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R21-1491 RESOLUTION NO. 11121 -\OR 2 3 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, 4 APPROVING THE RANKING AS RECOMMENDED BY THE EVALUATION 5 COMMITTEE AND AUTHORIZING THE CITY MANAGER TO SIGN AN 6 AGREEMENT WITH FERREIRA CONSTRUCTION COMPANY, INC. OF 7 HOBE SOUND, FL AS A RESULT OF RFP NO. 090-2511-21 FOR HARVEY 8 E. OYER, JR. PARK MARINA BOAT RAMP IMPROVEMENT PROJECT (RE - 9 BID) IN THE AMOUNT OF $1,155,856.00; AND PROVIDING AN 10 EFFECTIVE DATE. 11 12 WHEREAS, on September 24, 2021, Procurement Services received four (4) 13 proposals in response to the RFP No. 090-2511-21 for "Harvey E. Oyer Jr Park Marina Boat 14 Ramp Improvement Project" (re -bid); and 15 WHEREAS, on October 22, 2021, in a public noticed evaluation meeting, the 16 Selection Committee, comprised of City Staff, discussed and reviewed the four (4) 17 proposals with the following ranking and scoring from this meeting: Rank 1: Ferreira 18 Construction Company, Inc. 82.83; Rank 2: Kelly Brothers, Inc. 79.17; Rank 3: Custom Built 19 Marine Construction 73.67; and Rank 4: Interstate Construction, LLC 59.00; and 20 WHEREAS, the Committee's unanimous recommendation is to award this Construction 21 Contract to Ferreira Construction Company, Inc. as the highest -ranked qualified firm; and 22 WHEREAS, the City Commission of the City of Boynton Beach upon 23 recommendation of staff, deems it to be in the best interest of the citizens and residents 24 to approve the ranking as recommended by the Evaluation Committee and authorize the 25 City Manager to sign an Agreement with Ferreira Construction Company, Inc. of Hobe 26 Sound, FL as a result of RFP No. 090-2511-21 for Harvey E. Oyer, Jr. Park Marina Boat 27 Ramp Improvement Project (Re -Bid) in the amount of $1,155,856.00. 28 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY 29 OF BOYNTON BEACH, FLORIDA, THAT: 30 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed SACA\RESO\Agreements\Award of RFP for Oyer Park Marina Boat Ramp (Ferreira) - Reso.docx 1 as being true and correct and are hereby made a specific part of this Resolution upon 2 adoption. 3 Section 2. The City Commission of the City of Boynton Beach, Florida, hereby 4 approves the ranking as recommended by the Evaluation Committee and authorizes the 5 City Manager to sign an Agreement with Ferreira Construction Company, Inc. of Hobe 6 Sound, FL as a result of RFP No. 090-2511-21 for Harvey E. Oyer, Jr. Park Marina Boat 7 Ramp Improvement Project (Re -Bid) in the amount of $1,155,856.00. A copy of the 8 Agreement is attached hereto and incorporated herein as Exhibit "A". 9 Section 3. That this Resolution shall become effective immediately. 10 PASSED AND ADOPTED this 2nd day of November, 2021. 11 CITY OF BOYNTON BEACH, FLORIDA 12 YES NO 13 14 Mayor - Steven B. Grant +� 15 16 Vice Mayor - Woodrow L. Hay 17 18 Commissioner -Justin Katz LZ' 19 20 Commissioner - Christina L. Romelus 21 22 Commissioner - Ty Penserga ✓ 23 24 VOTE S`Q 25 ATTEST: 26 27 28 P3_ 29 stat Gibson, MMC 30 City Clerk 31 32 33 (Corporate Seal) SACA\RESO\Agreements\Award of RFP for Oyer Park Marina Boat Ramp (Ferreira) - Reso.docx CONSTRUCTION CONTRACT HARVEY E. OYER JR. PARK MARINA BOAT RAMP IMPROVEMENT 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 Ferreira Construction Co., Inc. a corporation authorized to do business in the State of Florida, with a business address of 13000 SE Flora Avenue, Hobe Sound, FL 33455, hereinafter referred to as the "CONTRACTOR". WHEREAS, the CITY has selected the CONTRACTOR to perform construction services related to the Harvey E. Oyer Jr. Park Marina Boat Ramp Improvement Project; and, WHEREAS, at its meeting of November 2, 2021, by Resolution, the City Commission approved this award to CONTRACTOR and authorized the proper CITY officials to execute this Agreement hereinafter referred to as Contract No.: 090-2511-21. NOW, THEREFORE, CITY and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: Article 1. SCOPE OF WORK. CONTRACTOR shall furnish all labor, materials, and equipment and perform all the necessary services in the manner and form provided in the CITY's solicitation (herein referred to as "WORK") entitled: Harvey E. Over Jr. Park Marina Boat Ramp Improvement Project, RFP No.: 090-2511-21. Article 2. CONSULTANT. City of Boynton Beach ("CONSULTANT") 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. �Xefe1`111:7_TAaII��l=110I=W�iIlkq/_SIIs] kgI" Imi I17_Ad=1I77_1��1_T�'� 3.1 Contract Time. The WORK will be substantially completed within 180 calendar days, Phase 1 - one hundred twenty (120) days and Phase 2 — sixty (60) from the date when the Notice to Proceed is issued 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 N 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 CONTRACTOR for such termination. In the event of termination, CONTRACTOR shall be paid its compensation for services performed till the termination date, including services reasonably related to termination. In the event that CONTRACTOR abandons this Agreement or causes it to be terminated, CONTRACTOR 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 CONTRACTOR neglect or failure 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 CONTRACTOR of written notice of such neglect or failure. 3.4 Liquidated Damages. The CITY and CONTRACTOR 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 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 CONTRACTOR to perform in a timely manner, but neither one has been capable of ascertaining such damages with certainty. CITY and CONTRACTOR 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 CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay the CITY, One -Thousand, Five Hundred Dollars ($1,500.00) for each day of malfunction. Article 4. CONTRACT PRICE. CITY shall pay CONTRACTOR, 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: ONE MILLION ONE HUNDRED FIFTY-FIVE THOUSAND EIGHT HUNDRED SIXTY-FIVE DOLLARS (Written) $1,155,865.00 (Numerical) Article 5. PAYMENT PROCEDURES. CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR within thirty (30) days after approval by the CITY of CONTRACTOR'S Application for Payment and submission of an acceptable updated progress schedule. 5.4 Five percent (5) of all monies earned by the CONTRACTOR 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 CONTRACTOR) has been reached and acceptance by CITY. 5.5 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 CONTRACTOR. c. Failure of CONTRACTOR to make payments properly to SUBCONTRACTORS or for material or labor. d. Damage to another CONTRACTOR not remedied. e. Liquidated damages and costs incurred by the CITY for extended construction administration. When the above grounds are removed or resolved or CONTRACTOR 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. 5.6 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. 5.7 All payments shall be governed by the Local Government Prompt Payment Act, as set forth in Part VII, Chapter 218, Florida Statutes. Article 6. CONTRACTOR GUARANTEE. CONTRACTOR 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 CONTRACTOR, 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. The Documents hereinafter listed shall form the Contract and they are as fully a part of the Contract as if attached hereto: 7.1 Request for Proposal 7.2 Instructions to Proposers 7.3 Proposal Forms (including the Proposal, Schedule(s), Information Required of Proposer, and all required certificates, affidavits, and other documentation) 7.4 Contract 7.5 CONTRACTOR's Performance and Payment Bond 7.6 General Conditions 7.7 Special / Supplemental Conditions 7.8 Technical Specifications 7.9 Addendum(s) 7.10 Drawings entitled: Appendix A ARTICLE 8. 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: Lori LaVerriere, City Manager City of Boynton Beach 100 East Ocean Ave, Boynton Beach, FL 33435 Telephone No. (561) 742-6000 And if sent to the CONTRACTOR shall be mailed to: John Ciabattari, Vice President Ferreira Construction Co., Inc. 13000 SE Flora Avenue Hobe Sound, FL 33455 Telephone No. (772) 286-5123 Article 9. INDEMNITY. 9.1 The CONTRACTOR shall indemnify and hold harmless the CITY and its officers, employees, agents, and instrumentalities from liability, losses, or damages, including attorneys' fees and costs of defense, 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 CONTRACTOR, its employees, agents, servants, partners, principals or subcontractors during the term of this Agreement or resulting thereafter. The CONTRACTOR 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 CONTRACTOR expressly understands and agrees that any insurance protection required by this Agreement or otherwise provided by the CONTRACTOR 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. 9.2 CONTRACTOR's aggregate liability shall not exceed the proceeds of insurance required to be placed pursuant to this Agreement, plus the compensation received by CONTRACTOR. 9.3 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. 4 9.4 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 CONTRACTOR. 9.5 Nothing contained herein is intended nor shall be construed to waive CITY's rights and immunities under the common law or Section 768.28, Florida Statutes, as may be amended from time to time. Should the completion of this Contract be delayed beyond the specified or adjusted time limit, CONTRACTOR 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 CONTRACTOR and be deducted from payments due CONTRACTOR as provided bythis Contract. Said expenses shall be further defined as CONSULTANT charges associated with the construction contract administration, including resident project representative costs. Article 11. FLORIDA'S PUBLIC RECORDS LAW. Sealed documents received by the City in response to an invitation are exempt from public records disclosure until thirty (30) days after the opening of the Bid unless the City announces intent to award sooner, in accordance with Florida Statutes 119.07. The City is a public agency subject to Chapter 119, Florida Statutes. The CONTRACTOR shall comply with Florida's Public Records Law. Specifically, the CONTRACTOR shall: 11.1 Keep and maintain public records required by the CITY to perform the service; 11.2 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 Statue or as otherwise provided by law; 11.3 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, CONTRACTOR shall destroy all copies of such confidential and exempt records remaining in its possession once the CONTRACTOR transfers the records in its possession to the City; and, 11.4 Upon completion of the contract, CONTRACTOR shall transfer to the CITY, at no cost to the CITY, all public records in CONTRACTOR's possession. All records stored electronically by CONTRACTOR 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. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: CRYSTAL GIBSON (CITY CLERK) 100 E. OCEAN AVENUE BOYNTON BEACH, FLORIDA 33435 561-742-6061 GIBSONC@BBFL.US Article 12. E -VERIFY. 12.1 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 hereinbelow. 12.1.1 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. 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. 12.1.2 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 6 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 13. SCRUTINIZED COMPANIES. By execution of this Agreement, CONTRACTOR certifies that CONTRACTOR is not participating in a boycott of Israel. Proposer further certifies that CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR of the City's determination concerning the false certification. CONTRACTOR 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 CONTRACTOR shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination of false certification was made in error. If the CONTRACTOR 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 14. MISCELLANEOUS, 14.1 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 in Palm Beach County. 14.2 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, money that may become due and money that is 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. 14.3 City and CONTRACTOR each bind 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. 14.4 In the event that either party brings suit for the 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 hereinabove. 14.5 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 CONTRACTOR, as well as all suppliers and subcontractors who worked on the project that is the subject of this Agreement. Payment of the invoice and acceptance of such payment by CONTRACTOR shall release City from all claims of liability by CONTRACTOR in connection with this Agreement. 14.6 At all times during the performance of this Agreement, CONTRACTOR shall protect CITY's property from all damage whatsoever on account of the work being carried on under this Agreement. 14.7 It shall be the CONTRACTOR'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. 14.8 This Agreement represents the entire and integrated agreement between City and CONTRACTOR and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement is intended by the parties hereto to be the 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 CONTRACTOR's bid proposal, this Agreement shall govern then the solicitation, and then the bid proposal. 14.9 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 15. DEFAULT OF CONTRACT & REMEDIES. 15.1 Correction of Work. If in the judgment of CITY, work provided by CONTRACTOR does not conform to the requirements of this Agreement, or if the work exhibits poor workmanship, CITY reserves the right to require that CONTRACTOR 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. 15.2 Default of Contract. The occurrence of any one or more of the following events shall constitute a default and breach of this Agreement by CONTRACTOR: 15.2.1 The abandonment of the project by CONTRACTOR for a period of more than seven (7) business days. 15.2.2 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. 15.2.3 The failure by CONTRACTOR to observe or perform any of the terms, covenants, or conditions of this Agreement to be observed or performed by CONTRACTOR, where such failure shall continue for a period of seven (7) days after written notice thereof by CITY to CONTRACTOR; provided, however, that if the nature of CONTRACTOR's default is such that more than seven (7) days are reasonably required for its cure, then CONTRACTOR shall not be deemed to be in default if CONTRACTOR commences such cure within said seven (7) day period and thereafter diligently prosecutes such cure to completion. 15.2.4 The assignment and/or transfer of this Agreement or execution or attachment thereon by CONTRACTOR or any other party in a manner not expressly permitted hereunder. 15.2.5 The making by CONTRACTOR of any general assignment or general arrangement for the benefit of creditors, or the filing by or against CONTRACTOR of a petition to have CONTRACTOR 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 CONTRACTOR, the same is dismissed within sixty (60) days); or the appointment of a trustee or a receiver to take possession of substantially all of CONTRACTOR's assets, or for CONTRACTOR's interest in this Agreement, where possession is not restored to CONTRACTOR within thirty (30) days; for attachment, execution or other judicial seizure of substantially all of CONTRACTOR's assets, or for CONTRACTOR's interest in this Agreement, where such seizure is not discharged within thirty (30) days. 15.3 Remedies in Default. In case of default by CONTRACTOR, CITY shall notify CONTRACTOR, in writing, of such abandonment, delay, refusal, failure, neglect, or default and direct CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR and proceed to perform services under the Agreement, at its own cost and expense. 15.3.1 Upon such declaration of default, all payments remaining due CONTRACTOR 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 CONTRACTOR had the CONTRACTOR continued to perform the services under the Agreement. 15.3.2 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 CONTRACTOR and/or the Surety together with the costs incident thereto to such default. 15.3.3 In the event CITY completes the Agreement at a lesser cost than would have been payable to CONTRACTOR under this Agreement, if the same had been fulfilled by CONTRACTOR, CITY shall retain such differences. Should such cost to CITY be greater, CONTRACTOR shall pay the amount of such excess to the CITY. 15.3.5 Notwithstanding the other provisions in this Article, CITY reserves the right to terminate the Agreement at any time, whenever the service provided by CONTRACTOR fails to meet reasonable standards of the trade after CITY gives written notice to the CONTRACTOR of the deficiencies as set forth in the written notice within fourteen calendar (14) days of the receipt by CONTRACTOR of such notice from CITY.