HomeMy WebLinkAboutIII(F) Approval And Reauthorization Of Horizontal Construction Contractors Agenda 4-7-98
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Of GO09 JAMES W.SHIRA,P.E.
CITY ENGINEER/UTILITIES DIRECTOR
150 N.LAKESHORE DRIVE•OCOEE,FLORIDA 34761
PHONE(407)656-2322 EXT.142•FAX(407)656-7835
MEMORANDUM
DATE: March 31. 1998
TO: The Honorable Mayor and Board of City Commissioners
FROM: David Wheeler, P.E. ./9'Qs-As
Assistant City Engineer/Utilities Director
SUBJECT: Horizontal Construction Contractors
Approximately two years ago the City of Ocoee contracted with six construction companies to
perform various construction activities required under the Continuing Horizontal Construction
Services Program. This program was originally pointed towards the stormwater rehabilitation,
retrofit, and upgrade projects as outlined in PEC's Engineering Report titled Stormwater
Drainage Problem Areas dated March 1996.
This prequalification of contractors program was fairly successful in securing competitive and
economic prices and in the competent construction of the designed facilities. Unfortunately, we
have not had excellent participation by the six contractors. One contractor bid on the first
project, but was not the low bidder, and has never expressed an interest since that time. Another
contractor decided to not become bondable and therefore was unable to bid on any of the projects
because of the project costs. The remaining four contractors have performed work on eight
projects, four of them were part of the stormwater program and four were other small City
projects that required correction. Unfortunately,we have not had success in receiving bids from
all of these contractors on most of the projects; the Sullivan Ditch project only had two bidders.
With the upcoming water distribution system improvements and the expansion of the reuse
system in addition to the remaining stormwater projects, Staff felt that a"reshuffle" of the
contractors would allow new and/or additional contractors to be prequalified for the pipeline
construction projects.
An advertisement was placed in the November 23, 1997, Sunday Edition, of the Orlando
Sentinel. A copy of the advertisement is attached for your reference. On December 12, 1997,
Staff and representatives of Professional Engineering Consultants, Inc. conducted a pre-bid
conference to explain the program to the prospective contractors and allow them to see the
magnitude of work which the City is interested in them performing under this program.
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THE PRIDE OF WEST ORANGE OitSekt
Prequalification submittals were received from ten contractors on December 19, 1997. The
contractors were:
Baker Heavy & Highway, Inc. of Orlando and Coraopolis, Pennsylvania
Fossitt Groundwork, Inc. of Lake Monroe
Georgetown Enterprises, Inc. of Orlando
Gibbs &Register, Inc. of Winter Garden
Gray Materials & Contracting, Inc. of Leesburg
Johnson Brothers Corporation of Orlando and Litchfield, Minnesota
Linco Construction, Inc. of Altamonte Springs
Maxwell Contracting, Inc. of Cocoa
Prime Construction, Inc. of Orlando
Wharton-Smith, Inc. of Lake Monroe
The review committee included Wanda Horton, Finance Director, Fred Gardner, Construction
Administrator, myself and Ken Hooper of PEC, Inc. The review committee was to review the
submittals and recommend a short list which would be interviewed by the committee with Jim
Shira replacing Wanda Horton. From the interviews the committee would make a final selection
to be brought before the City Commission for approval.
The advertisement was not very clear in the requirements for financial information, so the review
committee requested audited financial statements for the past two years from each contractor.
This information was received in mid January and the review committee completed its initial
short listing by early February. Fossitt Groundwork, Inc., Georgetown Enterprises, Inc., Gibbs
&Register, Inc., Linco Construction, Inc., Prime Construction, Inc., and Wharton-Smith, Inc..
were recommended for interviews; three of the contractors (Fossitt, Georgetown and Prime) were
repeat responders from the first program. From the interviews, Gibbs & Register was eliminated
from consideration.
Each of the five firms listed above will be asked to enter into an agreement which will be in
substantial accord with the attached example. As the plans and specifications for each horizontal
construction project or group of projects is completed, the firms will each be asked to submit a
bid for the project, with the selection criteria to include bid amount as well as experience and
capability of the individual firm to perform the work required. Since the capabilities of the firms
varies, some may ask in advance not to be expected to submit a bid for those projects clearly
beyond their ability to execute.
For those projects for which the bid amount exceeds $25,000, an amendment to the selected
firm's contract will be brought before the City Commission for approval. For projects for which
the bid amount is $25,000 or less, a purchase order will be issued to the selection firm, signed by
the issuing department's Director, as well as by the Finance Manager and the City Manager.
These purchase orders will be issued only for projects costing $25,000 or less, for which funds
have been previously appropriated, and will not require individual City Commission approval.
In the event of an emergency expenditure, a report will be presented to the City Commission at
the next available meeting detailing the nature of the expenditure and the amount.
I recommend that the City Commission:
1) Accept the recommendations of the Review Committee to contract with the five
construction companies selected;
2) Authorize staff to begin working with the five firms selected to get signed agreements;
3) Authorize the Mayor and City Clerk to execute the various agreements as they are
prepared, without the requirement that each agreement be brought back before the City
Commission for individual approval; and
4) Authorize staff to issue purchase orders based on previously appropriated funds for
projects for which the bid amount is $25,000 or less.
Attachments
1) Advertisement from the Orlando Sentinel
2) Example Agreement with contractors
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1 '!- NOTICE OF CONTRACTING SERVICES DESIRED II �,, , ri.4 '
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Notice,is hereby given that letters of interest are invited from general contracting farms i `I
or individuals to render construction services for horizontal construction work for the 4"i4,,I
,:,Pity of Ocoee, Florida for projects in which the construction costs do'not exceed • t
' i 500;000.00 and where the City elects not to publicly advertise for competitive bids or
II';proposls from all interested firms and individuals (the "Proposers"). It is the intention ! ' ,
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.,of the City of Ocoee to enter into continuing contracts, as defined under Florida law, 1 1 ,
with not more than six (6) general contractors (the "Continuing Contractors") for i f a ' `
I 'Il• iorizontal construction work, with the extent and scope of work to be performed under, ii i 1 ,;1 'I
these contracts to be determined by the City on an as needed basis. r
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The scope of work to be performed under these horizontal construction Continuing
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• Contracts includes, but is not limited to, clearing, grading, storm drainage, potable y '• '
1 , water, sanitary sewer, paving, curb and gutter, concrete and other work normally ti' I r
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associated with horizontal construction with the primary emphasis on water distribution ' 'f 41;,,,t
1I i j system im improvements, reclaimed water distribution
,� Y P system improvements land drainage
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+.� ' infrastructure improvements. In order to familiarize the Proposers with the nature and ,
size of'the contemplated projects, a mandatory proposal meeting will be conducted at ,
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' 2:00 p.m. on December 10, 1997 at the City of Ocoee's City Hall, 150 North Lakeshore I ''
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' Drive, Ocoee, Florida 34761.
' . The Continuing Contracts to be entered into between the City and successful Proposers
{ : will be nonexclusive, and the City shall have the right to award any portion of the work
covered by this Advertisement to one or more Proposers. The selected Proposers will
be entitled to competitively bid on other construction work to be let by the City. The ,
' term of these Continuing Contracts shall be for a period of one year with optional
,:11 renewal periods of two additional one-year terms to be exercised at the discretion of the . .
City. It is generally the intention of the city to use these Continuing Contractors for
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horizontal construction work for which the construction value does not exceed
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el I. $500,000.00. When the City elects to utilize one of the Continuing Contractors to , ,
I perform projects, the City will outline the scope of work for the project and request bids II.
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or proposals from the Continuing Contractors. Award, if made, will be to the lowest
ii bidder or most highly qualified Proposer. , ;I
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` Ili bi ier''to`be,considered, a Proposer must have performed or have personnel whoeav �le '` ' ,
f ed horizontal construction work, and underground utility ' { ',I
P gr installation, and must j !
be farhiliar with'all applicable Florida and City of Ocoee regulations and laws. The City , :
may require the proposers to provide a valid Florida General Contractors R.egi ration f ''!1 11
Ce4tificate. ; . ,4 • it
• Interessted firms or individuals are requested to indicate their interest by submitting eight '
,(8);'ccpies of a letter of interest on or before 2:00 p.m.:local time on December 19,
1997 jto�'Mr. James Shira, P.E., City Engineer, City of Ocoee, 150 North Takeshore r ''
' Dri,v :'f Jl'dried,' Florida 34761.
• Lette' of interest shall be submitted in sealed envelopes clearly labeled "Qualification
Statement for Horizontal Construction General Contractor Continuing Contract." Letters
f received'after 2:00 p.m. local time will be returned unopened. The letter of interest ,i
o should be accompanied by the following: ;j
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; 1. '' The name, address and telephone number of one (1) party to whom 'all future 14 s 1
. correspondence and all communications will be directed;
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''{ 2. ','• A'! list of all horizontal construction, paving, drainage, and pipeline work •
�' performed by the interested Proposer within the past three years. Describe the ' '
' nature of the project and list the name, title, company, address and telephone ' .
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' number for persons directly involved in the administration of the projects
performed by the interested Proposer;
'!i 3. A list of all horizontal work performed by the interested Proposer during the past
one (1) year; describe the nature of the project and list the name, title, company, '
address and telephone number for the owner representatives) directly involved •
' in the administration of the project performed by the interested Proposer;
' t, 4. A listing of key personnel to be used by the Proposer in performing horizontal
' ' construction work under the contract, including their role description and resumes '
'i 1, outlining related work experiences; 1,
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i' 5. ; Evidence of the Proposer's ability to provide the following insurance coverages, ii
i'' ' either under existing policies or by virtue of a project specific policy: '
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• I a. General Liability - $2,000,000 '
b. Automobile Liability - $1,000,000 '
c. Worker's Compensation - Statutory I '
A proposer who does not meet the above insurance requirements may submit in I F 4
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I fi° I their proposal alternative coverages for consideration bythe City, and should note ''wt,;,.
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11 coverages of a lesser amount in their proposal. i
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- • ' ,,; �;, ,The City of Ocoee shall be named as an additional insured on•all`above listed ' ' ;;r„' 'j l
' I;! :1�'' ;;. 'coverages;
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7'. 1 ' Evidence of the Proposer's ability to provide bonding coverage in amounts up to y `` ',1
` $500,000,00; I
".rcf , ' 8: , Copies of current, valid Florida General Contractor Registration Certificates for
(` the Proposers (If Certified). Some small-scale constructionP
P projects may not
• ' require general contractor registration certification; and
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' I 9.' . Such financial and organizational information as the Proposer believes will be
t"' helpful to the City in evaluating the Proposer's ability to perform the horizontal
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r!I construction work for the Citl. y. I
` The City will review the financial capabilities of the interested firms or individuals, using
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I any information provided with the letters of interest, as well as available public sources ' 'i'LL li
6i1 , of information,
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The City will review the letters of interest to determine the short list of Proposers with , , '
' . 1 qualifications deemed most advantageous to the City. The City will then interview the l
short list of Proposers from which final selection will be made, pursuant to the City's . ,
'"' ' '' procedures and Florida Statutes. Among the factors the City will consider in selecting
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' • up to six (6) Proposers are the capabilities, personnel, experience and financial
i qualifications of the Proposers. The City expressly reserves the right to waive any ,
;,(I • , information in the letters of interest submitted or to'reject any and all letters of interest
1' I submitted and to re-advertise for letters of interest. All decisions regarding award of the :,
• i ' continuing contracts will be made by the City at open public meetings in accordance with
; , , ' the requirements of Florida Statutes, Section 286.011 and all interested parties are invited
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to'attend such meetings.
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The' City declares that all or portions of the documents and work papers prepared .
pursuant to this invitation are subject to reuse by the City. Only those firms submitting '
proposals and qualifications which meet the requirements herein specked will be
considered for the services contemplated herein, regardless of past contact with the City '
' of Ocoee.
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SECTION 00500 (A)
AGREEMENT FOR CONTINUING
HORIZONTAL CONSTRUCTION SERVICES
THIS AGREEMENT, made and entered into this day of , 1998 by and between the
CITY OF OCOEE, a municipal body existing under and by virtue of the laws of the State of Florida(hereinafter
referred to as "City"),and (hereinafter referred to as "Contractor").
WITNESSETH:
WHEREAS, the City wishes to employ the services of Contractor to provide continuing horizontal
construction services, including,but not limited to,clearing,grading,storm drainage,water, sanitary sewer, paving,
curb and gutter, concrete and other work normally associated with horizontal infrastructure construction; and
WHEREAS, the City has given public notice of the services to be rendered pursuant to this Agreement
and incorporated herein by reference; and
WHEREAS, this Agreement shall constitute a "continuing contract" as defined under the laws of the State
of Florida; and
WHEREAS, Contractor is qualified,willing and able to perform the services required in accordance with
the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the
parties hereto do hereby agree as follows:
ARTICLE I
Services to be Provided by Contractor
A. Scope of Work. Contractor hereby agrees to perform general horizontal construction services,
including, but not limited to, clearing, grading, storm drainage, water, sanitary sewer, paving, curb and gutter,
concrete and other work normally associated with horizontal construction to be determined by the City on an as-
needed basis. The services to be rendered by Contractor shall be available on a continuing basis, although the City
is not obligated to obtain such construction services on a continuing basis from Contractor.
Rev. 3/23/98 1
Services which may be performed under this Agreement are limited to those projects for which construction
costs do not exceed $500,000.00 and for which the City elects not to publicly advertise for competitive bids or
requests for proposals from interested firms and individuals. In the event of a valid public emergency, Horizontal
Construction Contractors may be utilized for horizontal construction projects for which the construction value
exceeds $500,000.00.
The performance of each project awarded hereunder shall be subject to terms and conditions set forth
herein.
It is expressly understood that the City is not obligated to utilize the services of Contractor for any
particular project within the City of Ocoee and the City is entitled to seek competitive bids or proposals through
open advertisement for any horizontal construction work. Additionally, nothing herein is intended to prohibit
Contractor from submitting bids or proposals on any projects for which the City seeks competitive bids or requests
for proposals through public advertisement.
B. Selection of Contractor to Perform Services. Contractor is one of not more than five (5)
Horizontal Construction Contractors (the "Horizontal Construction Contractors") which have continuing contracts
with the City for the performance of horizontal construction services. When City elects not to publicly advertise
for competitive bids or proposals for horizontal construction work, it may elect to solicit competitive bids or
proposals only from the Horizontal Construction Contractors. In such event, each Horizontal Construction
Contractor will be provided with a set of bid or proposal documents which shall contain documentation detailing
and describing the scope of the proposed project and all other information necessary for Contractor to submit a bid
or proposal price, and all other required information on the forms which shall be included in the bid or proposal
documents. Contractor shall be provided with the appropriate amount of time, which will be set forth in the bid
or proposal documents, to familiarize itself with the proposed project prior to the deadline for submission of bids
or proposals. Bids or proposals shall be publicly opened and read aloud.
After the opening of bids or proposals, a determination will be made by the City as to which of the
Horizontal Construction Contractors is the lowest responsive bidder or most highly qualified proposer. To be the
lowest responsive bidder, a Horizontal Construction Contractor must submit the lowest bid price and must provide
all information and documentation required by the bid documents. To be the most highly qualified proposer, a
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Horizontal Construction Contractor must submit the proposal which is most advantageous to the City, price and
other factors considered, and must provide all information and documentation required by the proposal documents.
In selecting the most highly qualified proposer, the City specifically reserves the right to award a project to a
Horizontal Construction Contractor which does not submit the lowest proposal price.
Bids or proposals will be considered irregular and may be rejected if they show omissions, alterations in
form,additions not called for,conditions,limitations,unauthorized alternate bids or proposals,or other irregularities
of any kind. The City shall have the right to waive any informalities or irregularities of bids or proposals, or to
reject any and all bids or proposals. Nothing herein shall limit the City's right to reject any and all bids or
proposals at any time or to award any project for which competitive bids or proposals were sought from the
Horizontal Construction Contractors to one or more other firms or individuals, either by means of public
advertisement or any other procurement method.
C. Authorization to Perform Services. Pursuant to a determination that Contractor is the lowest
responsive bidder or the most highly qualified proposer in accordance with Article I.B. herein, the City Manager,
upon recommendation from the City Engineer may, in his discretion, award the project to Contract for projects
valued at less than $25,000.00. Upon approval by the City Manager and subsequent to the execution of an
addendum to this Agreement for each project awarded, which shall set forth the scope of the project, the
compensation, the completion date, and any other specified requirement of the City which pertains to the particular
project, the City Engineer or his designee shall promptly issue a notice to proceed to the Contractor.
For projects valued at more than$25,000.00, in addition to the procedures set forth in this Paragraph C,
the City Commission of the City of Ocoee must approve the award of each project prior to issuance of a notice to
proceed.
D. Personnel. Contractor agrees to retain the necessary qualified personnel acceptable to the City
to perform all services for the City pursuant to this Agreement and any addenda hereto. All such personnel, while
engaged in Contractor's business for the City, shall conduct themselves in a professional manner.
E. Contractor's Best Efforts and Standards of Performance. Contractor agrees to use its best
efforts to perform all services in such sequence, and in accordance with such reasonable time requirements and
reasonable written instructions, as may be requested or provided by the City, and Contractor agrees to perform all
Rev. 3/23/98 3
such services in accordance with generally accepted standards of any applicable construction trade or any other
applicable profession. Contractor agrees to perform all services hereunder in accordance with the terms and
conditions of the General Conditions and Supplementary Conditions which are attached hereto as Exhibit "A" and
incorporated herein by reference.
F. Design and Specifications. At the option of the City, data, designs, specification, calculations,
estimates, reports, memoranda, other documents and instruments, and incidental engineering work or materials may
be furnished by the City or its Architect/Engineer, or may be requested from the Contractor.
G. Contractor's Liability. Contractor shall be and remain liable in accordance with applicable
law and the terms and conditions of the General Conditions and Supplementary Conditions for all damages to the
City caused by the improper acts or omissions of the Contractor or by any subcontractors of any of the services
furnished pursuant to this Agreement and for all damages to the City arising out of Contractor's breach of any of
its obligations undertaken pursuant to this Agreement.
H. Performance and Payment Bonds. Contractor agrees to provide performance and payment
bonds and a certificate as to corporate principal on the forms attached to this Agreement as Exhibit "B" for each
project undertaken pursuant to this Agreement on behalf of the City when required by the City in the bid or proposal
documents. Failure or inability of the Contractor to furnish said bonds under this Agreement or addenda hereto
shall render this Agreement voidable in the sole discretion of the City.
I. Final Release. Upon completion of each project undertaken pursuant to this Agreement,
Contractor shall execute and deliver to the City a Final Release on the form attached hereto as Exhibit "C".
ARTICLE II
City's Responsibilities.
A. The City agrees to consult with Contractor regarding the services to be rendered by Contractor
hereunder, and to make available to Contractor such information in the City's possession concerning the work to
be performed hereunder, and notify Contractor promptly of the City's time requirements and other instructions for
the performance of the services hereunder (which the City agrees shall not be unreasonable), and of any changes
in such time requirements or instructions.
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B. The City shall allow Contractor to have reasonable access to City property and facilities to enable
Contractor to perform its services hereunder. Contractor agrees that such rights of access shall not be exercised
in such manner or to such extent as to impede or interfere with the operation of City facilities or municipal services.
ARTICLE III
Compensation and Method of Payment for Services.
A. Negotiation of Fee. In accordance with Article I, Paragraph B of this Agreement, fees shall
be determined and incorporated into an addendum on one of the following bases:
(a) Lump Sum Bid or Proposal Amount.
A fixed, lump sum bid or proposal amount submitted by Contractor guaranteeing
completion of the project in accordance with the requirements of the bid or proposal documents.
A bid or proposal submitted by Contractor guaranteeing completion of the project in
accordance with the requirements of the bid or proposal documents, with fees to be based upon the unit prices
submitted in the bid or proposal and the total amount of labor, materials, or services necessary to complete the
project.
B. Contractor shall submit monthly statements for services rendered to the City which will be based
upon the services actually completed by Contractor between the last monthly statement for services rendered by
Contractor under each addendum and the last day of the billing month most recently ended. Such monthly statement
shall include a summary, in a form and with detail satisfactory to the City, describing the services performed by
Contractor during such month. The making of any willfully false statement in such monthly statement shall be
grounds for the immediate termination of the City of this Agreement. The amount of each monthly statement, less
ten percent (10%) retainage, shall be paid by the City within thirty (30) day period, the City notified Contractor
in writing of its objection to the payment of the amount requested, together with the City's determination of the
proper amount to be paid, if any. Such notice shall be accomplished by the City's payment of any undisputed portion
of such monthly statement, less applicable retainage. If the City notified Contractor, within the thirty (30) day
period,of a dispute over the proper amount of payment requested in a monthly statement, the parties shall promptly
resolve the dispute and the City shall promptly pay Contractor the amount so determined, less applicable retainage
and any amounts previously paid by the City with respect to such monthly statement. In the event it is determined
Rev. 3/23/98 5
that the City has overpaid the amount owed on a monthly statement, Contractor shall promptly refund to the City
the amount of such overpayment. The amount of all retainage withheld by the City pursuant to the provisions of
this Paragraph shall be paid by the City to Contractor promptly after Contractor's satisfactory completion of all of
Contractor's execution of the Final Release, which is attached to this Agreement as Exhibit "C". The City agrees
not to unreasonably withhold payment of retainage, and to notify Contractor within thirty (30) days after
Contractor's completion of the services on a particular project of the City's reasons for withholding payment of
retainage, and the parties hereto shall promptly resolve the matter. Additional requirements regarding payment
applications and terms and conditions of payment are contained in Article 14 of the General Conditions and
Supplementary Conditions, attached as Exhibit "A".
ARTICLE IV
Reimbursable Expenses
Contractor's out-of-pocket expenses to be incurred in rendering services hereunder shall be included in the
lump sum or unit prices set forth in the Addendum for a particular project, and Contractor shall not be entitled to
additional reimbursement therefor, unless the Addendum states otherwise.
ARTICLE V
Books and Reports
Contractor's records which shall include, but not be limited to, accounting records (hard copy, as well as
computer readable data if it can be made available), written policies and procedures; subcontract files (including
proposals of successful and unsuccessful bidders, bid recaps, etc.); original estimates; estimating work sheets;
correspondence; change order files(including documentation covering negotiated settlements);backcharge logs and
supporting documentation; general ledger entries detailing cash and trade discounts earned, insurance rebates and
dividends; and any other supporting evidence deemed necessary by the City to substantiate charges related to this
Agreement (all foregoing hereinafter referred to as "records") shall be open to inspection and copying the City and
shall be subject to audit by the City's agent or its authorized representative to the extent necessary to adequately
permit evaluation and verification of the Cost of the Work, and any invoices, change orders, payments or claims
submitted by the Contractor or any of its payees.
Rev. 3/23/98 6
Such audits may require inspection and copying from time to time and at reasonable times and places of
any and all information, materials and data of every kind and character, including, without limitation, records,
books,papers, documents, subscriptions,recordings, agreements,purchase orders, leases, contracts, commitments,
arrangements, notes, daily diaries, superintendent reports, drawings, receipts, vouchers, letters, memoranda, and
any and all other agreements, sources or information and matters that may in the City's judgment have any bearing
on or pertain to any matters that may in the City's judgment have any bearing on or pertain to any matters, rights,
duties or obligations under or covered by any Contract Document. Such records subject to audit shall also include,
but not be limited to, those records necessary to evaluate and verify direct and indirect costs (including, but not
limited to, overhead allocations) as they may apply to costs associated with this Agreement.
The City or its designee shall be afforded access to all of the Contractor's records, and shall be allowed
to interview any of the Contractor's employees,pursuant to the provisions of this article throughout the term of this
Agreement and for a period of three (3)years after final payment on any addenda, termination or expiration of this
Agreement or longer if required by law.
Contractor shall require all subcontractors, insurance agents, material suppliers (payees) to comply with
the provisions of this article by insertion of the requirements hereof in a written contract agreement between
Contractor and payee. Such requirements will also apply to subcontractors and sub-subcontractors, etc. Contractor
will cooperate fully and will cause all related parties and all of Contractor's subcontractors (including those entering
into lump sum sub-contracts) to cooperate fully in furnishing or in making available to the City from time to time
whenever requested in an expeditious manner any and all such information, materials and data.
The City's agent or its authorized representative shall have access to the Contractor's facilities, shall have
access to all necessary records, and shall be provided adequate and appropriate work space, in order to conduct
audits in compliance with this article.
If an audit inspection or examination in accordance with this article discloses overcharges (of any nature)
by the Contractor to the City in excess of one percent(1%)of the total contract billings,the actual cost of the City's
audit shall be reimbursed to the City by the Contractor. Any adjustments and/or payments which must be made
as a result of any such audit or inspection of the Contractor's invoices and/or records shall be made within a
reasonable amount of time (not to exceed 90 days) from presentation of the City's finding to Contractor.
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ARTICLE VI
Documents: Furnishing Copies; Ownership; Confidentiality
A. Except as otherwise provided in this Agreement or in any addendum for such services, Contractor
agrees, at no additional cost or expense to the City, to furnish the City with one reproducible copy, in media
acceptable to the City, of all data, designs, specifications, calculations, estimates, plans, drawings, construction
documents, photographs,reports, memoranda, and all other documents and instruments of any type or nature except
accounting working papers, which have been prepared by Contractor or by subcontractors in rendering services
hereunder. Contractor further agrees that at the City's request, Contractor shall cause one or more of its qualified
employees to promptly review personally with the City's designated representatives all data, designs, specifications,
calculations, estimates, plans, drawings, construction documents, photographs, reports, memoranda and other
documents and instruments prepared by Contractor or by subcontractors in rendering services hereunder. Additional
copies of such data, designs, specifications, calculations, estimates, plans, drawings, construction documents,
photographs,reports, memoranda and other documents and instruments shall be furnished to the City by Contractor
at City's request, and except as otherwise provided in any addendum for such services, Contractor shall receive
reimbursement for its costs of such copies.
Except as otherwise provided in any addendum for such services, Contractor agrees, on the termination
of this Agreement for any reason, to furnish the City at no additional cost or expense with one reproducible copy,
in media acceptable to the City, of all data, designs, specifications, calculations, estimates, plans, drawings,
construction documents, photographs, reports, memoranda and all other documents, instruments, summaries,
information and material of any type or nature(except working papers),whether or not completed,which have been
prepared or accumulated by Contractor or by any subconsultant in rendering the services hereunder and not
previously furnished to the City by Contractor pursuant to this Agreement.
All data, designs, specifications, calculations, estimates, plans, drawings, construction documents,
photographs,reports,memoranda and other documents,instruments,summaries, information and materials prepared
or accumulated by Contractor or by any subcontractor in rendering services hereunder shall be the sole property
of the City and the City shall be vested with all rights therein of whatever kind and however created; provided,
however, that Contractor shall have no liability to the City for the City's use, if other than the use intended, of any
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such data, designs, specifications, calculations, estimates, plans, drawings, construction documents, photographs,
reports, memoranda and other documents, instruments, summaries, information and materials, and the City will
indemnify,defend and hold Contractor harmless from all claims and damages (including reasonable attorneys' fees)
arising out of the City's use if other than the use intended.
B. Contractor agrees, during the term of this Agreement and forever thereafter, not to knowingly
divulge, furnish or make available to any third person, firm or organization, without the City's prior written
consent, or unless incident to the proper performance of Contractor's obligations hereunder, or in the course of
judicial or legislative proceedings where such information had been properly subpoenaed,any non-public information
concerning the services to be rendered by Contractor or any subcontractor pursuant to this Agreement.
ARTICLE VII
Notices
All notices required to be given by the City to the Contractor hereunder shall be in writing and shall be
given by United States Mail, postage prepaid, addressed to:
All notices required to be given to the City hereunder shall be in writing and shall be given either by manual
delivery or by United States Mail, postage prepaid, addressed to:
James Shira, P.E. (407) 656-2322, Extension 142
City Engineer
City of Ocoee
150 North Lakeshore Drive
Ocoee, Florida 34761
Either party may change its address for purposes of this paragraph by written notice to the other party given in
accordance with the requirements of this paragraph.
ARTICLE VDT
Miscellaneous Provisions
A. The rights granted to Contractor hereunder are non-exclusive, and the City reserves the right to
enter into agreements with other contractors for horizontal construction services with the City.
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B. Contractor and its employees shall promptly observe, and comply, when applicable, with
provisions of all published federal, state and local laws, rules and regulations which govern or apply to the services
rendered by Contractor hereunder, or to the wages paid by Contractor to its employees. Contractor shall require
all its subcontractors to comply with the provisions of this paragraph.
C. Contractor shall procure and keep in force during the term of this Agreement all necessary
licenses, registrations, certificates, permits and other authorizations as are required by law in order for Contractor
to render its services hereunder. Contractor shall require all its subcontractors to comply with the provisions of
this paragraph.
D. Contractor is not authorized to act as the City's agent hereunder and shall have no authority,
express or implied, to act for or bind the City hereunder, either in Contractor's relations with subcontractors, or
in any other manner whatsoever.
E. No reports, maps, or other documents produced in whole or in part under this Agreement shall
be the subject of any application for copyright by or on behalf of the Contractor.
ARTICLE IX
Term
The term of this Agreement shall be for one(1)year from the date first written above. The City, with the
mutual agreement of the Contractor,may elect to renew this Agreement for three(3)additional one(1)year periods.
Contractor shall perform all services authorized during any renewal period in accordance with the terms and
conditions set forth herein.
ARTICLE X
Termination
The termination provisions contained in the General and Supplementary Conditions,Exhibit"B",shall apply
to the Agreement and/or any addenda issued pursuant to the Agreement.
ARTICLE XI
Entire Agreement
This Agreement, including the Exhibits and the General Conditions and Supplementary Conditions attached
hereto, which are incorporated herein by reference, constitutes the entire agreement between the parties and shall
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supersede and replace all prior agreements or understandings,written or oral, relating to the matters set forth herein.
To the extent that the General Conditions and Supplementary Conditions attached hereto conflict with Articles Ito
XI herein, Articles Ito XI shall take precedence over conflicting General Conditions and Supplementary Conditions.
IN WITNESS WHEREOF, the parties hereto, by their duly authorized officers, have caused this
Agreement to be executed and their corporate seals to be affixed hereto, effective as of the day and year first above
written.
ATTEST:
By:
APPROVED:
ATTEST: CITY OF OCOEE, FLORIDA
Jean Grafton, City Clerk S. Scott Vandergrift, Mayor
(SEAL)
FOR USE AND RELIANCE ONLY BY APPROVED BY THE OCOEE CITY
CITY OF OCOEE, FLORIDA COMMISSION AT A MEETING
APPROVED AS TO FORM AND LEGALITY HELD ON 1998
THIS DAY OF , 1996. UNDER AGENDA ITEM NO._
FOLEY & LARDNER
By:
City Attorney
END OF SECTION
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