R24-107 1 RESOLUTION NO. R24-107
2
3 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON
4 BEACH, FLORIDA, AWARDING BID NO. UTL24-019 FOR THE EAST
5 WATER TREATMENT PLANT HIGH SERVICE PUMPS 5 & 6
6 IMPROVEMENT PROJECT TO FLORIDA DESIGN DRILLING, LLC, AND
7 APPROVING THE CONSTRUCTION CONTRACT WITH FLORIDA DESIGN
8 DRILLING, LLC, FOR AN AMOUNT NOT TO EXCEED $458,625;
9 PROVIDING AN EFFECTIVE DATE, AND FOR ALL OTHER PURPOSES.
10
11 WHEREAS, on February 15, 2024, Purchasing Services issued an Invitation to Bid for
12 the East Water Treatment Plant High Service Pumps 5 & 6 Improvement Project with a
13 mandatory pre-bid and site visit meeting held on February 21, 2024, in order to review the
14 project with interested and qualified contractors. The purpose of the Bid was to obtain the
15 services of a qualified contractor construction services for the installation of variable frequency
16 drives (VFDs) for High Service Pumps 5 & 6 and piping modifications to connect High Service
17 Pumps 5 & 6 to the existing filter backwash supply line. This work is required prior to
18 implementing the Generator Replacement project, which will include additional piping
19 modifications for High Service Pumps 1 through 4; and
20 WHEREAS, on March 18, 2024, Purchasing received and electronically opened two (2)
21 bid proposals for Bid No UTL24-019 for the East Water Treatment Plant High Service Pumps 5
22 & 6 Improvement, one bid from Florida Design Drilling, LLC, and one bid from Hinterland
23 Group, Inc. The two bids were accepted and evaluated. Bid proposals and supplemental
24 information were reviewed by Purchasing Services and Globaltech, Inc., the project engineer
25 on record. Based on the references and bid review of all information provided as well as the
26 specific project experience qualification established in the bid documents, Purchasing Services,
27 City Staff, and Globaltech, Inc., recommend the project be awarded to Florida Design Drilling,
28 LLC, as the lowest, most responsive, responsible bidder with the bid amount of $458,625; and
29 WHEREAS, the City Commission of the City of Boynton Beach, upon the
30 recommendation of staff, deems it in the best interest of the citizens and residents of the City
31 of Boynton Beach to award Bid No. UTL24-019 for the East Water Treatment Plant High Service
32 Pumps 5 & 6 Improvement Project to Florida Design Drilling, LLC, and approve the
33 Construction Contract with Florida Design Drilling, LLC,for an amount not to exceed $458,625.
34 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
35 BOYNTON BEACH, FLORIDA, THAT:
36 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
37 being true and correct and are hereby made a specific part of this Resolution upon adoption
38 hereof.
39 SECTION 2. The City Commission of the City of Boynton Beach hereby approves the
40 award of Bid No. UTL24-019 for the East Water Treatment Plant High Service Pumps 5 & 6
41 Improvement Project to Florida Design Drilling, LLC, and approves the Construction Contract
42 with Florida Design Drilling, LLC, for an amount not to exceed $458,625 (the "Agreement"), in
43 form and substance similar to that attached as "Exhibit A."
44 SECTION 3. The City Commission of the City of Boynton Beach hereby authorizes
45 the City Manager to execute the Agreement.The City Manager is further authorized to execute
46 any ancillary documents required under the Agreement or necessary to accomplish the
47 purposes of the Agreement, including any term extensions as provided in the Agreement,
48 provided such documents do not modify the financial terms/material terms.
49 SECTION 4. The City Clerk shall retain one fully executed Agreement as a public
50 record and forward a copy to Joel Lacroze and Kris Pinto to forward to Florida Design Drilling,
51 LLC.
52 SECTION 5. This Resolution shall take effect as provided by law.
53 PASSED AND ADOPTED this 7th day of May 2024.
54 CITY OF BOYNTON BEACH, FLORIDA
55 YES NO
56
57 Mayor–Ty Penserga
58
59 Vice-Mayor–Aimee Kelley
60
61 Commissioner–Angela Cruz
62
63 Commissioner–Woodrow L. Hay
64
65 Commissioner–Thomas Turkin
66
67 VOTE
68 ATTEST:
69
70
72 Mayl_- •: Jesus, MPA, MMC T = a
73 City CI May.
74
75 A'PROVED AS TO FORM:
76 (Corporate Seal)
77
78 %
79 — Shawna G. Lamb
80f .op'INT�O..N eF-9��i City Attorney
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CONSTRUCTION CONTRACT
EAST WATER TREATMENT PLANT HIGH SERVICE PUMPS 5 & 6
IMPROVEMENTS PROJECT
THIS AGREEMENT is entered into by and between the CITY OF BOYNTON BEACH, a municipal
corporation organized and existing under the laws of Florida, with a business address of 100 East Ocean
Ave., Boynton Beach, FL 33435, hereinafter referred to as "CITY", and Florida Design Drilling, LLC a
Partnership authorized to do business in the State of Florida, with a business address of 7733 Hooper
Road, West Palm Beach, FL 33411, hereinafter referred to as the "VENDOR," each a "Party" and
collectively the "Parties."
WHEREAS, the CITY has selected the VENDOR to perform construction services related to the
East Water Treatment Plant High Service Pumps 5 & 6 Improvements Project; and,
WHEREAS, at its meeting of May 7, 2024, by Resolution No. \ " -t , the CITY Commission
approved this award to VENDOR and authorized the proper CITY officials to execute this Agreement
hereinafter referred to as Contract No.: UTL24-019 and used interchangeably with "contract".
NOW, THEREFORE, CITY and VENDOR, in consideration of the mutual covenants
hereinafter set forth, agree as follows:
Article 1. SCOPE OF WORK. VENDOR shall furnish all labor, materials, equipment, services, and
incidents necessary to perform all "WORK" described in the Contract Documents (as defined in Article 8
below)and related thereto for the Project.
Article 2. CONSULTANT. Shall mean ("GLOBALTECH, INC"), which has designed the Project and will
assume all duties and responsibilities and will have the rights and authority assigned to CONSULTANT in
connection with the completion of the WORK in accordance with the Contract Documents.
Article 3. CONTRACT TIME: TERMINATION: LIQUIDATED DAMAGES.
3.1 Contract Time. The WORK will be substantially completed within X3601 [three hundred
sixty] calendar days from the effective date of this Agreement, when the Contract Time
commences to run as provided in paragraph 2.3 of the General Conditions and completed
and ready for final payment in accordance with paragraph 14.9 of the General Conditions
within §Q calendar days from the date of Substantial Completion.
3.2 Termination for Convenience.This Agreement may be terminated by CITY for convenience,
upon providing fourteen (14)business days of written notice to VENDOR for such termination.
In the event of termination, VENDOR shall be paid its compensation for services performed
until the termination date, including services reasonably related to termination. In the event
that VENDOR abandons this Agreement or causes it to be terminated, VENDOR shall
indemnify CITY against loss pertaining to this termination.
3.3 Termination for Cause. In addition to all other remedies available to CITY, this Agreement
shall be subject to cancellation by CITY for cause, should VENDOR neglect or fail to perform
or observe any of the terms, provisions, conditions, or requirements herein contained, if such
neglect or failure shall continue for a period of thirty (30) days after receipt by VENDOR of
written notice of such neglect or failure.
3.4 Liquidated Damages. The CITY and VENDOR recognize and acknowledge that time is of
the essence of this Contract and that the CITY will suffer financial loss if the WORK is not
completed within the times specified in paragraph 3.1 above, plus any extensions thereof
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-1
allowed in accordance with Article 12 of the General Conditions. Each of the parties
acknowledges that it has attempted to quantify the damages which would be suffered by the
CITY in the event of the failure of VENDOR to perform in a timely manner, but neither one
has been capable of ascertaining such damages with certainty. CITY and VENDOR also
recognize and acknowledge the delays, expense, and difficulties involved in proving in a legal
preceding the actual loss suffered by the CITY if the WORK is not completed on time.
Accordingly, instead of requiring any such proof, the CITY and VENDOR agree that as
liquidated damages for delay (but not as a penalty) VENDOR shall pay the CITY, [Eight
Hundredl Dollars($800.00)for each day of that expires after the time specified in paragraphs
3.1 for substantial completion until the WORK is substantially complete. After Substantial
Completion, if VENDOR shall neglect, refuse or fail to complete the remaining WORK within
the Contract Time or any proper extension thereof granted by the CITY, VENDOR shall pay
CITY [Two Hundreds Dollars ($ 200.00) for each day that expires after the time specified in
paragraph 3.1 for completion and readiness for final payment.
Article 4. CONTRACT PRICE.
CITY shall pay VENDOR,for the faithful performance of the Contract, in lawful money of the United States
of America, and subject to the additions and deductions as provided in the Contract Documents, a total
sum as follows:
Based on the Contract prices shown in the Bid Form submitted to the CITY as subsequently revised and
as stated herein, a copy of such Bid Form being a part of the Contract Documents, the aggregate amount
of this Contract (obtained from either the lump sum price, the application of unit prices to the quantities
shown in the Bid Form or the combination of both) not to exceed:
Four Hundred Fifty-Eight Thousand Six Hundred Twenty-Five Dollars and Zero Cents $458,625.00
(Written) (Numerical)
Article 5.PAYMENT PROCEDURES.
VENDOR shall submit Applications for Payment in accordance with Article 14 of the General Conditions.
CITY will process Applications for Payment as provided in the General Conditions.
5.1 Progress Payments. CONTRACT may submit an Application for Payment as
recommended by CONSULTANT, for WORK completed during the Project at intervals
of not more than once a month. All progress payments will be on the basis of the
progress of WORK measured by the schedule of values established in Paragraph 2.9.1
of the General Conditions and in the case of Unit Price Work based on the number of
units completed or, in the event there is no schedule of values, as provided in the
General Requirements.
5.2 Prior to Substantial Completion progress payments will be made in an amount equal to
90%of WORK completed, but, in each case, less the aggregate of payments previously
made and less such amounts as CONSULTANT shall determine, or CITY may
withhold, in accordance with paragraph 14.5 of the General Conditions.
5.3 VENDOR shall submit with each Application for Payment, an updated progress
schedule acceptable to the CITY and a Warranty of Title/Release of Liens relative to
the Work that is the subject of the Application. Each Application for Payment shall be
submitted to the CITY for approval. The CITY shall make payment to the VENDOR
within thirty(30)days after approval by the CITY of VENDOR'S Application for Payment
and submission of an acceptable updated progress schedule.
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:
a. Defective Work not remedied.
b. Claims filed or reasonable evidence indicating probable filing of claims by other
parties against VENDOR.
c. Failure of VENDOR to make payments properly to
SUBCONTRACTORS or for material or labor.
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-2
d. Damage to another VENDOR not remedied.
e. Liquidated damages and costs incurred by the CITY for extended
construction administration.
f. Failure of VENDOR to provide any document(s) required by the Contract
Documents.
When the above grounds are removed or resolved or VENDOR provides a surety bond
or consent of Surety, satisfactory to the CITY, which will protect the CITY in the amount
withheld, payment may be made in whole or in part.
5.5 Final Payment. Upon final completion and acceptance of the WORK in accordance
with paragraph 14.10 of the General Conditions, CITY shall pay the remainder of the
Contract Price as recommended by CONSULTANT as provided in paragraph 14.10.
5.6 All payments shall be governed by the Local Government Prompt Payment Act, as set
forth in Part VII, Chapter 218, Florida Statutes.
Article 6.RETAINAGE,
Five percent(5)of all monies earned by the VENDOR shall be retained by the CITY until Final Completion
of the construction services purchased (defined as that point at which one hundred (100) percent of the
construction of the work as defined in the Contract Schedule of Values has been performed under the
contract by the VENDOR) has been reached and acceptance by CITY.
Within 30 calendar days after reaching the earlier of substantial completion or beneficial occupancy, the
City/Owner and the Vendor will inspect the work and develop a punch list covering those items required
to render complete, satisfactory, and acceptable construction services purchased by the City/Owner. The
punch list will include a schedule of values that provides the estimated cost to complete each item on the
punch list. If the City/Owner and Vendor are unable to agree on an item or value, the City/Owner has
final discretion whether to include an item and the amount for valuation of the cost to complete each item
on the punch list. Within 20 business days after the creation of the punch list, the remaining contract
balance, including retainage, will be paid to the Vendor less an amount equal to 150 percent of the cost
to complete the items on the punch list. Upon reaching final acceptance for an item or all items, the 150
percent withheld for each item will be released with final payment. For projects valued at $10 million or
more, the 30-calendar day period may be extended to 45 days.
Article 7. CONTRACTOR GUARANTEE,
VENDOR warrants all work, materials, and equipment shall be free from damages and/or defects owing
to faulty materials or workmanship for a period of one (1) year after completion of the WORK covered by
this Contract. The VENDOR, free of all costs to the CITY, shall replace any part of the equipment,
materials, or work included in this Contract, which proves to be defective by reason of faulty materials,
damages, and/or workmanship within twelve (12) month period.
Article 8. CONTRACT DOCUMENTS.
The Documents hereinafter listed shall form the Contract and they are as fully a part of the Contract as
if attached hereto:
8.1 Request for Bid
8.2 Instructions to Proposers/ Bidders
8.3 Proposal Forms (including the Proposal, Schedule(s), Submission Requirements of
Proposer / Bidder, and all required certificates, licenses, affidavits, and other
documentation)
8.4 Contract
8.5 VENDOR's Bid Bond, Performance, and Payment Bond
8.6 Standard Terms and Conditions for Bidders
8.7 Special Conditions
8.8 General Conditions for Construction
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-3
8.9 Specifications &Technical Requirements
8.10 Engineering Design Handbook and Construction Standards for the City of Boynton
Beach (available online at: https://www.boynton-beach.org/enqineering/new-
construction-department-public-works-enqineerinq-division)
8.11 Attachment A— 115380 E WTP High Service Pumps 5 and 6 Imp (UT-3A-03) — Bid
Set/Drawings
Article 9. NOTICE: All notices required in this Contract shall be sent by certified mail, return receipt
requested, and if sent to CITY shall be mailed to:
Daniel Dugger, City Manager
City of Boynton Beach
100 East Ocean Ave,
Boynton Beach, FL 33435
Telephone No. (561)742-6000
And if sent to the VENDOR shall be mailed to:
Florida Design Drilling, LLC
Att: Jeffrey Hoist
7733 Hooper Road
West Palm Beach, FL 33411
Telephone#: (561) 844-2966
Email:jeff@fldrilling.com
Article 10.JNDEMNITY.
10.1 The VENDOR shall indemnify and hold harmless the CITY and its officers, employees,
agents, instrumentalities, and the State of Florida, Division of Emergency Management
from liability, losses or damages, including attorneys'fees and costs of defense through
the conclusion of any appeals, which the CITY or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or
proceedings of any kind or nature arising out of or resulting from the negligence,
recklessness, or intentional wrongful misconduct of VENDOR, its employees, agents,
partners, principals or subcontractors during the term of this Agreement or resulting
thereafter. The VENDOR shall pay all claims and losses in connection therewith and
shall investigate and defend all claims, suits, or actions of any kind or nature in the
name of the CITY, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorneys' fees which may issue thereon. The VENDOR
expressly understands and agrees that any insurance protection required by this
Agreement or otherwise provided by the VENDOR shall in no way limit the
responsibility to indemnify, keep, and save harmless and defend the CITY or its
officers, employees, agents, and instrumentalities as herein provided.
10.2 VENDOR's aggregate liability pursuant to this indemnification provision shall not
exceed one and one-half (1 1/2) times the contract price or One Million Dollars
($1,000,000) per occurrence, whichever is greater.
10.3 Upon completion of all services, obligations, and duties provided for in this Agreement,
or in the event of termination of this Agreement for any reason,the terms and conditions
of this Article shall survive indefinitely.
10.4 CITY reserves the right to select its own legal counsel to conduct any defense in any
such proceeding and all costs and fees associated therewith shall be the responsibility
of VENDOR.
10.5 Nothing contained herein is intended nor shall be construed as a contractual waiver of
the CITY's rights, limits, and immunities under the common law or Section 768.28,
Florida Statutes, as may be amended from time to time, nor a waiver of any defense
the CITY may have and shall not be construed as consent to be sued by third parties
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-4
based on any claims arising under this Contract. VENDOR and CITY agree that any
liability of the CITY under this Contract shall be limited to the amounts set forth in Sec.
728.68, Florida Statutes.
Article 11.REIMBURSEMENT OF CONSULTANT EXPENSES.
Should the completion of this Contract be delayed beyond the specified or adjusted time limit, VENDOR
shall reimburse the CITY for all expenses of consulting and inspection incurred by the CITY during the
period between said specified or adjusted time and the actual date of final completion. All such expenses
for consulting and inspection incurred by the CITY will be charged to the VENDOR and be deducted from
payments due VENDOR as provided by this Contract. Said expenses shall be further defined as
CONSULTANT charges associated with the construction contract administration, including resident
project representative costs.
Article 12. FLORIDA'S PUBLIC RECORDS LAW,
The CITY is a public agency subject to Chapter 119, Florida Statutes. The VENDOR shall comply with
Florida's Public Records Law. Specifically, the VENDOR shall:
12.1 Keep and maintain public records required by the CITY to perform the service;
12.2 Upon request from the CITY's custodian of public records, provide the CITY with a copy
of the requested records or allow the records to be inspected or copied within a
reasonable time at a cost that does not exceed the cost provided in Chapter 119,
Florida Statute or as otherwise provided by law;
12.3 Ensure that public records that are exempt or that are confidential and exempt from
public record disclosure requirements are not disclosed except as authorized by law
for the duration of the contract term and,following completion of the contract,VENDOR
shall destroy all copies of such confidential and exempt records remaining in its
possession once the VENDOR transfers the records in its possession to the CITY; and,
12.4 Upon completion of the contract, VENDOR shall transfer to the CITY, at no cost to the
CITY, all public records in VENDOR's possession. All records stored electronically by
VENDOR must be provided to the CITY, upon request from the CITY's custodian of
public records, in a format that is compatible with the information technology systems
of the CITY.
12.5 IF THE VENDOR HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE VENDOR'S DUTY
TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS:
CITY CLERK'S OFFICE
100 E. OCEAN AVENUE
BOYNTON BEACH, FLORIDA 33435
561-742-606
CitvClerk(, bbfl.us
Article 13.g-VERIFY,
13.1 CONTRACTOR certifies that it is aware of and complies with the requirements of
Section 448.095, Florida Statutes, as may be amended from time to time and briefly
described herein below.
13.1.1 Definitions for this Section:
A. "Contractor" means a person or entity that has entered or is attempting to enter
into a contract with a public employer to provide labor, supplies, or services to
such employer in exchange for a salary, wages, or other remuneration.
"Contractor" includes, but is not limited to, a vendor or consultant.
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-5
B. "Subcontractor" means a person or entity that provides labor, supplies, or
services to or for a contractor or another subcontractor in exchange for a salary,
wages, or other remuneration.
C. "E-Verify system" means an Internet-based system operated by the United
States Department of Homeland Security that allows participating employers to
electronically verify the employment eligibility of newly hired employees.
13.1.2 Registration Requirement; Termination: Pursuant to Section 448.095, Florida
Statutes, effective January 1, 2021, Contractors, shall register with and use
the E-Verify system in order to verify the work authorization status of all newly
hired employees. Contractor shall register for and utilize the U.S. Department
of Homeland Security's E-Verify System to verify the employment eligibility of:
A. All persons employed by a Contractor to perform employment duties within
Florida during the term of the contract; and
B. All persons (including sub-vendors/sub-consultants/sub-contractors) assigned
by Contractor to perform work pursuant to the contract with the City of Boynton
Beach. The Contractor acknowledges and agrees that registration and use of
the U.S. Department of Homeland Security's E-Verify System during the term of
the contract is a condition of the contract with the City of Boynton Beach; and
C. The Contractor shall comply with the provisions of Section 448.095, Fla. Stat.,
"Employment Eligibility,"as amended from time to time.This includes, but is not
limited to registration and utilization of the E-Verify System to verify the work
authorization status of all newly hired employees. Contractor shall also require
all subcontractors to provide an affidavit attesting that the subcontractor does
not employ, contract with, or subcontract with, an unauthorized alien. The
Contractor shall maintain a copy of such affidavit for the duration of the contract.
Failure to comply will lead to termination of this Contract, or if a subcontractor
knowingly violates the statute,the subcontract must be terminated immediately.
Any challenge to termination under this provision must be filed in the Circuit
Court no later than twenty (20) calendar days after the date of termination.
Termination of this Contract under this Section is not a breach of contract and
may not be considered as such. If this contract is terminated for a violation of
the statute by the Contractor, the Contractor may not be awarded a public
contract for a period of one (1)year after the date of termination.
Article 14. PROHIBITION AGAINST CONSIDERING SOCIAL, POLITICAL OR IDEOLOGICAL
INTERESTS IN GOVERNMENT CONTRACTING—F.S. 287.05701.
VENDOR is hereby notified of the provisions of section 287.05701, Florida Statutes, as
amended, that the CITY will not request documentation of or consider VENDOR's social,
political, or ideological interests when determining if the VENDOR is a responsible
VENDOR. VENDOR is further notified that the CITY's governing body may not give
preference to a Vendor based on the VENDOR's social, political, or ideological interests.
Article 15.SCRUTINIZED COMPANIES,
By execution of this Agreement, VENDOR certifies that VENDOR is not participating in a
boycott of Israel.VENDOR further certifies that VENDOR is not on the Scrutinized Companies
that Boycott Israel list, not on the Scrutinized Companies with Activities in Sudan List, and
not on the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or
has VENDOR been engaged in business operations in Syria. Subject to limited exceptions
provided in state law, the CITY will not contract for the provision of goods or services with
any scrutinized company referred to above. Submitting a false certification shall be deemed
a material breach of contract. The CITY shall provide notice, in writing, to the VENDOR of
the CITY's determination concerning the false certification.VENDOR shall have five(5)days
from receipt of notice to refute the false certification allegation. If such false certification is
discovered during the active contract term,the VENDOR shall have ninety(90)days following
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-6
receipt of the notice to respond in writing and demonstrate that the determination of false
certification was made in error. If the VENDOR does not demonstrate that the CITY's
determination of false certification was made in error then the CITY shall have the right to
terminate the contract and seek civil remedies pursuant to Section 287.135, Florida Statutes,
as amended from time to time.
Article 16. COVENANT AGAINST CONTINGENT FEES.
The VENDOR warrants that it has not employed or retained any company or person, other than
a bona fide employee working solely for the VENDOR, to solicit or secure this Agreement, and
that VENDOR has not paid or agreed to pay any company or person, other than a bona fide
employee working solely for the VENDOR any fee,commission, percentage, brokerage fee,gifts,
or any other consideration contingent upon or resulting from the award or making of this
Agreement. For breach or violation of this warranty, the CITY shall have the right to annul this
Agreement without liability or, in its discretion to deduct from the contract price or consideration,
or otherwise recover,the full amount of such fee, commission, percentage, brokerage fee, gift, or
contingent fee.
Article 17. TRUTH IN NEGOTIATION CERTIFICATE.
B. Execution of this Agreement by the VENDOR shall act as the execution of a
truth-in-negotiation certificate certifying that the wage rates and costs used to
determine the compensation provided for in this Agreement is accurate,
complete, and current as of the date of the Agreement and no higher than those
charged to the VENDOR's most favored customer for the same or substantially
similar service.
C. The said rates and cost shall be adjusted to exclude any significant sums should
the CITY determine that the rates and costs were increased due to inaccurate,
incomplete, or non-current wage rates or due to inaccurate representations of
fees paid to outside vendors. The CITY shall exercise its rights under this
"Certificate" within one (1) year following payment.
Article 18.MISCELLANEOUS.
18.1 Any and all legal action necessary to enforce the terms of this Agreement shall be
governed by the laws of the State of Florida. Any legal action arising from the terms of
this Agreement shall be submitted to a court of competent jurisdiction located
exclusively in Palm Beach County.
18.2 No assignment by a party hereto of any rights under or interests in the Contract
Documents will be binding on another party hereto without the written consent of the
party sought to be bound; and specifically but without limitation, moneys that may
become due and moneys 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), and 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.
18.3 City and VENDOR each binds itself, their partners, successors, assigns and legal
representatives to the other party hereto, their partners, successors, assigns and legal
representatives in respect of all covenants, agreements and obligations contained in
the Contract Documents.
18.4 In the event that either party brings suit for enforcement of this Agreement, each party
shall bear its own attorney's fees and court costs, except as otherwise provided under
the indemnification provisions set forth herein above.
18.5 Prior to final payment of the amount due under the terms of this Agreement, to the
extent permitted by law, a final waiver of lien shall be required to be submitted by the
VENDOR, as well as all suppliers and subcontractors whom worked on the project that
is the subject of this Agreement. Payment of the invoice and acceptance of such
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payment by VENDOR shall release City from all claims of liability by VENDOR in
connection with this Agreement.
18.6 At all times during the performance of this Agreement, VENDOR shall protect CITY's
property from all damage whatsoever on account of the work being carried on under
this Agreement.
18.7 It shall be the VENDOR's responsibility to be aware of and comply with all statutes,
ordinances, rules, orders, regulations and requirements of all local, city, state, and
federal agencies as applicable.
18.8 This Agreement represents the entire and integrated agreement between City and
VENDOR and supersedes all prior negotiations, representations or agreements, either
written or oral. This Agreement is intended by the parties hereto to be final expression
of this Agreement, and it constitutes the full and entire understanding between the
parties with respect to the subject hereof, notwithstanding any representations,
statements, or agreements to the contrary heretofore made. In the event of a conflict
between this Agreement, the solicitation and the VENDOR's bid proposal, this
Agreement shall govern then the solicitation, and then the bid proposal.
18.9 This Agreement will take effect once signed by both parties. This Agreement may be
executed by hand or electronically in multiple originals or counterparts, each of which
shall be deemed to be an original and together shall constitute one and the same
agreement. Execution and delivery of this Agreement by the Parties shall be legally
binding, valid and effective upon delivery of the executed documents to the other party
through facsimile transmission, email, or other electronic delivery.
Article 19.DEFAULT OF CONTRACT& REMEDIES,
19.1 Correction of Work. If, in the judgment of CITY, work provided by VENDOR does not
conform to the requirements of this Agreement,or if the work exhibits poor workmanship,
CITY reserves the right to require that VENDOR correct all deficiencies in the work to
bring the work into conformance without additional cost to CITY, and/or replace any
personnel who fail to perform in accordance with the requirements of this Agreement.
CITY shall be the sole judge of non-conformance and the quality of workmanship.
19.2 Default of Contract. The occurrence of any one or more of the following events shall
constitute a default and breach of this Agreement by VENDOR:
19.2.1 The abandonment of the project by VENDOR for a period of more than seven
(7) business days.
19.2.2 The abandonment, unnecessary delay, refusal of, or failure to comply with any
of the terms of this Agreement or neglect, or refusal to comply with the
instructions of the CITY's designee.
19.2.3 The failure by VENDOR to observe or perform any of the terms, covenants, or
conditions of this Agreement to be observed or performed by VENDOR, where
such failure shall continue for a period of seven (7) days after written notice
thereof by CITY to VENDOR; provided, however, that if the nature of
VENDOR's default is such that more than seven (7) days are reasonably
required for its cure, then VENDOR shall not be deemed to be in default if
VENDOR commences such cure within said seven (7) day period and
thereafter diligently prosecutes such cure to completion.
19.2.4 The assignment and/or transfer of this Agreement or execution or attachment
thereon by VENDOR or any other party in a manner not expressly permitted
hereunder.
19.2.5 The making by VENDOR of any general assignment or general arrangement
for the benefit of creditors, or the filing by or against VENDOR of a petition to
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-8
have VENDOR adjudged a bankruptcy, or a petition for reorganization or
arrangement under any law relating to bankruptcy (unless, in the case of a
petition filed against VENDOR, the same is dismissed within sixty (60) days);
or the appointment of a trustee or a receiver to take possession of substantially
all of VENDOR's assets, or for VENDOR's interest in this Agreement, where
possession is not restored to VENDOR within thirty(30)days; for attachment,
execution or other judicial seizure of substantially all of VENDOR's assets, or
for VENDOR's interest in this Agreement, where such seizure is not
discharged within thirty(30)days.
19.3 Remedies in Default. In case of default by VENDOR, CITY shall notify VENDOR, in
writing, of such abandonment, delay, refusal, failure, neglect, or default and direct
VENDOR to comply with all provisions of the Agreement. A copy of such written notice
shall be mailed to the Surety on the Performance Bond. If the abandonment, delay,
refusal, failure, neglect or default is not cured within seven (7)days of when notice was
sent by CITY, CITY may declare a default of the Agreement and notify VENDOR of such
declaration of default and terminate the Agreement. The Surety on the Performance
Bond shall within ten (10) days of such declaration of default, rectify or cause to be
rectified any mismanagement or breach of service in the Agreement and assume the
work of VENDOR and proceed to perform services under the Agreement, at its own cost
and expense.
19.3.1 Upon such declaration of default, all payments remaining due VENDOR at the
time of default, less all sums due CITY for damages suffered, or expenses
incurred by reason of default, shall be due and payable to Surety. Thereafter
the Surety shall receive monthly payments equal to those that would have
been paid by the VENDOR had the VENDOR continued to perform the
services under the Agreement.
19.3.2 CITY may complete the Agreement, or any part thereof, either by day labor,
use of a subcontractor, or by re-letting a contract for the same, and procure
the equipment and the facilities necessary for the completion of the
Agreement, and charge the cost of same to VENDOR and/or the Surety
together with the costs incident thereto to such default.
19.3.3 In the event CITY completes the Agreement at a lesser cost than would have
been payable to VENDOR under this Agreement, if the same had been fulfilled
by VENDOR, CITY shall retain such differences. Should such cost to CITY be
greater, VENDOR shall pay the amount of such excess to the CITY.
19.3.4 Notwithstanding the other provisions in this Article, CITY reserves the right to
terminate the Agreement at any time, whenever the service provided by
VENDOR fails to meet reasonable standards of the trade after CITY gives
written notice to the VENDOR of the deficiencies as set forth in the written
notice within fourteen calendar (14) days of the receipt by VENDOR of such
notice from CITY.
SIGNATURE PAGE FOLLOWS
UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-9
"This Agreement will take effect once signed by both parties. This Agreement may be signed by
the parties in counterparts, whether signed physically or electronically,which together shall constitute one
and the same agreement among the parties.A facsimile signature shall constitute an original signature for
all purposes."
IN WITNESS WHEREOF,the parties have hereunto set their hands and seals on the day and year
set forth below their respective signatures.
CITY OF BOYNTON BEACH FLORIDA DESIGN DRILLING, LLC
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Darnel Dugger, _�
99 CityMaaaff.. ig ature),F.16rida Design Drilling, LLC
Date: • ,.1 Jeffrey Hoist
Print Name of Authorized Official
Senior Vice President ,`,�11,,,,,,,,,10,�I
Title / ,,,,,� r\V DA DFS��`'_
Date ',r.
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Attest/Authenticated: '":0� ?��s� ^^.S*
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Fernanda Sousa
Print Name
Approv as to Form:
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Shawna G. Lamb, Office of the City Attorney
Attes ed/P uthe ticated:
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Maylee De Jes s, . Clerk =O�NTO/�,,....... e�‘„
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UTL24-019 East WTP High Service Pumps 5&6 Improvements Project—CONTRACT C-10