Fort Walton Beach Council agenda — 07-23-13--special---alconese rezoning — reading text

determined ineligible by any federal agency within the past three years. C. Does have a proposed debarment pending; or has been indicted, convicted or had a civil judgment rendered against it, or them by a court of competent jurisdiction in any matter involving fraud, or official misconduct in the past three years. Any of the above conditions will not necessarily result in denial of award, but will be considered in determining offer or responsibility. For any condition noted, indicate to whom it applies, initiating agency, and dates of action. Providing false information may result in criminal prosecution or administrative sanctions. 22. PROFESSIONAL ETHICS: Any person who is employed by Contractor and is licensed by the Department of Business and Professional Regulation and who, through the course of his employment, has knowledge to believe that any person has violated the provisions of state licensing laws or rules shall submit a complaint about the violations to the Department of Business and Professional Regulation. Failure to submit a complaint about the violations may be grounds for disciplinary action pursuant to Chapter 455, F. S. and the state licensing law applicable to that licensee. The complaint shall be confidential. Any confidential information submitted to the Department of Business and Professional Regulation shall remain confidential pursuant to Chapter 455, F. S. and applicable state law. 23. PUBLIC ACCESS TO DOCUMENTS: The Contractor shall allow public access to all documents, papers letters, or other material subject to the provisions of Chapter 119, Florida Statutes, and any objection made or received by the Contractor to grant such public access shall be grounds for immediate and unilateral cancellation of this Agreement. However, upon receipt of any public records request, the Contractor shall immediately notify the TRANSFI FLO SERVICES Project Manager and secure prior written consent before releasing such records. 24. DEPARTMENT SUCCESSION: This contract is fully assignable to DOT, including the benefit of all Contractor warranties, indemnities, guarantees, and professional responsibilities. Should this contract be assigned to DOT then the Contractor agrees that: A. It will maintain usual and customary books and records for the type and scope of operations of business in which it is engaged ( e. g., constructor, service provider). B. It will permit audit by Transfield Services and provide progress reports to Transfield Services appropriate for the type of subcontract it is performing sufficient to enable Transfield Services to provide the reports it is required to furnish DOT. C. It will allow DOT to assume the benefit of Transfield Services' subcontract rights and the work performed thereunder with liability only for those remaining obligations accruing after the date of assumption. r Y D. COMPENSATION c 1. CONTRACT AMOUNT: The Contract Amount is defined as the summation of the E products of the estimated quantities shown on the Contract Bid Price Proposal and the unit bid prices. a The Contract Amount, estimated quantities, frequencies and locations of work (if any) presented in this contract are approximate and are to be used for estimating and bid analysis purposes only. Transfield Services makes no guarantee as to the accuracy of Contract N 4600001084- Page 14 of 17  4. t . a these quantities. The quantities may be minimal, increase, decrease or be omitted, due to any conditions and for any reason without adjustment to unit prices and without further compensation unless otherwise approved by Transfield Services 2. INVOICES: Invoices for work performed in accordance with the Contract shall be submitted at least monthly on forms approved by Transfield Services The contractor' s invoices shall be broken down by pay item. They shall contain sufficient detail for post - audit and match the final approved work order. 3. VENDOR PAYMENT AND WORK CERTIFICATION: The Contractor shall submit certification that all labor, materials vendors, public utility or other services, suppliers, subcontractors, and equipment rental vendors involved in the work invoiced have been or will be promptly paid their proportional share of the invoice; that all work has been completed in compliance with this contract and all applicable industry standards including these specifications. The contractor is required to report monthly with its invoicing - on forms provided by Transfield Services —if it is a DBE /MBE/ WBE / HUB zone, its minority status, the actual payments received, less retainage and the work type etc.; including the DBE /MBE/ WBE /HUB zone status of its, subcontractors, suppliers and material, as applicable. The Contractor' s invoice will not be processed for payment until this certification and the signed work order is received. 4. PAYMENT: Payment will be made to the Contractor on the basis of the contract unit w prices established in the Contract Bid Price ( Bid Sheet) multiplied by the actual units of work properly completed and accepted. Payment shall be considered full compensation Z for providing any and all labor, supervision, equipment, materials, supplies, erosion Nv control, traffic control, incidentals, etc. necessary to perform the work. Partial payments for work performed shall also be invoiced to Transfield Services on a monthly vc basis, unless otherwise required by the Contract' s Special Provisions. Payment terms for all Contractor Invoices shall be net due approximately 30 days after receipt of an acceptable invoice. No work shall be performed without prior approval from the Project Manager. No payment will be made for unsatisfactory work, extra work not approved in writing or Mo work not performed. Payment maybe withheld for failure to comply with terms of the Contract, for damages or delays caused by the Contractor, or for work identified in m claims filed with Transfield Services by subcontractors /members of the public, etc. against the Contractor. 0o MISCELLANEOUS y AGREEMENT: This Agreement represents and constitutes the entire Agreement between the parties hereto with respect to the subject matter of this Agreement and supersedes any and all previous agreements between the parties, whether written or oral, with respect to its subject matter. All negotiations, representations, warranties and agreements made between the parties are merged herein; and the making, execution, and delivery of this Agreement by the parties has not been induced by any representations, statements, warranties, or agreements that are not expressed fully herein. Neither of the parties shall be bound by any conditions, definitions, warranties, or representations with respect to the subject matter of this Agreement unless expressly provided in this Agreement. No term or provision of this Agreement may be varied or modified by any prior or subsequent statement, conduct, or act of either of the parties, provided that hereafter the parties hereto may amend this Agreement by written instrument specifically referring to, and executed in the same manner as, this Agreement. This Agreement shall be binding on and shall inure to the benefit of the parties hereto and their heirs, personal representatives, successors, and assigns ( as the case may be), Contract g 4600001084- Page 15 of 17 Pecket..Pg. 22  except asotherwise provided for herein. A corporate officer signing this document on behalf of THE CONTRACTOR warrants that he has full authority to sign this document. NOTE: These General Conditions maybe superceded or amended by the Special Provisions. In the event of any differences between the documents, the Special Provisions shall govern. CONTRACTOR: TRANSFIELD SERVICES City of Fort Walton Beach Mark Norris COMPANY NAME Proiect Manager NAME/ TITLE TITLE SIGNATURE / DATE SIGNATURE / DATE Contract # 4600001084- Page 16 of 17  r TRANSFIELD SERVICES CONTRACT CLOSEOUT AND RELEASE FORM Transfield Services Contract Number( s): Description: Original Contract Date: Contractor: The Contractor for the above referenced Contract(s) hereby certifies that all labor, materials vendors, public utility services, subcontractors and equipment rental vendors having interest in this contract have received their pro rata share of all previous periodic payments made to date by Transfield Services for all work, materials and equipment furnished under the contract. The Contractor agrees, by execution of this document, that this document constitutes a full and complete settlement of all terms and conditions set forth in the original Contract(s), including any Supplemental Agreement(s). The Contractor agrees that he or she has previously received final payment as full compensation for all costs, including but not limited to: equipment, manpower, materials, overhead, profit, changes, extras, disputed items and delay damages and for all costs, whether direct or indirect, or whether incurred now or in the future, related to any outstanding claims, time impacts, disruption, acceleration, interference, loss of efficiency, etc. relating to the above noted Contract(s). The Contractor agrees by execution of this document to pursue no liens, claims, protests, litigation, mediation, arbitration, alternate dispute resolution, or other redress of grievances; such rights, if any, are expressly waived by