for obtaining a building permit. The Owner will cooperate and assist with the process.

Dry Hydrant System 01010 - 3 January 2025

1.05 CONTRACTOR USE OF SITE

A. Access to Site: Limited to the locations shown on the drawings, or as designated by the Owner.

B. Working Period: On site work by Contractor is limited to normal landfill hours of operation, Monday through Saturday. The landfill is closed on legal holidays and on Sunday. If the Contractor desires to work when the landfill is closed, prior written permission of Owner must be obtained, and if Owner grants permission, Contractor must pay all Owner's associated costs, such as inspection and testing. These costs are estimated at $175.00 per hour for extra hours and holidays. Costs may be less if an inspector is not required to be on site (For example, periods where only materials are being delivered to the site.)

C. Construction Operations: Limited to Landfill Area, Contractor’s storage and office areas, or as noted on Drawings.

D. Limit Use of Landfill Property:

1. Allow use of active waste disposal areas by public and Owner including utilization of paved entrance roads and of haul roads.

2. Allow Owner activities for operation.

E. Utility Outages and Shutdown: Prior approval by Owner and minimized in duration.

F. Safety Precautions

1. No smoking on the landfill.

2. Explosive and hazardous gases may be present. Provide detection equipment and procedures for protection in accordance with Section 01030-Special Provisions.

G. Observe regulations posted at the landfill entrance for disposal of materials and use of the landfill.

1.06 SITE CONDITIONS

A. Test borings made on the site for use in the design are available for the Contractor's use.

B. The Contractor shall be responsible for having determined to his satisfaction, prior to the submission of his Bid, the conformation of the ground, the character and quality of the substrate, the types and quantities of materials to be encountered, the nature of the ground water conditions, the execution of the work, the general and local conditions and all other matters which can, in any way, affect the work under this

Dry Hydrant System 01010 - 4 January 2025

Contract. No claim for extras based on substrate or ground water table conditions will be allowed.

PART 2 – PRODUCTS (NOT USED)

PART 3 – EXECUTION (NOT USED)

END OF SECTION

Dry Hydrant System 01025 - 1 January 2025

SECTION 01025

MEASUREMENT AND PAYMENT

PART 1 – GENERAL

REQUIREMENTS INCLUDE

A. Payment for all work done in compliance with the Contract Documents, inclusive of furnishing all manpower, equipment, materials, and performance of all operations relative to construction of this project, will be made under Pay Items. Work for which there is not a pay item will be considered incidental to the Contract and no additional compensation will be allowed.

B. The Owner reserves the right to modify work as may be necessary and increase or decrease quantities of work to be performed, including deduction or cancellation of any one or more of the Pay Items. Changes in the work shall not be considered as a waiver of any conditions of the Contract nor invalidate any provisions thereof. When changes result in changes in the quantities of the work to be performed, the Contractor will accept payment according to Contract Unit Prices that appear in the original contract.

C. The Contractor's attention is called to the fact that the quotations for the various items of work are intended to establish a total price cost for completing the work in its entirety.

Should the Contractor feel that the cost of any item of the work has not been established by the Bid Form, s/he shall include the cost for the work in some other applicable bid item, so that his or her proposal for the project does reflect the Contractor’s total price for completing the work in its entirety.

D. The quantities for payment under this Contract shall be determined by actual measurement and payment of the completed items, in place, ready for service and accepted by the Owner, in accordance with the applicable method of measurement therefore contained herein. A representative of the Contractor shall witness all field measurements.

E. Work performed by the Contractor outside the limits of construction shall be at the Contractor's expense.

MEASUREMENT AND PAYMENT ITEMS

Work included in the Bid Schedule.

Bid Item 1 Bonds, Indemnification, and Insurance

a. Measurement: Measurement of various items for Payment & Performance Bonds, Indemnification, and Insurance will not be made for payment. All items shall be included in the lump sum price.

Dry Hydrant System 01025 - 2 January 2025

b. Payment: Payment of the applicable Contract lump sum price as stated in the proposal will be full compensation for furnishing all payment and performance bonds, indemnification, and insurance per the Contract Documents.

Bid Item 2 Mobilization & Demobilization

a. Measurement: Measurement of various items for Mobilization and Demobilization will not be made for payment. All items shall be included in the lump sum price.

b. Payment: Payment shall be full compensation for the preparatory work and operations in mobilizing for beginning Work on the project including, but not limited to, those operations necessary for the movement of personnel, equipment, supplies and incidentals to the project site, and for the establishment of field offices, storage sheds, safety equipment and first aid supplies, sanitary and other facilities, as required by these Specifications and State and local laws and regulations; and any other preconstruction expenses necessary for the start of the Work; the cost of General Requirements, permits and fees, construction schedules, project signs, shop drawings, temporary facilities, laydown storage area, construction aids, work associated with the Contractor support during Owner reviews and inspection, re-inspections and any rework resulting from the same; demobilization of personnel, equipment, supplies, and incidentals from the project site, contract close-out documents, removal of field offices and storage and final site clean-up. The Contractor shall submit invoices substantiating the cost of mobilization with each pay request. Payment will be made in accordance with the Contract Documents. The cumulative total shall not exceed the Lump Sum Bid Pay Item amount.

The final payment for mobilization/demobilization will not be made until all temporary facilities, temporary erosion and sedimentation controls, equipment, and appurtenances have been removed from the project site.

Bid Item 3 New Dry Hydrant Fire System

a. Measurement: Measurement of this item shall be based on satisfactory supply and installation of a new dry hydrant fire system in conformance with the Drawings, Specifications and Seminole County Fire Department complete and ready for continuous operation.

b. Payment: Payment of the applicable Contract lump sum price as stated in the proposal will be full compensation for furnishing all labor, materials, and equipment necessary for construction of a dry hydrant system including pond inlet/strainer, piping/support in the retention pond, trenching and installation of below grade 8” PVC to the hydrant, dry hydrant, fittings, site work (retention pond clearing and trench dewatering), concrete work, stripping/signage and appurtenances Work includes but is not limited to the following: all coordination, material and equipment, tools, and labor required to protect existing components to remain in service, maintaining landfill operations, and modifications to the existing site to accommodate new work.

Payment will be based on percentage of work completed during the pay period at the

Dry Hydrant System 01025 - 3 January 2025 time of the pay application to the nearest 5% complete; the cumulative total shall not exceed the Lump Sum Bid Pay Item amount.

Bid Item 4 Record Drawings

a. Measurement: Measurement for this item shall be based on satisfactory progress of the Contractor to provide project Record Drawings in accordance with the Owner requirements and specifications. Various items for project Record drawings shall not be made for individual payment and all items shall be included in the lump sum price.

b. Payment: Payment of the applicable Contract lump sum price as stated in the proposal will be full compensation for furnishing all labor, materials, and equipment necessary to create the project Record Drawings, including the certified as-built survey, in accordance with the Owner requirements and specifications. Payment will be made at the lump sum price divided into equal monthly payments based on the Contract Time and acceptance by Owner of the progressive as-built drawings.

PART 2 – PRODUCTS (NOT USED)

PART 3 – EXECUTION (NOT USED)

Dry Hydrant System 02220 - 1 January 2025

SECTION 02220

EXCAVATING, BACKFILLING, AND COMPACTING

PART 1 - GENERAL

1.01 DESCRIPTION

A. Scope of Work: The work included under this Section consists of excavating, backfilling and compacting for the construction of structures and utility systems consisting of piping and appurtenances as shown on the Drawings and specified herein.

B. Definitions:

1. Maximum Density: Maximum weight in pounds per cubic foot of a specific material as determined by AASHTO T-180 (ASTM D155).

2. Optimum Moisture: Percentage of water in a specific material at maximum density.

3. Rock Excavation: Excavation of any hard natural substance which requires the use of explosives and/or special impact tools such as jack hammers, sledges, chisels or similar devices specifically designed for use in cutting or breaking rock, but exclusive of trench excavating machinery.

4. Suitable: Suitable materials for fills shall be a noncohesive, nonplastic granular local sand and shall be free from vegetation, organic material, marl, silt or muck.

The Contractor shall furnish all additional fill material required.

5. Unsuitable: Unsuitable materials are highly organic soil (Peat or muck) classified as A-8 in accordance with AASHTO Designation M 145.

C. Plan For Earthwork: The Contractor shall be responsible for having determined to his satisfaction, prior to the submission of his bid, the conformation of the ground, the character and quality of the substrata, the types and quantities of materials to be encountered, the nature of the groundwater conditions, the prosecution of the work, the general and local conditions and all other matters which can in any way affect the work under this Contract. Prior to commencing the excavation, the Contractor shall submit a plan of his proposed operations (including maintenance of traffic) to the Engineer for review. The Contractor shall consider, and his plan for excavation shall reflect, the equipment and methods to be employed in the excavation. The prices established in the Proposal for the work to be done will reflect all costs pertaining to the work.

Dry Hydrant System 02220 - 2 January 2025

1.02 QUALITY ASSURANCE

A. Testing laboratory employed by the Owner will make such tests as are deemed advisable. The Contractor shall schedule his work so as to permit a reasonable time for testing before placing succeeding lifts and shall keep the laboratory informed of his progress. Costs for all testing shall be paid by the Owner. However, any and all tests which have to be repeated because of the failure of the tested material to meet specification shall be paid for by the Contractor and the cost of any tests shall be deducted from payments due the Contractor.

B. Standards:

1. OSHA 29 CFR Subpart P - Excavations and Trenches a) 1926.650, 1926.651, 1926.652.

2. OSHA 29 CFR Subpart J - a) 1910.146 for Confined Space Entry.

1.03 JOB CONDITIONS

A. Test borings and the sub-surface exploration data if previously done on the site will be made available upon request and are for the Contractor's information only.

B. If, in the opinion of the Engineer, conditions encountered during construction warrant a change in the footing elevation, or in the depth of removal of unsuitable…